Resolution 1: Making CHF Canada Board of Directors turnover more manageable

SUBMITTED BY: Co-operative Housing Federation of Canada

CONTACT: Lee Campbell
Chair, Resolutions Committee, CHF Canada
311 – 225 Metcalfe Street
Ottawa, ON K2P 1P9
boardofdirectors@chfcanada.coop

WE RESOLVE:

1. THAT, as a special resolution, By-law 1 of the Co-operative Housing Federation of Canada be amended as attached to make CHF Canada Board turnover more manageable by staggering terms.

OUR REASONS FOR THIS RESOLUTION ARE:

1. Members approved a re-organization of the Board of Directors and Ontario Council into a single governance body and held elections for all sixteen board positions in 2021.
2. Currently, board terms are three-years each, and board members may serve for a maximum of six years consecutively. Thirteen board members re-offered and were re-elected in 2021. These positions are now due for election in 2024.
3. The Board of Directors, on advice from the Governance Committee and our lawyer, view the high turnover rate as problematic for the good governance of CHF Canada. The Board of Directors believes a structural fix is required to better manage the rate of board seat turnover so that approximately one third of board positions are due for election in any given year.
4. To make this possible, the Board of Directors is proposing by-law changes to enable a transition to staggered terms. For directors elected or acclaimed in 2024, positions will be assigned one-, two- or three-year terms. Going forward, this would ensure that approximately one-third of board positions come due for election in any given year. In 2025 and going forward, positions will be elected for three-year terms.

WE THINK THAT THIS WILL COST:

Board of Directors elections are a normal part of the CHF Canada operating budget.