MEMORANDUM. Recommendation: Recommend that the full Board adopt changes to the Board Performance Review Policy.

Transcription

1 MEMORANDUM DATE: May 21, 2015 TO: FROM: SUBJECT: Members of the Governance Committee Robert Valer, Chief Legal Officer Board Performance Review Policy Recommendation: Recommend that the full Board adopt changes to the Board Performance Review Policy. Background: At the April Board meeting, the Board adopted two of Hewitt EnnisKnupp s (HEK) recommendations regarding improving the Board s self-reviews, which are, according to the meeting minutes: 1. A recap of prior year committee activity should be provided with the review, together with a new question that asks for Board comment on committee effectiveness. 2. A question should be added asking how Board meeting time might be better managed. In addition, a motion by Mr. Lindholm (seconded by Mr. Hilton) passed unanimously to the effect that the Board should ensure that each Committee Chair provide a recap of what their committee has accomplished for the year, and to include in the Self-Evaluation the discussion of effective use of your time at Board Meetings. Minutes, April Board meeting. In light of the Board s actions at its April meeting, we have drafted revisions to the Board Performance Review Policy to add two questions to the Performance Review Questionnaire. Regarding committees, the proposal provides for committee chairs to recap their committee s activity over the past year and then, on a slight modification to the HEK suggestion and recognizing that there are a limited number of Trustees on each committee, the proposed questionnaire calls for the committee chairs to comment on committee effectiveness rather than leaving that as an open question for all Trustees. We also modified the schedule for the submission and review of the questionnaire. Instead of reviewing the questionnaire at the Board s strategic planning meeting in September, the proposed policy states that the questionnaire will be distributed in January of each year and reviewed in February. See attached redline and clean drafts. This is consistent with recent practice. Attachments B-Board Performance Review Policy Page 1 of 2 Governance Committee Meeting, June 4, 2015

2 Submitted by: Robert Valer Chief Legal Officer B-Board Performance Review Policy Page 2 of 2 Governance Committee Meeting, June 4, 2015

3 BOARD PERFORMANCE REVIEW OBJECTIVES 1. The objectives of this policy are to provide a process whereby the Board of Retirement may engage in self-review and discussion for the purposes of continuously improving its own effectiveness as a fiduciary body. PRINCIPLES 2. Review of the Board of Retirement's performance is performed most effectively by the Board members themselves. 3. All Board members should participate in the review process. 4. The scope of the review process and any resulting actions should be strictly limited to the operations and decision-making practices of the Board itself. Issues pertaining to the operations of the Retirement System will fall within the scope of other Board policies, such as the Planning Policy and the Chief Executive Officer Performance Evaluation Policy. GUIDELINES Roles & Responsibilities 5. The Board of Retirement will be responsible for the implementation of these procedures. 6. The Chair and Vice Chair will be responsible for coordinating and assisting in the review process. Procedures 7. The Board Performance Review will be conducted annually in conjunction with the Board s Strategic Planning meeting, unless the Chair elects to defer the review for one year. 8. In preparation for the review, in January of each year, the Chair will ensure that a survey covering the prior calendar year is distributed to each Board member. Board members will complete the survey and return it to either the Chair or to a designated third party within the time frame specified by the Chair. 9. The Board review will be placed on the agenda of for the Strategic Planning February Board meeting scheduled for that year. The Chair will distribute to Board members both comments and observations from the completed surveys to facilitate discussion at the meeting. 10. The Board may employ the services of a third party to assist in the Board s discussion of the performance review. Board Performance Review Page 1 of 3 Last Reviewed on January 21, 2014, 2015

4 11. The Board of Retirement discussions and any resulting actions will be recorded in the minutes of the a written summary of the Strategic Planning February Board meeting. POLICY REVIEW 12. The Board of Retirement will review this policy at least once every three years to ensure that it remains relevant and appropriate. POLICY HISTORY 13. The Board of Retirement adopted this policy on February 19, The policy was amended April 16, 2007, and May 26, 2009, January 21, 2014, and, The policy was last reviewed on January 21, SECRETARY'S CERTIFICATE 15. I, the undersigned, the duly appointed Secretary of the Orange County Employees Retirement System, hereby certify the adoption of this Policy. Steve Delaney, Secretary to the Board Date Board Performance Review Page 2 of 3 Last Reviewed on January 21, 2014, 2015

5 BOARD PERFORMANCE REVIEW QUESTIONNAIRE - SAMPLE Board Performance Review Questionnaire 1. What does the Board do well? 2. What does the Board not do well? 3. How might Board meeting time be better managed? Other suggestions or comments that would might lead to improved performance by the Board. 3.4.Committee Chairs: Please (a) provide a recap of your committee s activities during the year and (b) comment on your committee s effectiveness. Name (optional) Date Board Performance Review Page 3 of 3 Last Reviewed on January 21, 2014, 2015

6 BOARD PERFORMANCE REVIEW OBJECTIVES 1. The objectives of this policy are to provide a process whereby the Board of Retirement may engage in self-review and discussion for the purposes of continuously improving its own effectiveness as a fiduciary body. PRINCIPLES 2. Review of the Board of Retirement's performance is performed most effectively by the Board members themselves. 3. All Board members should participate in the review process. 4. The scope of the review process and any resulting actions should be strictly limited to the operations and decision-making practices of the Board itself. Issues pertaining to the operations of the Retirement System will fall within the scope of other Board policies, such as the Planning Policy and the Chief Executive Officer Performance Evaluation Policy. GUIDELINES Roles & Responsibilities 5. The Board of Retirement will be responsible for the implementation of these procedures. 6. The Chair and Vice Chair will be responsible for coordinating and assisting in the review process. Procedures 7. The Board Performance Review will be conducted annually in conjunction with the Board s Strategic Planning meeting, unless the Chair elects to defer the review for one year. 8. In preparation for the review, in January of each year, the Chair will ensure that a survey covering the prior calendar year is distributed to each Board member. Board members will complete the survey and return it to either the Chair or to a designated third party within the time frame specified by the Chair. 9. The Board review will be placed on the agenda for the February Board meeting. The Chair will distribute to Board members both comments and observations from the completed surveys to facilitate discussion at the meeting. 10. The Board may employ the services of a third party to assist in the Board s discussion of the performance review. 11. The Board of Retirement discussions and any resulting actions will be recorded in the Board Performance Review Page 1 of 3 Last Reviewed on, 2015

7 minutes of the February Board meeting. POLICY REVIEW 12. The Board of Retirement will review this policy at least once every three years to ensure that it remains relevant and appropriate. POLICY HISTORY 13. The Board of Retirement adopted this policy on February 19, The policy was amended April 16, 2007, May 26, 2009, January 21, 2014, and, SECRETARY'S CERTIFICATE I, the undersigned, the duly appointed Secretary of the Orange County Employees Retirement System, hereby certify the adoption of this Policy. Steve Delaney, Secretary to the Board Date Board Performance Review Page 2 of 3 Last Reviewed on, 2015

8 BOARD PERFORMANCE REVIEW QUESTIONNAIRE - SAMPLE Board Performance Review Questionnaire 1. What does the Board do well? 2. What does the Board not do well? 3. How might Board meeting time be better managed? Other suggestions or comments that might lead to improved performance by the Board. 4. Committee Chairs: Please (a) provide a recap of your committee s activities during the year and (b) comment on your committee s effectiveness. Name (optional) Date Board Performance Review Page 3 of 3 Last Reviewed on, 2015