In a previous 2019 governance review of this policy, the Board Chair’s term was expanded to up to 2 years, allowing the Chair to decide whether to serve one or two-year terms while being accountable for their performance through ongoing feedback.
The policy didn’t require confirmation by the Board of Directors that the current Chair is a suitable candidate to continue their duties into a second year, and the efforts of limiting a current Chair to a one-year term could’ve been seen as an act of rebellion rather than a responsible act of great governance.
Therefore, the Board is now required to cast a vote of confidence at the upcoming board meeting in October to reinforce the importance of succession planning.
The proposed amendment requires the approval of at least 75 per cent of the directors in attendance to mirror the plurality needed for a directorship to be terminated, which equals the requirements of the Board of Directors in case the Chair doesn’t have the support of the Board for a second year in office.
If the Chair does not receive a vote of confidence, their term will be reduced to one year and will expire at the end of that calendar year.
The CREB® governance manual is available here.
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