New Board Member Orientation

January, 2007 PCLS Board Orientation 1

New Board

MemberOrientation

Parkdale Community Legal Services


Topics

1. Purpose2. Area3. Mission, Vision, Values4. Student Program5. Governing Documents6. Annual Budget7. Management Team & Staff8. Union Relations9. Funder Relations10.Governance & Stewardship11.Board Division of Responsibilities12.Board Job Description13.Board Meetings

14.Code of Conduct & Oath of Office15.Executive Officers16.Executive Committee17.Board Committees18.Financial Issues19.Board Calendar20.Succession Planning21.AGM’s22.Outcome Measures23.Risk Management 24.Insurance25.Board Supports


Purpose of Board Orientation

•To share key information about PCLS & our funders.

•To focus on the strategic direction, mission and goals of PCLS.

•To discuss expectations & obligations

•encourage questions and to explore opportunities for the organization.

•Hear about how to manage risks associated with stewardship.


PCLS - AreaPCLS serves low income residents living within the Parkdale/Swansea area bounded by:

North - Bloor Street (south side); South - Lake Ontario; East - Ossington Avenue (north of Queen, west side) & Strachan Avenue (south of Queen - west side); and, West - Humber River


PCLS - Mission Statement

PCLS helps people to avoid, prepare for and overcome poverty law problems through a combination of community development and action, the provision of competent and professional legal representation, summary legal advice, and community legal education.

PCLS works with our client community, in all its diversity, to build and mobilize an ever increasing community movement for social change, to create the social and economic conditions to eradicate poverty and oppression, to restore and revitalize the quality of life and enhance self-reliance in the Parkdale and Swansea communities.


PCLS – Our VisionExternal:

PCLS plays a pivotal role in helping to build and mobilize an ever increasing community movement for social change, to create the social and economic conditions to eradicate poverty and oppression and to improve the quality of life in the communities we work with, through the delivery of a combination of community development and community legal services.

Internal:

PCLS is a ‘healthy workplace’ where staff and students feel supported, work well together in teams, and are not discouraged by challenges. Staff have equal access to training opportunities and participation in clinic activities. There is a healthy and actively participating membership base. Decisions on priorities and strategic directions are made and communicated in a transparent and -timely fashion after meaningful consultation.


PCLS –Statement of PhilosophyParkdale Community Legal Services believes:

•in community-based and community-governed poverty law services•in recognizing and supporting the inherent agency and authority of people, fostering and ensuring empowerment •in treating people with respect•that access to justice is a right•in the necessity of ensuring quality legal services for our community, while recognizing that non-legal strategies are often of greater utility in work to eradicate poverty than traditional legal strategies•that we can better serve the community by working together as a team and by offering a variety of poverty law services•in respecting equally the work done by, and the role of, each member of the team•that we have a responsibility to actively participate in the community to create the social and economic conditions to eradicate poverty and oppression•in being knowledgeable of, representative of, and responsive to the racial, cultural and social diversity of our community•in the importance of building broad community

involvement and support


PCLS – Student Program

We have twenty law students per academic term from Osgoode Hall Law School of York University. They take part in the law school's ‘Intensive Program in Poverty Law.’

This program attempts to develop in the students a critical analysis of lawyering, of poverty, and the limited utility of traditional lawyering techniques versus non-traditional (`poverty law') lawyering (law reform work, community development).

The actual service delivery — legal advice, assistance and representation — is provided by the law students and articling students under the supervision of the staff lawyers. The students also take part in community development and law reform projects.


PCLS - Governing Documents

•Bylaws

•Policies & Procedures

•Strategic Plan or Goals

•MOU & Funding Agreement with LAO & Osgoode Hall Law School

•Budget for Current Year

These are the tools of governance


PCLS Annual BudgetA - PERSONNEL

Salaries, Permanent Staff $1,051,678.53Contract Staff $00

Salary Recovery $0.00Salary Subtotal $1,051,678.53

Benefits $82,295.22Pay Equity Benefits $58633.66

Benefits Recovery $0.00Staff Recruitment $0.00

Bookkeeping $10,841.00Lawyer’s Professional Dues $6,000.00

SUB-TOTAL: $1,210,781.88

C - ACCOMMODATION & EQUIPMENTRent $150,148.00

Common Services $25481Cleaning Salary $19,480.33

Cleaning Benefits $930.00Cleaning Supplies & Services $2500.00

General Office Repair $1000.00Photocopier $0.00

Photocopier – Overruns $3900.00Photocopier – Supplies $0.00Outside Photocopying $1500.00

Photocopy Recovery $0.00Equipment Rental $2350.00

Maintenance Contracts $2500.00Repair of Equipment $1100.00

SUB-TOTAL: $210,889.33

B - TRANSPORTATION & COMMUNICATIONS

Local Travel $1830.00Staff Meals $200.00

Board, Local Travel $1830.00Travel Recovery $ 0.00Board Recovery $ 0.00

Telephone - Service & Equipment $9575.00

Telephone - Long Distance $2500.00Telephone Recovery $0.00

Mail- Canada Post $4900.00Mail – Courier $1500.00

Mail – Recovery $0.00Publicity $500.00

SUB-TOTAL: $28,235.00

D - SUPPLIESStationery\Office Supplies $23335.00

Stationery Recovery -$0.00Library Purchases $10,800.00

Conference Fees – Lawyers $950.00Conference Fees – CLWs $950.00

Conference Fees - Support Staff $950.00Conference Fees – Management $950.00

Conference Fees – Recoveries $0.00Bank Charges $0.00

Miscellaneous Expenses $1000.00Capital Purchases *$0.00

Capital Purchases Recovery *$0.00SUB-TOTAL: $38,935.00


PCLS Management Team Clinic DirectorThe Clinic Director has overall responsibility for the delivery of legal services and outreach services subject to the overriding authority of the Board.

Academic DirectorThe Academic Director has primary responsibility for student education, conducting the Academic Seminar and law reform and research carried out by the students, monitoring and adjustment of student workloads, and management of student supervision.

Director of AdministrationThe Director of Administration is responsible for the monitoring and management of money, supplies, the physical plant, our physical assets, and support personnel.


Division of Responsibility – Management Team

ClinicDirector

AcademicDirector

Director ofAdministration

- Ultimate Responsibility for Casework LawReform& Community Development Work

- provide advice re. Professional Conduct

- resource on Legal Aid Ontario policies& politics

- convene hiring committees& hire staff

- represent clinic in the community

- liaison with Legal Aid Ontario& ACLCO

- negotiate Collective Agreements

- administer employment contracts[PT staff]

- respond to complaints& enquiries

- attend Board and committee meetings

- attend staff meetings& committee meetings

- revisions to job descriptions

- supervise work of lawyers& CLWs

- ensure legal obligations of corporation are met

- ensure Law Society requirements are met[e.g. – Trust$]

- Principal for Articling Students

- performance evaluation ofnon-support staff

- small caseload

- staff/student relations

- monitor group meetings

- coordinate Academic Prog. &client services

- policy coordination of lawreform& student papers

- liaison w/ Law School.

- organization of Skills Training Week; OrientationWeeks

- Ultimate Responsibility for StudentEducation

- oversee student selection process

- Wednesday seminars

- coordinate& mark major papers

- oversee library purchases& holdings

- organize Student Education Working Group

- input on performance evaluaton of lawyers& CLWs

- monitor student caseloads

- respond to student complaints

- coordinate production of student materials

- attend Board& committee meetings

- resource on Osgoode policies& politics

- independent research& writing onpoverty law& other issues

- hiring of summerstudents

- resource onlegal ethics

- overall policy coordination- evaluation of programs

-orientation, training- advise, report to Board

-develop& monitor budgets-coordinate HR

-discipline-donationsspending

- membership in Law School’sClinical Education Committee.

- membership in LawSchool’s Faculty Council.

- initial input intoOsgoode budget.

- develop& monitor librarybudget

- orientation of new students to securityand administraton of the clinic.

- funding applications- coordinate board

development

- lease/insurance/contracts

- charitable tax return and other reports

- administration of collective agreement/E&E Committee

- pay equity& employment equity

- bookkeeper contract

- accounts payable& payroll

- administer benefits - Health& Safety rep.

- supervise admin team - performance evaluation of support staff

- chair admin team meetings - supervise board support - supervise duty rosters

- coordination of interpreters - oversee bookkeeping& filing offinancial records - prepare/monitor budgets

- monthly/quarterly financial reports - prepare for annual audit

- oversee banking& reconciliations - oversee petty cash - T1s; T4's & ROE’s

- oversee trust account& reconciliations

- oversee personnel files& records - oversee central filing(client files) - funding portions of various reports

- attend Budget& Funding Committee - liaison with Treasurer- liaision with funders(funding matters)

- oversee physical plant; service contracts, supplies - record Board Minutes

- oversee preparation of board agenda&package


PCLS Service Delivery Staff

•Staff Lawyers

•Law Students (unpaid)

•Articling Students

•Community Legal Workers (CLWs)


PCLS Support Staff

•Group Administrators

•Admin Assistant

•Office Cleaner

•Receptionist


PCLS - Organizational Chart

Client Community –Parkdale/Swansea

PCLS Membership &Board of Directors

Clinic Director

Director of Administration

Academic Director

Management Team

L&T

Assistant to Academic Director

Admin Assistant

Legal Aid Ontario

Osgoode HallLaw School

Lawyer

Community Legal Worker

Community Legal Worker Group Administrator

Five Law Students

Workers’ Rights Immigration

Family/Welfar

Articling Students

Receptionists

Cleaner

Lawyer

Lawyer Lawyer


Community Legal Worker Community Legal

Worker


Group Administrator

Group Administrator

Group Administrator

Five Law Students

Five Law Students

Five Law Students

Law Society ofUpper Canada

PCLSOrganizational Chart


PCSL – OPSEU Local 525

PCLS is a unionized workplace.

Staff, other than the lawyers and

management, are represented by the

Ontario Public Service Employees Union

(“OPSEU”),through its Local 525.


Funders – MOU’sPCLS has a ‘memorandum of understanding’ (“MOU”)with each of our two major funders:

LAO MOU:

•five year terms•Defines roles & responsibilities of PCLS & LAO•establishes a 'framework' for ongoing relations, including Funding Agreement and policies•sets out supports, besides annual funding, LAO will provide to clinic [see next slide]

Osgoode Hall LawMOU:

•Ongoing, subject to review by written request•limits composition of Board [requires Dean’s approval for changes] •governs appointment and roles of Clinic Director and Academic Director (both are members of PCLS Board and Faculty Council of OZ)•sets out process for selection of students, and student activities•sets out supervisory duties of lawyers and CLWs •sets out formal educational responsibilities of lawyers and CLWs [skills training, weekly meetings, input into weekly seminar]•promises yearly financing & support from OZ


LAO – Funder Services

Legal Aid Ontario (“LAO”) provides the bulk of our funding. They also provide the following services to clinics:

InsuranceManagement AssistanceData analysisLearning & DevelopmentFinancial AdviceDispute resolution and complaints Clinic Advisory ServicesClinic Resource Office (CRO)Human Resources DepartmentQuality Service Office (QSO)IT DepartmentFacilities Department


LAO – Funder Relations • The legal clinics in Ontario have

created an association to represent their collective interests with Legal Aid Ontario and more generally — the Association of Community Legal Clinics of Ontario ("ACLCO").

• The ACLCO also receives much of its funding from Legal Aid Ontario (pursuant to a Funding Agreement), and from its member clinics.

• The ACLCO is governed by a 13 person Executive, elected from clinic staff and board members at an AGM. The Executive is made up of representatives from each of the 4 regions in the province (North, East, Southwest, Toronto/Specialty), and includes both clinic board and staff members.

• The PCLS board selects a board delegate to attend ACLCO meetings and represent the interests of PCLS.


LAO – Funder Issues

Project/Issue Purpose/GoalWho is

Involved?Status/Actionto be taken

Accountability To establish principles and procedures by which clinics will report certain activities and statistics to LAO within the framework of accountability for the funds clinics receive from LAO.

Committee of LAO staff, clinic employees and board members

Started Fall 2005

Clinic Staff Benefits

To set up an advisory committee of the clinics to make recommendations for a new or revised benefits package, if appropriate. To implement a three-year plan in October, 2006 that will allow the plan to be managed, throughout that term, at the same level as the October 1, 2005 renewal cost.

An advisory committee of clinic staff and board members, an LAO Steering Committee of the CEO, CSO, HR and Finance staff, and an outside benefits consultant.

Clinic staff were surveyed about what features they felt were important to them. Committee then recommended a ‘flex plan’ – with some employee contribution.

LAO management to decide on plan in July ’06 & implement

Compensation Review

To review the basis on which LAO provides funding to clinics for the compensation of clinic employees and to establish policies related to compensation funding.

A committee of LAO, the ACLCO and clinic staff, and clinic board members.

This is the third compensation review conducted over the past few years. Project start date: TBD


LAO – Funder Issues [cont’d]

Project/Issue Purpose/GoalWho is

Involved?Status/Actionto be taken

Clinics/LAO Relationship

To discuss issues related to the relationship between the clinics and LAO. To find resolutions to the issues identified.

A committee of LAO, the ACLCO, and clinic staff and clinic board members.

Working on: 1. A Relationship Framework Principle2. Clarifying ACLCO and LAO Roles and Processes3. Developing a Code of Conduct for LAO and clinic staff interactions4. Developing an Issue Resolution Process (IRP)

Strategic Plan To develop a long-term plan that describes how the province-wide delivery of clinic law services might need to develop, adapt, shift or grow to meet the evolving needs of clients and communities.

The LAO Clinic Strategic Planning Committee is presently only made up of LAO staff and management.The ACLCO has protested that this should be a partnership with clinics.

Presently LAO is working on a SWOT analysis, and then will consult with stakeholders. Strategic Plan with recommendations to LAO Board by the summer of 2007.

Sustainability Campaign

To obtain increased funding for LAO from the Attorney General. Since 1999, LAO, with a fixed budget of $250M, has absorbed more than $27M in inflationary costs.

Chair & staff of LAO, clinic staff

Media campaigns to raise awareness.

Clinic Board Capacity Development

To review board support needs and identify priorities, assess costs and resource requirements, identify opportunities and establish who are in the best position to provide these supports

CLAO and clinic staff and clinic board members.

A resource to assist clinic boards in developing a board manual has been identified and workshops are being offered to clinic board members around the province to help them with this endeavour.


Governance & Stewardship

GOVERNANCE TASKS: The Broadbent Task Force on non-profit governance & stewardship identified the following 8 key tasks for boards:

1. Mission & Strategic Plan2. Communication 3. Appropriate Structures4. Clarity re. Board’s Role5. Fiscal Responsibility6. HR Management7. Assessment/Control Systems8. Planning for Succession/Diversity


BOARD/STAFF – Division of Responsibilities

PCLSDIVISION OF

RESPONSIBILITY

Board of Directors Management Team

* Compensation Structure* Collective Bargaining/Agreement* Hiring of and dismissal of staff* Vacation Policy* Evaluation of Management Team

Personnel Issues

* Clinic Hours of Operation* Division of Labour* Evaluation/Discipline* Vacation Scheduling* Temporary staff

* Annual Funding Application* Lease* Major Acquisitions* Approval of Budget *Review & Approve Financial Statements

Budgets &Funding

* Regular purchases (i.e. -stationery, supplies, etc...)* Preparation of Financial Statements* Preparation of draft budget

* Payment of salaries, bills


BOARD – Division of Responsibilities [cont’d]

PCLSDIVISION OF

RESPONSIBILITY

Board of Directors Management Team

* Approval of major community projects* Approval of Plans of Work* Evaluation of work* Complaints

Service Delivery

& Projects

*Implementation of major projects* Preparation of Project Proposals & Grant Applications

* Monitoring of Service Delivery

* Attendance at Board Meetings* Approval of Clinic Policies* Approval of exceptional cases which exceed financial eligibility limits*vision, mission, strategic planning

GeneralAdministration

* implementation of clinic policies* allocation of case work* supervision of support staff* Maintenance of physical plant & assets


BOARD – Member Job DescriptionTitle: Board Member

Contact Persons: Co-Chairs, Admin Assistant

Purpose: A member of the PCLS board of directors is an integral part of the leadership team, providing direction and vision for PCLS. He or she is responsible, together with the full board of directors, for governance and oversight of all aspects of PCLS. Key responsibilities are governance and promoting the mission of PCLS.

Requirements/Skills: 1. Commitment to the mission of PCLS; 2. Ability to work with other people; 3. Willingness to make the required time commitment; 4. Commitment to the financial well-being of PCLS, including oversight of the budget and fundraising process; 5. Commitment to encouraging staff development; 6. Ability to maintain confidentiality; and, 7. Willingness to be regularly accessible by telephone or other means.

Responsibilities:1. Commitment to the mission of PCLS; 2. Ability to work with other people; 3. Willingness to make the required time commitment; 4. Commitment to the financial well-being of PCLS, including oversight of the budget and fundraising process; 5. Commitment to encouraging staff development; 6. Ability to maintain confidentiality; and, 7. Willingness to be regularly accessible by telephone or other means.

Resources:1. Board Manual; 2. Board Website; and, 3. Board training, as needed.

Minimum Time Commitment:1. Two Year Term; 2. Two to three hours of preparation and meeting time per board meeting; and, 3. Five hours total work per month.

Results:1. Development of leadership skills; 2. An efficient, accountable organization; and, 3. Contribution to the very important cause of social justice and access to justice for the people of Parkdale/Swansea.


BOARD – Meetings

As a corporation, PCLS can only function as a meeting of the members, a meeting of the directors, or by delegated agents. Most of the work of the clinic will happen in board meetings and sub-committee meetings.

Meeting Preparation:•Notice and ‘board package’ •Review the agenda and materials •Prepare any written reports in advance of the meeting.•Whenever possible, formulate and ask your questions before the meeting.


BOARD – Meeting Rules of Order

The Rules of Order

Procedural rules are used to maintain order at meetings.

•All persons must be recognized by the chair before speaking.

•Time limits may be set on certain topics.

•Learn the basics of rules of order to be sure motions and procedures are understood to your benefit.


BOARD Documents:

• Oath of Office – You will be asked to sign an Oath of Office.

• Code of Conduct – Included with the Oath of Office is a code outlining appropriate conduct as a board member, which you will be expected to comply with.


BOARD – Executive Officers

EXECUTIVE OFFICERS: 1. President/Co-Chair;

2. Co-Chair;

3. Secretary;

4. Treasurer

• The officers of the corporation have special duties described in the bylaws.

• Each board officer is, ex officio, a member of the Executive Committee.

• For each position on the Executive there are expectations and traditional duties but there is also room for individual initiative.

• Each person brings unique skills and talents to the role and contributes in his or her own way.


BOARD – Role of the Co-Chairs

•Ensure agenda is prepared and circulated prior to each Board meeting.

•Ensure that Board meetings are inclusive by explaining the background to discussions, reducing the use of legal jargon, and inviting members who have not spoken to an agenda item to contribute to the discussion

•Ensure that the Board has appropriate information in order to fulfill its responsibilities, make decisions, and plan for the future.

•Ensure that adequate number of meetings are held.

•Preside at meetings of Board, Executive, and General Membership [AGMs].

•Maintain communication with committee and task group chairpersons to ensure effective functioning and accountability to the Board.


President

•Fulfils all legal responsibilities, including signing all contracts and agreements.

•Responsible for interpretation of Board actions to membership.

•Needs to co-sign the bank documents with the Treasurer when we set up accounts so that the bank has a record of the President’s signature as well as that of the Treasurer

•Is the official spokesperson for PCLS;

•Is occasionally called on to attend meetings with LAO or Osgoode Hall Law School


BOARD – Role of the Secretary

The Secretary is responsible for:

•maintaining the official record of the decisions and policies initiated and/or formulated by the Board of Directors governing the operation of the organization.

•certifies any Board resolutions, member registry, by-laws, or certified copies of Board Minutes.

•oversees the custody of all corporate records, except financial records.

•Performs such duties as identified in the bylaws or assigned by the president.


BOARD – Role of the Treasurer•Prepares an annual budget for approval

•Reviews & presents quarterly and monthly financial statementsto the Board of Directors which provide the following key information:

•present surplus/deficit•reasons for differences between actual surplus/deficit and budget•implications of differences•trends developing which will affect year‑end figures•[at 6 month point] - analyses significant budget variances.

•Signs the financial certificates attached to quarterly LAO reports.

•Ensures records kept of all income and expenses.

•Responsible for filings required by law associated with finances.


BOARD – Executive Committee

•Meets to conduct any urgent business between board meetings.

•Authorized by the bylaws and restricted by established policies and precedents.

•Allows important business to be conducted as issues arise with short notice.


BOARD – Standing Committees

•Committee meetings are where much of the real work of the board is done.

•The committees are the "essential functional units of the organization."

•Committees on the Board are voluntary positions

•Most organization’s utilize committees.

•They also help identify potential leaders.


BOARD – Committee Types

Standing Committees - found in the bylaws, ongoing.

Ad Hoc & Task Forces - appointed as needed, disbanded upon completion of task.

Work Groups and Special Interest Groups (SIGs) - specific in nature.

Virtual Committees - solves a problem without meeting in person.


BOARD – PCLS Committee List

Standing•Budget & Funding•Personnel•Policy•Membership & Community Participation•Legal Aid Policy•Occupational Health & Safety [joint union/board/management]

Ad Hoc/Task Forces

•Negotiating•Nominating•Clinic Self Assessment Tool


BOARD – Financial Role

•The board should carefully review all financial reports.

•The treasurer should prepare and propose an annual budget.

•The treasurer will present a financial report for the previous period, at each meeting.

•An annual audit is performed by an independent accountant.


PCLS FundingLAO Annual Funding 2006/07

Personnel Services Total salary pool and benefits 1,139,974

Bookkeeper 10,841Total Funding for Personnel Services 1,150,815

Operating Costs Travel 3,860

Communications 25,910Office Rent 159,406

Other Accommodation Costs 25,481Equipment expenses 21,133

Office Supplies 25,838Library 10,800

Conference Fees 3,800Total Funding for Operating Costs 267,718

TOTAL 1,427,043NB – this does not include our annual funding from Osgoode Hall Law School [approx. $100,000.00]


PCLS Financial Statements

The Board is responsible for reviewing monthly financial reports and quarterly financial statements from our bookkeepers:

Monthly Financial Report

Quarterly Financial Statements

Audited Annual Financial Statements


BOARD – Calendar

SEPTEMBER ● Annual General Meeting & Board Elections

● Audited Financial Statements● Annual Report

OCTOBER ● Organization of Board● Update Corporate Records● Joint Meeting of Old & New Board● Evaluation Report from Old Board● Set Date for Board Orientation● Review 2nd Quarter Reports & Six-Month Significant Budget Variances

NOVEMBER ● Special Board Orientation

● Funding Application for Next Year Due● Evaluation of Staff & Executive Director

DECEMBER ● Review Goals of previous year● Set Goals for the coming year● Board/Staff/Student Seasonal

Celebration

JANUARY ● Review 3rd Quarter Report

FEBRUARY ● Review Budget to Year End● Prepare T4 Tax Slips

MARCH ● Expiry and Review of Collective of Agreement & Contracts of Employment

APRIL ● Review Fourth Quarter Report● File Charitable Tax Return

MAY ● Review Policies & By-laws ● Osgoode year-end – review financial report● Review MOU & Funding Agreement with LAO

JUNE ● Plan Board Succession

● Volunteers for Articling Student Hiring● Review Strategic Plan

JULY ● Summer Vacation – no Board Meeting ● Executive Committee reviews 1st Q

Report

AUGUST ● Plan AGM● Draft Annual Report● Nominating Committee for Board

Members


BOARD – Succession Planning

•A responsibility of board members is to identify future leaders.

•The nominating committee plays a key role, but so does every board member.

•Committees may be a source of future leaders.

•Chat up a neighbour you think might make a good board member!


Annual General Members MeetingThe following business is conducted:

•approval of the minutes of the preceding AGM;•nominations and elections to the Board of Directors;•presentation and approval of the audited annual financial statements;•appointment of the auditor to hold office until the next AGM;•approval of any changes to the Letters Patent or by-laws as recommended by the Board of Directors;•approval of a resolution ratifying all the decisions and actions taken by the Board in the past year;•an Annual Report about the achievements of the past year; and•at the conclusion of the formal business meeting, the clinic may also choose to hold educational, social or recognition activities.


BOARD - Outcome MeasurementMore and more service oriented organizations are moving toA ‘Program Outcome Model’:

•Looks at ‘outcomes’ (e.g. - difference in people’s lives), not just ‘outputs’ (e.g. - # of files opened, # of meetings or attendees)

• a more qualitative measure, but can be difficult or impossible to measure

Inputs – Resources dedicated to or consumed by the clinic Activities – What the clinic does with the inputs to fulfill its mission

Outputs – The direct products of clinic activities [files, hearings] Outcomes – Benefits for participants during and after program activities


BOARD – Client Service Measures

Each year the clinic reports to the board and to LAO the results of the following client service measures:

1. We survey clients to determine

satisfaction with our services

2. We survey our community partners — other agencies and communitygroups — to determine accessibility [perceptions of how accessibleour clients find us]

3. We track the timeliness of our work (how quickly we got back to a client after the initial contact).


Clinic Self Assessment Tool

The clinic annually assesses itself in the following nine areas:

1. Board Composition: Planning For Diversity And Succession

2. Good Governance 3. Fiscal Responsibilities 4. Community Relations 5. Human Resource Accountability 6. Needs Assessment And Annual

Planning 7. Range And Integration Of

Services 8. Provision Of Services: Conflict Of

Interest, Confidentiality, Tickler, Legal Disbursement, Financial Eligibility And Legal Errors

9. Provision Of Services: Supervision


BOARD – Risk Management Strategy

A ‘risk management strategy’ helps an organization to protect itself by:

Evaluating the activities of the organization that cause riskEliminating risks as much as possible.Purchasing insurance to minimize risks.Constantly reviewing the potential risks and working to minimize them.


Compliance Audits & PolicyRegulatory obligations of an organization should be included in a regulatory compliance policy. This starts with identification of regulatory measures which apply to the clinic:

•A prioritizing of the requirements should be done based on relevance, potential damage should the requirements not be met, and assessment of the risk. Not all requirements are equally important. It is essential to determine which one are more important to the organization than the others;

•Identification of who is responsible for ensuring compliance with the requirements. Clearly staff and senior staff will have substantial responsibility for ensuring that there is compliance. However, certain officers may also be responsible, such as the Treasurer for financial matters, the secretary for corporate records and filings and so forth. The key is to have in place the correct person who has the skills, status and resources required and will be accountable for doing so


BOARD – Volunteer Indemnity

Often Misunderstood

•PCLS by-laws promise to indemnify board volunteers if they act on behalf of organization with good judgment.

•Does NOT cover any criminal activity, nor negligence.

•Does not prohibit lawsuits.

•Protects organization for up to the extent of the assets of the organization.

Does not eliminate the need for insurance!


BOARD – Insurance

Directors and Officers Liability (D&O)

D&O premiums paid for by LAO for boards of clinics.

covers the actions of the board in any errors or omissions

again does NOT cover any criminal activity, nor negligence


BOARD – Legal ConsiderationsDuty of Care

– Good business judgment at all times.– Due diligence in decision making.

Duty of Loyalty– Avoid conflicts of interest.

Duty of Obedience–Faithful to the mission and goals.–Follow the governing documents.


Statutory ObligationsSTATUTE BREACH

Federal StatutesCanada Pension Plan Act Failure to deduct, withhold and remit required pension contribution premiums

for employees

Employment Insurance Act Failure to deduct, withhold and remit required EI premiums

Income Tax Act Failure to deduct, withhold and remit required amounts

Personal Information and Protection and Electronic Documents Act

See s. 28

Provincial StatutesCorporations Act Failure to keep books, records and registers and to provide members with

access to such records and other information

Corporations Information Act Making a false or misleading statement in the information provided to the Companies Branch

Employment Standards Act Failure to pay employee wages and vacation pay

Employer Health Tax Act Failure to pay the tax

Occupational Health and Safety Act Failure to ensure that the corporation complies with the provincial workplace health and safety requirements

Child and Family Services Act Failure to report suspected child abuse and where child abuse occurs as a result of its failure to properly monitor its employees and operations

Pension Benefits Act Failure to make the appropriate contributions to an employee pension plan


Other Laws to be aware of

Ontario Human Rights Code (See the Human Rights Commission web site at http://www.ohrc.on.ca/);

Workplace Safety and Insurance Act; (PCLS pays for Workers’ CompCoverage for any workplace injuries)

Canadian Environmental Protection Act, the Ontario Environmental Protection Act and related regulations; and

Pay Equity Act (PCLS required to pay its employees a ‘pay equity adjustment each year equal to 1% of prior year’s payroll)


BOARD – the importance of e-mail

PCLS Board members have come increasingly to rely on E- mail as the primary source of communication

•We often communicate electronically to save time, money, paper

•Please use email lists

•Please keep your email address information up-to-date for other Board members


BOARD – Supports

For new Board members:

•board orientation •board buddy •board manual

Ongoing support includes:

•board website •board package •management advice •staff advice •board treasurer •board advisors•board development•board insurance •administrative support •reimbursement


Ground Rules

•Relax and be comfortable.

•Listen so that your board term will be as effective and powerful as possible — there are lots of good ideas around the table.

•Ask questions as they arise.

•Think in terms of your role as a Board member; responsible for the well-being and future of the organization.


Thank You for Serving!

•Your board experience should be a positive one.

•The board is the caretaker of the organization.

•The board speaks as a whole, no board member should have more input or authority than others, unless authorized.

•Always ask questions as they arise.

Thank you for serving on the board!