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3.2.5

Governance and Administration: Board dismissal
The governing board has a policy whereby members can be dismissed only for appropriate reasons and by a fair process.

Judgment
  Compliant      Non-Compliant      Not Applicable

Narrative

Section 2.11 of the College’s bylaws provide for a Trustee’s removal upon a showing of adequate cause, which can relate to any matter that is directly and substantially related to a member’s fitness to meet his or her responsibilities as a member of the Board of Trustees. In addition, under section 2.10 of the bylaws, a Trustee may be disqualified from service due to excessive absences or a judgment of permanent incapacity. The Trusteeship and Governance Committee, which is charged with overseeing qualifications and assessment of board members and their fitness to serve, regularly monitors Board attendance and evaluates whether trustees should be subject to dismissal under this provision. (See Minutes of the Trusteeship and Governance Committee.)

The bylaws contemplate a process to ensure fair consideration of any Board member’s dismissal. Section 2.11 of the College’s bylaws provides that any Trustee subject to dismissal shall receive, pursuant to Section 3.3 of the bylaws, written notice of the proposed action 10 to 15 days in advance of the meeting set to consider the dismissal and a fair hearing and opportunity to be heard before the Trusteeship and Governance Committee. Fairness is further assured as any member of the Trusteeship and Governance Committee deeming themselves disqualified or biased must recuse himself or herself from the process. 

If termination due to excessive absences or incapacity is recommended, the determination would be subject to a majority vote. If dismissal is premised upon a finding of adequate cause, the recommendation of dismissal will be made to the full Board that must approve the recommendation by a super-majority vote (2/3rds) of the remaining Trustees.  This decision would be final, as there are no provisions for appeal from this vote.

 
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