Unless otherwise agreed to by the Committee members, meetings will be held by teleconference in accordance with the Schedule. The final meeting date and time will be determined by the Committee. CHAIRPERSON The Board will appoint the chairperson of the Committee (Chair) and any replacement of the Chair, if required. If the Chair is not present at a Committee meeting within 15 minutes of the scheduled time, the members shall choose from among them an alternative to act as chair for that meeting. DECISION MAKING Decisions of the Committee will be made by consensus vote wherever possible. consensus cannot be reached, the Committee shall defer the decision in question to the Board, to be decided by majority vote. ATTENDEES The Committee may select one or more BCAFN staff members to attend any Committee meeting and provide administrative, technical and policy support to the Committee whenever needed, including but not limited to minute-taking, preparing agendas, coordinating meetings, etc. For greater certainty, BCAFN staff members will not be considered voting members in any Committee meeting. Any current Board members may attend Committee meetings if they wish. The Chair may, from time to time, request and invite technical support, consultants, experts or other guests to provide information and technical advice to the Committee, where required. QUORUM The quorum for a Committee meeting shall be any three members and need not include a director member nor the designated Chair. REPORTING & DISSEMINATION The Committee, with the support of the BCAFN staff, will prepare progress reports to be presented at each meeting of the Board. Minutes of all Committee meetings shall include Committee recommendations and action items, and will be included in the progress reports to be presented at Board meetings. To ensure the Committee is able to achieve its objectives and fulfil its responsibilities as set out in accordance with these Terms of Reference, Committee members will be provided access to all Governance Documents, resolutions and other internal documents where reasonably required. AMENDMENTS Any proposed amendments to these Terms of Reference will be circulated with the Committee agenda in advance of a regularly scheduled meeting to provide all members the opportunity to consider the
Unless otherwise agreed to by the Committee members, meetings will be held by teleconference in accordance with the Schedule. The final meeting date and time will be determined by the Committee. CHAIRPERSON The Board will appoint the chairperson of the Committee (Chair) and any replacement of the Chair, if required. If the Chair is not present at a Committee meeting within 15 minutes of the scheduled time, the members shall choose from among them an alternative to act as chair for that meeting. DECISION MAKING Decisions of the Committee will be made by consensus vote wherever possible. consensus cannot be reached, the Committee shall defer the decision in question to the Board, to be decided by majority vote. ATTENDEES The Committee may select one or more BCAFN staff members to attend any Committee meeting and provide administrative, technical and policy support to the Committee whenever needed, including but not limited to minute-taking, preparing agendas, coordinating meetings, etc. For greater certainty, BCAFN staff members will not be considered voting members in any Committee meeting. Any current Board members may attend Committee meetings if they wish. The Chair may, from time to time, request and invite technical support, consultants, experts or other guests to provide information and technical advice to the Committee, where required. QUORUM The quorum for a Committee meeting shall be any three members and need not include a director member nor the designated Chair. REPORTING & DISSEMINATION The Committee, with the support of the BCAFN staff, will prepare progress reports to be presented at each meeting of the Board. Minutes of all Committee meetings shall include Committee recommendations and action items, and will be included in the progress reports to be presented at Board meetings. To ensure the Committee is able to achieve its objectives and fulfil its responsibilities as set out in accordance with these Terms of Reference, Committee members will be provided access to all Governance Documents, resolutions and other internal documents where reasonably required. AMENDMENTS Any proposed amendments to these Terms of Reference will be circulated with the Committee agenda in advance of a regularly scheduled meeting to provide all members the opportunity to consider the