March 2024 Board of Health Meeting - Terms of Reference - Joint Board Extension Committee Other

Meeting Date
March 2024 Board of Health Meeting
Meeting Document Type
Other
Terms of Reference - Joint Board Extension Committee
  1. Establishment.  By these terms of reference, the “Joint Board Extension Committee” is established as a standing committee of the Board pursuant to Article 7 of By-law #1 - Governance.
  2. Name.  The name of the committee shall be the “Joint Board Extension Committee.”
  3. Mandate.  The Joint Board Extension Committee shall act on behalf of the Board on those matters that are necessary to act when it is not reasonably practicable for the Board to meet in a timely manner.  Further the role of the Joint Board Extension Committee shall be to exercise any other authority delegated to it from time to time by the Board.
  4. Composition.  Members of the  Joint Board Extension Committee will be as follows:
    1. Officers.  Three Officers of the Board of Health as follows:  Chair, Vice-Chair and Treasurer.  The Chair of the Board of Health shall be the Chair of the Joint Board Extension Committee, and the Vice Chair of the Board of Health shall be the Vice-Chair of the Joint Board Extension Committee.
    2. Leadership Team.  Members of the Leadership Team (as defined in Section 1.1 of By-law #1 – Governance) as selected from time to time by the CEO.
  5. Frequency of Meetings. The Joint Board Extension Committee shall meet as often as is required in order to fulfil its mandate as determined by the Chair in consultation with the CEO, and otherwise whenever meetings are called in accordance with Section 6 of these Terms of Reference.
  6. Calling of Meetings. Meetings of the Joint Board Extension Committee may be called by the Chair or any three Members of the Joint Board Extension Committee, providing at least one of those three members is an Officer identified in Section 4(a).
  7. Place of Meetings.  Joint Board Extension Committee meetings shall be held at the Health Units offices or another location within Essex County as determined by the Chair in consultation with the CEO.   All, or any one or more, of the Members of the Joint Board Extension Committee can attend and participate electronically in a meeting of the Joint Board Extension Committee if permitted to do so by the Chair and in such case by such electronic means as is determined by the Chair from time to time. A Member of the Joint Board Extension Committee participating electronically in accordance with this Section 7 shall be counted in determining whether or not a quorum of Members is present at any point in time.
  8. Notice.  Notice of meetings of the Joint Board Extension Committee shall be subject to and in accordance with the following:
    1. Responsibility.  The Chair shall give or cause to be given the required notice.
    2. Amount.  At least twenty-four (24) hours’ notice (exclusive of the day on which the notice is delivered or sent but inclusive of the day for which notice is given) shall be given.
    3. Content.  Include the date, time and place, as well as a description of the nature of the business to be transacted.
    4. To Whom Given.  Given to each member of the Joint Board Extension Committee.
  9. Transaction of Business.  Transaction of business of the Joint Board Extension Committee shall be subject to and in accordance with the following:
    1. Chair.  The chair of the Joint Board Extension Committee shall be the Chair and in the absence or inability of the Chair, the Vice-Chair.
    2. Quorum.  Quorum shall be a majority of each of the Officer appointees and a majority of the Leadership Team appointees.
    3. Voting.  Questions arising at any Joint Board Extension Committee meeting shall be decided by a majority of votes.  Every Joint Board Extension Committee member that is an Officer shall have two votes and every Leadership Team shall have one vote except the chair of the Joint Board Extension Committee shall have a third and casting vote in the event of a tie.
  10. External Advisors.  If, in the opinion of the Joint Board Extension Committee, it is necessary and/or appropriate from time to time to obtain the advice of external advisors in order to discharge its responsibilities, the Joint Board Extension Committee shall seek a resolution of the Board in that regard, and if the Board so resolves, the Health Unit shall engage such advisors at the Health Unit’s expense.
  11. Record Keeping.
    1. Minutes.  The Secretary shall keep or cause to be kept minutes of all Joint Board Extension Committee meetings which shall include the following:
      1. name of the Committee;
      2. date, time and place of meeting;
      3. attendance at the meeting;
      4. declarations of conflict of interest or inability to exercise independent judgment;
      5. succinctly, accurately and clearly the material aspects of the Committee’s deliberations relative to the subject matter;
      6. precise wording of all motions but not the mover or seconder;
      7. whether the motion carried but not the number of votes for and against or which Member voted which way; and
      8. any objections or dissent requested by the maker to be put on record but otherwise shall not attribute specific comments to specific individuals.
    2. Keeping of Records.  All meetings shall be documented, with minutes circulated and preserved.
    3. Reporting and Accountability.  Minutes of Joint Board Extension Committee meetings shall be provided to the Board for information and the Joint Board Extension Committee shall at all times be accountable and subject to direction of the Board.