Constitution & Policy Committee –
Terms of Reference

Role & Responsibilities

According to Article V & Section 1(d) of the Constitution, the Constitution and Policy Committee will construct and maintain the YUSAPUY Constitution and Policy Manual and will advise the Executive Board in the interpretation of these documents.

Goals

The ongoing work of the Committee is to review and modify existing policies and create new policies based on the needs of the Executive Board, and to ensure that the Constitutional language is in keeping with best practice and practicable by the Executive Board. The Committee will be responsible for the organization of any general membership meetings (or parts thereof) where constitutional amendments are to be recommended and voted upon by the general membership. The Committee will be responsible for reviewing the minutes of Executive Board meetings, general membership meetings and the results of referendums or voting, in order to determine any required changes in policy or procedure. The Committee will be responsible for ensuring the most up to date Constitution and policy documents are on the YUSAPUY website, at the direction of the Executive Board and in collaboration with YUSAPUY office staff.

Members & Composition

According to the Constitution, the Committee is made up of three elected members of the general membership. The Full-Time Officers are ex-officio, non-voting members of the Committee (see Constitution IV, Section 2).

Formation Details

Membership on the Committee is determined by the Annual General Elections. Given the importance of the Constitution and Policy Manual, the Committee may seek external guidance from governance specialists and legal counsel, if and as approved by the Executive Board.

Term

The term will be one year, beginning on January 1. Given the length of time to introduce Constitutional changes and to develop new policy language, it is advisable to have consistency year over year on the Committee. A Committee member who does not uphold their responsibilities or misses a significant number of meetings without a reasonable explanation may be asked by the Executive Board to resign from the Committee. If the member refuses to resign, recall action may be taken to remove the member from the Committee (see Article VI, Sections 3 and 4). Committee members are expected to notify the Chair if they require a leave of absence or cannot attend meetings.

Chair

The Chair of the Committee, and a co-Chair alternate, will be elected members of the Committee, and elected annually by the Committee (see Constitution Article V, Section 1). The Co-Chair alternate will act as Chair in the absence of the Chair.

The Chair will:

Coordinate meetings of the Committee;
Prepare agendas and Chair meetings of the Committee;
Draft communications on behalf of the Committee related to the Committee’s work;
Report to the Executive Board on the work of the Committee;
Act as a liaison between the Committee and the Executive Board;
Represent the Committee as a voting member on the Executive Board.

Communication & Meetings

This Committee meets at least once per month, and as necessary based on the policy documents and Constitutional language being developed. The meetings are mostly conducted in-person, but may also be by teleconference or electronically, e.g. Skype. In-person meetings are normally held over the lunch hour or after work hours. The majority of the work of the Committee (drafting Constitutional language and policy documents) will be undertaken during the Committee member’s personal volunteer time on evening and weekends. If a member is not able to participate in a meeting, that member may speak to the Chair in advance so that the Chair can share the member’s perspective at the meeting. That member may also submit written comments or documents in advance of the meeting. According to the Constitution (Article XVI, Section 2) all meetings shall be governed by the Constitution. In cases where this is inadequate, Bourinot’s Rules of Order shall govern.

Confidentiality

All Committee members must sign a Confidentiality Agreement as they might be privy to confidential information and discussions.

Minutes

Minutes should be taken at all meetings and submitted to the YUSAPUY office within a month of the meeting. Documents prepared by the Committee (e.g., developing Constitutional language and/or new policies) will be documented and archived by the YUSAPUY office.

Quorum

According to the Constitution (Article X, Section 4) this Committee shall meet as required. Attendance by fifty percent of the Committee members, or their predesignated alternates, shall constitute a quorum. Any vacant position shall not be counted for quorum.

Decision-making

Wherever possible, decision-making by consensus is preferred. If consensus cannot be achieved, the Committee members should agree on how to deal with the outstanding issue (i.e., hold a vote; continue the discussion; table the issue for another meeting; or take the issue to the Executive Board) with all final decisions about Committee business being approved by the Executive Board. There shall be no proxy voting or email voting unless explicitly determined by the Committee in advance of the vote. The Committee cannot commit the use of YUSAPUY financial or human resources without prior approval from the Executive Board.

Accountability & Governance

According to the Constitution (Article V, Section 1) this Committee is responsible to the Executive Board, and according to Section 2 of the same Article, the Committee is required, at minimum, to prepare and present semi-annual reports, during the months of May and October, to the Executive Board. The reports will be made available to the membership after having been presented at the Executive Board. Normally the reports will be drafted by the Committee Chair and agreed upon by the Committee members prior to being presented at the Executive Board.

Constitution & Policy Committee – Terms of Reference