2.1 Governance Principles
The Parkland Regional Library Board shall be formed in accordance with the Alberta Libraries Act and shall be hereinafter referred to as the Board.
2.1.1 The Board’s priority is to determine Parkland Regional Library’s Vision, Mission, Belief, Goals, and Objectives and liaise with the member municipalities, and monitor the System’s performance.
2.1.2 The Board is a governing body that speaks with one voice. All authority rests with the Board, and individual trustees have no authority except as conferred by the Board for specific purposes.
2.1.3 The Board leads through policy, using a framework which defines four categories of Board Policy: Vision, Mission, Belief, Goals, and Objectives; Governance Process; Board – Director Relationship; and Director’s Parameters.
2.1.4 The Board’s ongoing agenda is based on its role which is focused on governance issues rather than management issues.
2.1.5 The Board as a whole has one employee, the Director, who is accountable to the Board as a whole.
2.1.6 The Board states the expected Vision, Mission, Belief, Goals, and Objectives directing the Director to determine the means to achieve these results within limits of ethics and prudence.
2.1.7 When the Board approves policy, the Director is empowered to make all further decisions. The Director’s authority begins immediately and automatically.
2.1.8 The Board monitors the Director solely on the basis of organizational performance and written policies.
2.1.9 The Executive Committee and Ad Hoc Committees are to assist the Board in doing its job; not to advise or assist staff in doing their job.
2.2 Role of the Board and Trustee
The Board shall meet and deliberate at specific and regular times as determined by its members and in accordance with the Alberta Libraries Act. The Board shall exercise its role as public trustee for the Municipalities that make up the Parkland Regional Library region. The Board is responsible for creating a vision of library service for the System, articulating values and principles, setting goals, developing effective governance policy, monitoring library performance, and meeting provincial standards.
The job of the Board is to:
2.2.1 Liaise with the municipalities and members’ libraries to:
- determine what they want the System to be,
- determine what the System should accomplish,
- determine what benefits are worth the costs,
- advocate for Parkland Regional Library and library systems in Alberta,
- create partnerships with other agencies to achieve the System’s Vision, Mission, Belief, Goals, and Objectives.
2.2.2 Articulate vision, values, and principles which form the foundation for policy and define System priorities.
2.2.3 Write governing policies which, at the broadest levels, define:
- Vision, Mission, Belief, Goals, and Objectives: Which long range benefits will be achieved, for whom, and at what cost.
- Governance Process: How the Board conceives, carries out and monitors its own job.
- Board Director Relationship: How the Board delegates authority to staff and monitors staff performance.
- Director’s Parameters: Those boundaries of prudent and ethical behavior within which the Director can operate.
2.2.4 Develop and comply with bylaws.
2.2.5 Develop and approve plan of service or a strategic plan, a budget, the annual report, and audited financial statements.
2.2.6 Recognize the value and contributions of long serving staff, volunteers and trustees.
2.2.7 Monitor achievement or compliance with policy against criteria it has previously set, using:
- reports by the Director,
- reports from member municipalities, members’ libraries, and outside agencies,
- direct inspection by the Board.
2.2.8 Use the results of monitoring to improve performance by:
- reviewing existing policies,
- revising existing policies,
- formulating new policies.
2.2.9 Elect one of its number as chairperson at the organizational meeting each year. The term of office of the Parkland Regional Library Board Chair is limited to six years.
2.2.10 Meet a minimum of four times per year as defined in the Parkland Regional Library Agreement. A quorum of the Board shall be 15 members.
2.2.12 Create procedures providing for the orientation and ongoing development of trustees as they fulfill their fiduciary duties to the regional library system.
2.2.13 Designate an Executive Committee that fulfills the function of the Parkland Regional Library Board between board meetings and Ad Hoc Committees as the need arises. By legislation, the Executive Committee has 10 members. It is appointed as follows:
- The Chair of the Board sits ex officio.
- Remaining seats appointed by the Board as per membership agreement and policy.
2.3 Governance Style
The Board governs with a style which emphasizes outward vision, encouragement of diversity in viewpoints, strategic leadership, clear distinction of Board and staff roles, collective decision-making, and a focus on the future and pro activity.
The Board shall:
2.3.1 Enforce upon itself and its members whatever discipline is needed to govern with excellence. Discipline will apply to matters such as attendance, governance principles, respect of roles, and support for Board decisions. It will allow no officer, individual or committee of the Board to usurp this role or hinder this commitment.
2.3.2 Direct, control, and inspire the organization through the careful establishment of the broadest written policies which reflect the philosophy of Parkland Regional Library’s values and perspectives.
2.3.3 Consider suggestions for policy development that come from: Board trustees, the Executive Committee, the Director or staff members, client library boards or client library staff, and various levels of government and funding jurisdictions.
2.3.4 Comply with federal, provincial, and municipal laws and Board policies.
2.3.5 Approve at a single Board meeting with one motion changes in policies or new policies.
2.3.6 Ensure that the Board’s policy manual be maintained, and copies of old policies including policies that have been eliminated or changed shall be kept in perpetuity for reference purposes.
2.3.7 Ensure copies of all approved or amended policies shall be filed with the appropriate government department(s) as required as legislation.
2.3.8 Focus chiefly on intended long term benefits, not on the operational means of attaining those results.
2.3.9 Monitor and regularly discuss the Board’s own process and performance. Ensure the continuity of its governance capability through Board education and development.
2.4 Role of Board Chair
The role of the Chair is primarily to ensure the integrity of the Board’s process and secondarily, to represent the Board to outside parties.
2.4.1 Upholds the Board’s own policies and rules and those legitimately imposed upon the Board from outside the organization.
2.4.2 Restricts meeting agendas and discussions to those issues which, according to Board policy, are clearly in the Board’s jurisdiction, not the Director.
2.4.3 Chairs Board meetings with all the commonly accepted powers including ruling and recognizing.
2.4.4 Keeps deliberations timely, fair, orderly, thorough, efficient, limited to time, and to the point.
2.4.5 Makes decisions on behalf of the Board which fall within and are consistent with any reasonable interpretation of Board policies on Governance Process and Board-Director Relationship.
2.4.6 Has no authority to make decisions beyond policies created by the Board.
2.4.7 Has no authority to supervise or direct the Director. The Board as a whole directs the Director.
2.4.8 Represents the Board to outside parties, stating positions consistent with Board policies and resolutions.
2.4.9 Facilitates the Vice-Chair to fulfill the duties of the Chair in the absence of the Chair.
2.4.10 Will deal with any member of the staff, Board or public when there are complaints or grievances regarding the Director.
2.5 Role of the Executive Committee
Within existing policy, the Executive Committee has the freedom to act as needed and fulfills the function of the Parkland Regional Library Board between Board meetings so as never to interfere with Board policy, bylaws, or budget. The Board will respect and support any reasonable interpretation of Board policy by the Executive Committee.
2.5.1 The Executive sets the agenda for Board meetings and reports to the Board on actions taken.
2.5.2 The Executive evaluates the Director's performance based on organizational performance and written governance policy.
2.5.3 From its membership, the Executive Committee shall elect a Vice-Chair for the Board at the first Executive Committee meeting after the Board's organizational meeting.
2.5.4 The Chair may call emergency meetings of the Executive Committee as required, or at the request of two or more members of the Executive Committee.
2.5.5 No business shall be transacted at meetings of the Executive Committee unless a quorum of the members is present. The quorum for the Executive Committee shall be six members.
2.5.6 PRL's Executive Committee will have a maximum of ten members as allowed for by The Libraries Regulations. The Board Chairperson accounts for one seat on the committee. All municipalities with a population of 15,000 or more will automatically get a seat on the Executive Committee. The remaining seats will be assigned based on a combination of geographical location and population.
2.5.7 On occasions when a person cannot be found to represent a geographical area on the Executive Committee, the municipality or municipalities from that geographical area will have until the conclusion of the first meeting of the Parkland Board after the organizational meeting to appoint an individual to the Executive Committee. If no person is forthcoming, then the seat representing that municipality or group of municipalities shall remain vacant until the next time the Executive Committee is appointed by the board during the next organizational meeting of the Parkland Board.
2.5.8 Should a sitting member of the Executive Committee be unable to continue as a member of the committee prior to the conclusion of their one-year term, representatives from that municipality or group of municipalities may appoint a new representative to the Executive Committee at the next board meeting.
2.6 Code of Conduct
The Board and its members shall operate in an ethical and businesslike manner representing the Board in a positive light, taking no private action that will compromise the Board and its decisions.
2.6.1 Board trustees shall:
- observe ethical standards with truth, integrity and honour,
- avoid situations where personal advantage or financial benefits may be gained at the expense of other library users,
- distinguish between their personal views and those of the institution by respecting the position of the Board, even though they may disagree,
- respect the confidential nature of library records within the framework which allows for the monitoring of material usage and the need for public accounting,
- respect the established structure of the library,
- attempt to work harmoniously with the Board and ultimately accept its will,
- limit their trusteeship role to policy governance and advocacy,
- use appropriate decorum when conducting business.
2.6.2 Trustees are expected to take responsibility for their personal development through continuing education opportunities and are encouraged to participate in provincial and national library organizations.
2.6.3 Trustees should support intellectual freedom in the selection of library material.
2.6.4 When a trustee is delegated by the Board to attend a specific function, those expenses reimbursed by any other group may not be claimed from Parkland Regional Library.
2.7 Annual Agenda
To accomplish its job outputs consistent with Board policies, the Board will follow an annual agenda. The agenda will focus Board attention on governance priorities using a systematic approach.
Annually, the Board will engage in the following activities which include the following:
- Approval of budget.
- Board orientation and education.
- Director's evaluation – delegated to the Executive Committee as stated in policy 2.5.2 of "Role of the Executive Committee".
- Election of officers and Executive Committee.
- Organizational meeting.
- Policy evaluation, review & revision – while policies and bylaws can reviewed and changed at any time, Parkland policies and bylaws should be reviewed on even numbered years. The policies and bylaws for PRL Service Points should be reviewed in odd numbered years.
- Review and approve of audited statements.
- Review the Plan of Service/Strategic Plan.
- Review and approve PRL’s Annual Report and the Annual Reports for PRL's Library Service Points – approval of the Parkland's service point annual reports is delegated to the Executive Committee as soon as possible after the required report is submitted to the Government of Alberta.
- Review investments – to be reviewed by the Executive Committee at least twice a year.
- Review the criteria for selecting Parkland Regional Library trustees attending the Alberta Library Conference – delegated to the Executive Committee prior to the November board meeting where ALC attendees are selected.