THE HAVEN FOUNDATION

FACILITIES COMMITTEE

TERMS OF REFERENCE

 

A.            OVERVIEW AND PURPOSE

 

 

The Facilities Committee (the “Committee”) is responsible to the Board of Directors (the “Board”) of  the Haven Foundation (the “Foundation”). The Committee investigates, evaluates and makes recommendations to the Board regarding the state of repair and requirements for replacement, maintenance and operation  of the physical plant and facilities located on the Gabriola Island property known and referred to herein as “Haven”.

The Committee is a standing committee of the Board.  

 

 

B.            MEMBERSHIP AND ATTENDANCE AT MEETINGS

 

1.                    The Committee shall be comprised of at least three Board appointed members, of whom at least two shall be members of  the Board.

2.                    The Chair of the Committee shall be a member of the Board and shall be appointed by the Board.

3.                    The Chair of the Board (or if there are Co-Chairs, one of the Co-Chairs as they shall choose) shall be an ex-officio member of the Committee. The said Chair of the Board may elect to count as one of the members of the Board for the purpose of compliance with paragraph B1 and shall so count for the purpose of determining a quorum. The Executive Director and Facilities Manager shall be additional ex-officio members of the Committee.

4.                    Attendance at Committee meetings, other than the Committee members, will be at the invitation of the Committee.

 

C.            DUTIES AND RESPONSIBILITIES

 

1.                    To conduct an examination of the current state of affairs and status of the buildings, grounds, improvements, physical plant, (including water and storm and sanitary sewage systems as well as environmental and zoning  compliances);

2.                    To co-operate with management in the creation of a proposed master plan for approval by the Board of a blueprint for the future facilities development at the Haven consistent with the Foundation Statement of Purposes and the overall Strategic Plan, and maximizing the use, functionality and revenue resources of the site;

3.                    To conduct a prioritized space and facilities needs assessment for the Foundation based upon its strategic plan;

4.                    To examine the current and required compliances with all applicable laws, regulations and policies, including with the District, Province and Federal Governments and .Island Trust;

5.                    To review current and alternative conservation and environmental sustainability policies with a view to minimizing the negative impact of operations at the Haven on the environment.

6.                    To cause to be conducted a site inventory and infrastructure assessment;

7.                    To co-operate with management in the creation of a proposed renovation and new building strategy consistent with the proposed master plan and the overall Strategic Plan for the approval of the Board;

8.                    To make recommendations to the Board from time to time regarding the use of consultants, professionals and other experts for the completion of the tasks of the Committee;

9.                    To consider any other matters which, in the opinion of the Committee or at the request of the Board, would assist the Board to meet its responsibilities.

10.                 To review annually the terms of reference for the Committee and to recommend any required changes to the Board for approval.

11.                 To provide reports and minutes of meetings to the Board.

 

D.            COMMITTEE PROCEDURES

       

1.         Meetings of the Committee are held as required.

2.         Committee meetings may be called by the Committee Chair or by a majority of the Committee members. Management shall be notified when a meeting is called.

3.         Meetings are chaired by the Committee Chair or, in the absence of the Chair, by a member chosen by the Committee from among themselves.

4.         A quorum for the transaction of business at any meeting shall be a majority of the members of the Committee which shall include a majority of the members of the committee appointed by the Board.

5.         Management shall provide for the delivery of notices, agendas, and available related materials to the Committee no later than the day prior to the date of  the meeting; however, it should be standard practice to deliver the agenda and materials for consideration at the meeting at least five days prior to the meeting except in unusual circumstances.

6.         Committee decisions shall, wherever possible, be made by consensus. For the purpose of these Terms of Reference, consensus shall mean the absence of a dissenting opinion.

7.         Where consensus is not reached, decision shall be by majority vote with the Chair having one vote. Where there is a tie vote, the Chair shall not have a second or deciding vote and the resolution fails. Where there are dissenting votes, those votes shall be recorded and the Board would encourage those casting dissenting votes to present a summary of their dissenting views for the consideration of the Board when the committee presents its report.

8.         All members of the committee (ex officio and Board appointed) shall have full voice and vote.

9.         Meetings may be conducted with members present, or by telephone or other communications facilities that permit all persons participating in the meeting to hear or communicate with each other.

10.      A written resolution signed by all Committee members entitled to vote on that resolution at a meeting of that Committee is as valid as one passed at a Committee meeting.

11.      The members of the Committee shall appoint a Secretary of each meeting and the person so appointed shall keep minutes of that meeting.

12.      Minutes of the meetings of the Committee, prepared in draft shall be distributed by the Secretary to all members of the Committee within five days of each meeting and shall be submitted for approval at the next regular meeting of the Committee.

13.      Approved Committee minutes shall be forwarded to the Secretary/Treasurer of the Board for approval by the Board and inclusion in the Corporate Minute Book.

 

 

Adopted June 5^th, 2009