Governance Policy for Huronia Museum
Effective February 19, 2014
Reviewed: July 16th, 2014
This policy establishes the roles and responsibilities of the Board of Directors as a publicly accountable body, which supports and builds the Museum as a resource for regional heritage preservation and presentation in accordance with the Mission Statement, Articles of Incorporation, By-laws and Constitution for Huronia Museum.
2. General Responsibility
2.1. The Board of Directors for Huronia Museum and Huron Ouendat Village is responsible for implementation and regular review of this policy.
2.2. The Board of Directors will monitor the application of these policies and guidelines to ensure that the intent and objectives are maintained.
2.3. The Board of Directors, Executive Director, staff and volunteers will approach their role in maintaining this policy in an ethical manner, protecting the public interest and the best interest of Huronia Museum.
2.4. The Board of Directors will make every effort to assess its own performance on a regular basis.
2.5. All decisions regarding Huronia Museum made by the Board of Directors will be in accordance with Provincial and Federal Legislation as it applies to incorporated not-for-profit and charitable organizations.
2.6. The elected or appointed Directors will set strategic direction and purpose for Huronia Museum through effective organizational planning in accordance with the objectives of the Huronia Museum mission as stated in the museum’s strategic plan.
2.7. The Board of Directors will monitor and revisit Huronia Museum’s Mission Statement, business plan, strategic plan and other guiding documents on a regular basis to ensure timeliness. When required, the Board of Directors will develop policy for operations and programs. The Board of Directors may delegate this responsibility to the Executive Director or consult with outside service providers.
2.8. The Board of Directors will ensure adequate resources for Huronia Museum and its programs and services.
2.9. The Board of Directors and staff are committed to ethical behaviour and have, per board motion, accepted the Canadian Museums Association Ethics Guidelines as guiding principles.
2.10. The Board of Directors and staff are committed to a strong and ethical approach to fundraising efforts using the Ethical Fundraising and Financial Accountability Code Guidelines from the Canadian Centre for Philanthropy.
2.11. The Board of Directors will provide and monitor a budget for Huronia Museum, its membership and the community it serves.
2.12. The Board of Directors will determine the fees and qualifications for membership with Huronia Museum.
2.13. Should Huronia Museum cease to operate, the dissolution of Huronia Museum will be handled as outlined in the Articles of Incorporation with payment of all debts and liabilities and its remaining property being distributed or disposed of to Canadian charitable organization(s) or a Canadian municipality.
3.1. The Board of Directors shall have a Chair, Vice-Chair, Secretary and Treasurer or a Treasurer/Secretary. The Board will determine the Chair, Vice-Chair Treasurer and Secretary at the first meeting of Directors following the annual meeting of the membership. Should any of these positions become vacant, the Directors may fill this position for the remainder of the term in the same manner.
3.2. The Chair will serve as Chief Executive Officer of the Museum. The Chair will preside at meetings of the Museum, the Board of Directors meetings and is signatory for all formal documents.
3.3. The Vice-Chair will perform all the duties and functions of the Chair as required by circumstance. The Vice-Chair will have signing authority is as required.
3.4. The Secretary will take charge of the Minute Books and take responsibility for recording of minutes for all meetings of Directors and members as well as the membership directory. The Secretary will have signing authority as is required.
3.5. The Treasurer will have charge of all funds and securities of the Museum and will have signing authority as is required.
3.6. As defined in By-law No. 2-91, the Trustees for the Huronia Museum Endowment Fund are as follows: 1) The Chairman of the Endowment Fund, 2) The Chairman of the Building Expansion Committee 3) The Board Treasurer for Huronia Museum. Trustees for the Huronia Museum Endowment Fund will carry out responsibilities as outlined in said By-law.
3.7. The Board of Directors will select the Executive Director. The Board will also support the Executive Director with direction and purpose as well as provide review of his/her performance.
3.8. The Board of Directors will monitor and determine the direction of programs and services through proposals, reports and evaluations. The development, implementation and evaluation of existing or new programs is the responsibility of the Executive Director. The Executive Director may delegate the responsibility of development, implementation and evaluation to department staff as required.
3.9. The general management of Huronia Museum, its departments and projects is the responsibility of the Executive Director.
3.10. The Board of Directors, Executive Director, staff and volunteers will act as representatives for the Huronia Museum in the community with the purpose of enhancing the public image of the organization.
3.11. The Board of Directors will function as the final deciding body for all employee appeals relating to human resource, operations, programming or service issues.
3.12. The general management of Huronia Museum, its departments and projects is the responsibility of the Executive Director.
3.13. Huronia Museum staff will provide required information to the Board of Directors by way of the Executive Director so that organizational planning may occur accordingly.
4. Governance Process
4.1. An Annual Meeting of the membership will be held each year as deemed timely by the Directors or the Chair of the Board. This meeting will see three Directors retire from their function. All former Directors are eligible for re-election.
4.2. Any member in good standing may be elected or appointed by the membership at the annual meeting to serve as a Director on the Board of Huronia Museum for a three-year term. This member will have ten days after his election or appointment to become qualified as a member of Huronia Museum.
4.3. The Board of Directors will be comprised of ten elected or appointed members of whom half of the seated members plus one shall form a quorum.
4.4. A Director may leave the Board at any time by submitting written resignation. This vacancy may be filled by appointment until the following annual meeting.
4.5. Should the removal of any director be deemed necessary, a resolution of at least two-thirds of the votes cast at a general meeting of the Huronia Museum membership will be required. Any qualified member may be elected by the majority of the members present at the meeting to fill this position for the remainder of the term.
4.6. Either the Chair or any two Directors may call a meeting of Directors with at least two days notice by the Secretary via mail, telephone, email or fax. Meetings may be held without formal notice if all the Directors are present and all Directors waive notice. Formal notice is not required for the first meeting of Directors following the annual meeting.
4.7. Each Director will have one vote on every question. In the case of an equality of votes, the Chairman of the meeting shall have the deciding vote.