Board of Directors

1. BY-LAWS OF THE JEWISH COMMUNITY FOUNDATION OF MONTREAL
   
   Section 6 of the JCF By-Laws deals with the Board of Directors. It states:
   
   1. The number of Board members shall consist of between ten and thirty members.
   2. A quorum shall be five members or a greater number as the Board may determine.
   3. The Board shall be elected at the annual meeting of the Members.
   
   
2. BOARD POLICY
   
   The Policy as set out by the Board re the Board of Directors is as follows:
   
   1. The number of Board members shall be twenty-four.
   2. The Board shall be elected in a staggered manner, twelve per year, for a two-year term.
   3. The maximum number of consecutive terms shall be five, unless the Board member is nominated as an Officer. If a Board member has served the maximum five terms and consequently not re-elected, he/she after a two-year absence may be reelected.
   4. Commencing in 2014, the maximum number of returning Board members nominated in a year shall be ten (out of a slate of twelve).
   
   
3. BOARD MEMBERS
   
   A Board member is committed to the governance of the JCF. This implies an understanding of the mission, issues, strategies, policies, and resources (human and other) and a commitment to participate and comment at Board meetings on these matters. Thus those who cannot regularly attend Board meetings cannot meet the JCF’s expectations of a Board member and should expect not to be nominated or reelected to the Board.
   
   
4. BOARD SCHEDULE AND CONTENT
   
   The following schedule should be a template for board meetings for the year:
   
   Meeting I – September end-3.5hrs
   - Introduction of new Board.
   - Review of Mission and other operational statements.
   - Presentations by committees.
   - Assimilation of objectives.
   - Approval of strategic plan- objectives and goals.
   - Determination of evaluation metrics.
   
   Meeting II- October end-1.5 hrs
   - Financial report
   - Budget presented and approved
   - Report on plan implementation
   - Review of staffing; succession, development, objectives, remuneration, etc.
   - Report on remittances made
   - Ongoing issues
   
   Meeting III- January end-1.5 hrs
   - Financial report
   - Report on plan implementation
   - Remittances report
   - Open Agenda time
   - Ongoing issues
   
   Meeting IV- April End- 1.5 hrs
   - Financial report
   - Audit committee report on risks
   - Allocations report
   - Marketing report
   - PAC report
   - Remittances report
   - Open Agenda
   - Ongoing issues
   
   Meeting V- July 2.5 hrs
   - Financial report
   - Remittances report
   - Analysis and review of plan results
   - Allocations
   - Business development
   - PAC
   - Marketing
   - Other
   - Future thoughts
   - Board Self-Review and Nominations discussion
   
   
5. BOARD SELF-REVIEW
   
   The Board should self-review its activities and performance which could include utilizing the McKinsey and Company Nonprofit Board Self- Assessment Tool.
   
   
6. SPECIAL REPORTS
   
   Besides the normal communication means as per the Board schedule, staff or appropriate others should report to the Board any of the following:
   
   • The status of major risks including current exposure and effectiveness of risk management techniques;
   • How the strategic environment is changing, what new risks and opportunities are appearing, how they are being mismanaged and what, if any modifications in strategic direction should be adopted;
     
   • Progress on closing major gaps in risk management capabilities;
   • Breaches of the Code of Ethics;
   • Litigation against the JCF;
   • Formal and potential complaints against the JCF, e.g. harassment allegations, human rights complaints;
   • New and potential crises
   • The status of any crises that are currently being managed;
   • Reports on concerns expressed by whistleblowers.