Human Resources Committee

Terms of Reference

The Human Resource Committee (HRC) is a standing committee of, and reports to, the Board of Directors (BoD). The BoD delegates certain responsibilities to the Committee to assist the Board in fulfilling its duties and obligations related to and organizational human resources matters and to oversee the management of human capital to ensure that PEMAC attracts and retains the talent needed to deliver on its mission and strategic objectives.

Purpose:

The HRC supports the BoD in;

  • ensuring that PEMAC fulfills its legal, ethical, and functional responsibilities through adequate human resource policy development, linking staffing plans with the organizational direction and strategy; 
  • ensuring that PEMAC has an effective organizational structure and is competitive in its human resources practices;
  • providing governance-level oversight of PEMAC’s human resource and compensation strategy and policies;
  • ensures an ongoing process of improvement in its practices and policies by staying attuned with the latest trends and best practices in human resource management;
  • such other related initiatives as may be necessary or desirable to enhance the human resources of PEMAC.

Responsibilities:

Human Resources Strategy

The Committee shall review and recommend for Board approval the Human Resources strategy including key HR objectives, plans and workforce requirements, and monitor the implementation of same.

The HRC shall review annually PEMAC’s organizational structure as defined with the Governance Committee to ensure adequate human resources are available to meet the needs of the organization to achieve its strategic goals.

The HRC researches and recommends leading and or emerging organizational Human Resources strategies related to Board recommendations.

Work with BoD, Executive, and Committee Leads to ensure that volunteer roles are clearly defined and described. 

Human Resource Management

Working closely with the Executive Director, develop and recommend appropriate policies and procedures to ensure sound Human Resource practices are in place and recommend revisions as required, to assist the Board of Directors in fulfilling its oversight responsibilities.

Review periodically the adequacy and effectiveness of Human Resource documents including the HR Policy Manual, staff job descriptions, staff performance assessment forms, committee terms of reference, making recommendations for change, as appropriate, to the Executive Director and/or the Governance Committee of the BoD.

Annually review the Staff Performance Assessment process and the result of the individual staff assessments as it pertains to the achievement of planned goals for the individual and the linkage to PEMAC Strategic Plan objectives.

Provide support to the Executive Director, Executive, and BoD in matters related to HR performance where disciplinary action may be required to ensure ethical and compliance with legal requirements is maintained.

Performance and Compensation

Lead the annual performance and compensation review for the Executive Director and make recommendations to the BoD.

Review annual staff compensation increases either through Cost-of-Living Adjustments or Merit increases and make recommendation to the Executive Director for inclusion in the preparation of the Annual Budget.

Review periodically all other aspects of the Compensation Package including but not limited to benefits, and vacation policies.

Recruitment, Retention and Succession Planning

Lead the BoD’s annual review of the organization’s succession plan and plan for the development of senior staff positions.

Make recommendations to the BoD for steps required for BoD and Committee Leadership recruitment that is consistent with policies and procedures to ensure there is the right level of competence and background.

Working with the BoD, Executive, and Staff, identifies skills gaps and recommends training and development to enhance skills and competencies in line with organizational goals.

Oversight of policies and procedures

Oversee and assist in the establishment and review of written HR management policies in all areas of HR management, specifically the HR Manual.

Ensuring appropriate processes are in place for the selection, evaluation, compensation, and succession of the Executive Director and direct reports.

Review and provide input on the development of volunteer management programs and ensure the establishment of processes and procedures to ensure contributions of volunteers are acknowledged and recognized.

Committee Members:

The HRC consists of a minimum of three members unless directed otherwise by the Board of Directors, at least two of whom are members of the Board of Directors, are independent of management and are aware of Human Resource issues and practices. 

Committee members are appointed for a one-year term unless directed otherwise by the Board.

The chair of the committee meetings shall rotate each meeting between a board member and the executive director.

Committee members shall receive no remuneration for serving as such, however are entitled to reasonable expenses incurred in the exercise of their duty. As outlined in the PEMAC Policies and Procedures found in the Directors Handbook.

The HRC may form ad-hoc committees or working groups for special projects or to address specific HR-related issues.

Term of Office:

The Board may appoint Committee members and terms at their discretion.

Any committee member may be removed by a majority vote of the Board of Directors or Committee Members for performance issues. Refer to performance section.

Performance:

If unable to attend a meeting(s), notice is to be provided to the committee chair and following the meeting minutes and action items are to be reviewed and followed up on as required.

The Board will review the committee’s Terms of Reference on an annual basis to ensure that it remains appropriate to the circumstances of PEMAC and of the Board. Any continuous improvement performance items will be brought to the attention of the HRC Chair and actioned as required by the committee.

Meetings:

Schedule of Meetings

HRC Meetings will be held as per the following:

  • During committee development or high demand periods at least Quarterly.
  • No fewer than two (2) meetings will occur within a calendar year.  
  • The HRC may choose to hold additional meetings if it considers them necessary for it to carry out its responsibilities effectively.
  • The Executive Director shall attend HRC meetings except when explicitly excluded for discussions where a conflict of interest may be present.

Meeting Format and Agenda / Admin Support:

Meetings will largely be held by remotely accessible means: for example, telephone conferencing, web conferencing, video conferencing. From time-to-time face to face meetings may be held in conjunction with PEMAC events and conferences.

The Chair is responsible to ensure that dates, times and means of the meeting are set and communicated to all committee members and to ensure that agenda and minutes are circulated in a timely way.

Individual committee members are free to propose agenda items.

All reports, documents and outputs of the committee are the property of PEMAC.

Documentation

All current reports, documents and meeting minutes related to this committee will be stored on in MS Teams® accessible to the ARC members, BoD, and Executive Director.

Quorum

No business may be transacted by the Committee except at a meeting of its members at which a quorum is present. A majority of voting members constitutes a quorum.  A meeting may proceed without a quorum for information sharing purposes, but no decisions will be taken.

Recommendations and Decision Making

The committee will strive for consensus in its decisions. However, majority vote (51%) of the quorum will suffice.

Reporting

The HRC will report to the PEMAC Board of Directors

Reporting can occur in the form of verbal or written reports containing recommendations on matters addressed by the Committee prior to or during Board meeting.  At least one In Camera session to be incorporated into the fall Face to Face Board meeting following the internal and external audit.

At any other time on relevant issues through the Chair.

All recommendations, directions, decisions and resolutions of the Committee shall be recorded in the minutes of the meetings of the Committee; such minutes will be circulated to the members of the Committee prior to the next meeting.

The Board of Directors will have the final authority to accept or reject the recommendations of the Committee.

Communications

Internal Communication: The HRC should ensure effective communication of HR policies and changes within the organization, facilitating understanding and compliance.

External Communication: In some cases the HRC may also be involved in communicating HR-related matters with external parties, such as during organizational changes.

Statement of Policy and Procedure

Manual:

PEMAC Board Handbook

Status

Final BoD Approved

Section:

Governance

Issued:

August 2024

Subject:

Human Resources Committee

Effective:

 August 2024

BoD Approval Date: August 2024

 

Next Approval Date: TBD