Policy Committee Charter

Policy Committee Charter Approved by the CCIC Board of Directors: October 14, 2014 Purposes The purposes of the Colorado Children s Immunization Coalition (CCIC) Policy Committee are as follows. Monitor state and local legislative, regulatory and policy activities relating to CCIC s mission. Maximize state and local legislation, regulations and policies to facilitate the fulfillment of CCIC s mission. Actively present the views and perspectives of CCIC in all appropriate state and local legislative and regulatory venues. Inform and engage the CCIC Board, CCIC Members and the stakeholder community concerning relevant legislative, regulatory and policy activities. Ensure that the CCIC Board and CCIC Members possess the requisite knowledge and skills to advocate on relevant issues. Methods The CCIC Policy Committee fulfills its purposes through the following methods. Monitor, assess, and develop recommendations regarding policies, legislation, legislative proposals, and regulations relevant to the CCIC mission. Promote and implement policies approved by the CCIC Board of Directors. Develop and implement strategies designed to promote policies, legislation and regulations relevant to the CCIC mission. Regularly inform the CCIC membership of relevant legislative and regulatory developments. Coordinate the efforts of CCIC members to achieve public policy goals. Consider the views of CCIC members in developing public policy recommendations for the Board. Personnel, hired or contracted, for the purposes of working with the CCIC Policy Committee will receive direction solely from the Executive Director and/or Co-Chairs of the Policy Committee Evaluate the effectiveness of CCIC policy efforts. Authority The authority for the Policy Committee is derived from a resolution of the CCIC Board approving this Charter. 1

Representation The Policy Committee acts under the authority granted to it by the bylaws and this Charter and represents the Board and CCIC Membership in matters relating to policy. Membership General Member Any interested individual Any Active Member of CCIC o How to determine Active Members of CCIC o Individuals o Voting members of an organizational member of CCIC Exclusions o Pharmaceuticals o Vaccine distributors Individuals who are employees Voting members of an organizational member of CCIC Targeted members o Outreach to identified CCIC stakeholders to ensure representation CCIC Board members only Each Policy Committee member shall sign a statement stating that the member has no conflict of interest with respect to Policy Committee duties and accepts the duties and responsibilities for Policy Committee members set forth in this Charter. What constitutes a conflict of interest? If membership of the Policy Committee is advisory only, is it important to have a signed conflict of interest statement? If membership is fluid, how to get a conflict of interest statement signed? Each member of the Policy Committee shall continue as such until the next annual meeting of CCIC, and until a successor is appointed for such person, unless the committee shall be sooner terminated, or unless such member be removed from such committee by a majority vote of the Board of Directors, or unless such member shall cease to qualify as a member thereof. Is determining membership of the Policy Committee important if the committee is advisory only? Voting Member 2

If Policy Committee has members who are not members of CCIC and/or are not CCIC Board Members, should the Policy Committee take votes? Any interested individual Any Active Member of CCIC o How to determine Active Members of CCIC o Individuals o Voting members of an organizational member of CCIC Exclusions o Pharmaceuticals o Vaccine distributors Individuals who are employees Voting members of an organizational member of CCIC Targeted members o Outreach to identified CCIC stakeholders to ensure representation CCIC Board members only Two unexcused absences from regularly scheduled Policy Committee meetings will result in loss of voting privileges. A Policy Committee meeting absence may be excused through prior written approval from the CCIC Executive Director or any one of the Co-Chairs. Policy Committee members may attend all meetings of the Policy Committee, unless a Co-Chair determines that a meeting should be held in Executive Session. Only Voting Members of the Policy Committee may attend an Executive Session. Governance The Policy Committee is overseen by two co-chairs. One of whom is a Board Director One of whom is a health care provider who may or may not be a member of the Board. The Board shall approve Committee Co-Chairs annually. The Co-Chairs are Voting Members of the Policy Committee. Committee decisions are generally made by a consensus process, although a more formal process of voting may be employed upon request of any Voting Member of the Policy Committee. A request to have a vote on any matter must be submitted in writing to all Voting Members of the Policy Committee at least 7 business days prior to the meeting at which the vote will be taken. A majority of the Voting Members of the Policy Committee shall constitute a quorum, and the act of a majority of the Voting Members present at the meeting at which a quorum is present shall be the act of the committee. Votes may be taken in open meeting or in Executive Session. Meetings Meetings are called by the one or both of the Co-chairs. Any member of the committee may bring a matter before the committee for its consideration. 3

The Committee will have monthly meetings during the legislative session and bi-monthly meetings during other times. Public Policy Development, Adoption and Reconsideration By November of each year the Policy Committee will develop and submit for Board approval public policy goals for the following calendar year, with input from CCIC membership, as determined by the Policy Committee. The Board adopts annual policy goals based on recommendations from the Policy Committee and additional input from the Board and CCIC membership, as determined by the Board. The Policy Committee develops and implements strategies to achieve Board-approved policy goals. Policy is by its nature a changing environment and the CCIC Executive Director is authorized to implement strategies approved by the Policy Committee. The CCIC Executive Director is responsible for calling Policy Committee meetings, setting the agenda, reporting to the Board of Directors, and acting as the primary contact for lobbyists, CCCIC members, other stakeholders and the press. The CCIC Executive Director will inform the Policy Committee Co-Chairs as soon as possible about legislative and regulatory issues, including but not limited to: sponsorship of legislation, proposed and pending legislation affecting CCIC, positions and concerns of stakeholders regarding legislation affecting CCIC, hearings and floor action regarding legislation affecting CCIC. The Executive Director will inform the Board as soon as practicable about any substantive change in legislation or regulations concerning the CCIC mission. Any Board member may request, in writing, a Board vote concerning any such substantive change. The Executive Director and any member of the Policy Committee may submit recommendations to the Board during a calendar year with respect to policies, legislation or regulations. Options for Discussion: Is there a way to define more precisely the role of the Board, the Policy Committee and the Executive Director? If the Policy Committee mission is to develop and implement strategies, how does it determine those strategies? By consensus? By vote? Or do all decisions on strategy go to the full Board? Or should there be a few (i.e., three) Board members on the Policy Committee who can vote on behalf of the Board? Policy Committee Member Responsibilities Members of the Policy Committee are responsible for staying abreast of developments related to the business of the Committee, for participating in Committee meetings, for providing guidance in the formulation of policies and implementing strategies, and for promoting policies to their own constituents and community members. Policy Committee members will annually sign a statement acknowledging the responsibilities of a Policy Committee member and a Policy Committee conflict of interest statement. Inappropriate Activity 4

CCIC will not make a contribution or expenditure in connection with a candidate, a political committee that supports or opposes a candidate, or a political party. CCIC will not engage in any activity that promotes or discourages a vote on behalf of any individual candidate. The Policy Committee, in consultation with the Board Treasurer and Executive Director, will monitor activities and expenditures to ensure that CCIC does not engage in more than insubstantial lobbying activities within the meaning of IRC 501(c)(3) and the CCIC election to operate under IRC Section 501 (h), and does not use any federal or state funds in violation of applicable provisions of contracts and grants with respect to lobbying. 5

Reference Material Colorado State Law Colorado Non-Profit Law Section 7-128-206. Committees of the board. (1) Unless otherwise provided in the bylaws and subject to the provisions of section 7-129-106, the board of directors may create one or more committees of the board and appoint one or more directors to serve on them. (Note: If a Board Committee is composed entirely of Board members the Board can delegate authority to act on behalf of the Board) (6) Nothing in this part 2 shall prohibit or restrict a nonprofit corporation from establishing in its bylaws or by action of the board of directors or otherwise one or more committees, advisory boards, auxiliaries, or other bodies of any kind, having such members and rules of procedure as the bylaws or board of directors may provide, in order to provide such advice, service, and assistance to the nonprofit corporation, and to carry out such duties and responsibilities for the nonprofit corporation, as may be stated in the bylaws or by the board of directors; except that, if any such committee or other body has one or more members thereof who are entitled to vote on committee matters and who are not then also directors, such committee or other body may not exercise any power or authority reserved to the board of directors in articles 121 to 137 of this title, in the articles of incorporation, or in the bylaws. (Note: A Non-Board Committee which is composed of Board members and non-board members cannot act on behalf of the Board with respect to governance responsibilities) If engaged in policy and/or advocacy activities, nonprofits should adopt a written policy that clarifies the scope of the work, as well as the time and resources to be allocated to those activities, including clear guidelines that explain and adhere to the limits on lobbying activity and prohibit political campaign activity. CCIC Articles of Incorporation No provisions concerning a Policy Committee CCIC By Laws Section 1. Committees. The Board of Directors shall appoint such committees as is necessary to pursue the purposes of the Corporation. Such committees shall have and exercise the authority extended to each of them by resolution of the Board of Directors. The designation and appointment of such committees and the delegation thereto of authority shall not operate to relieve the Board of Directors or any individual director of any responsibility imposed upon it or such person by law. CCIC Executive Committee The CCIC Executive Committee will consist of the President, Vice President, Treasurer or Finance Committee Chair, and Secretary of the Colorado Children's Immunization Coalition. The purpose of the Executive Committee is to: recommend actions for approval of the full board, review operational, programmatic and financial matters and deal with urgent situations that cannot wait for the full board meeting. 6

The Executive Committee reports to the Board of Directors. The role of the Executive Committee is to support the governance of the Board, explore and conduct preliminary Discussion of issues for the Board. The Executive Committee does not set policy for CCIC in lieu of the Board. On issues/ actions of the Executive Committee where there is not agreement, those matters will be taken to the full Board. Section 2. Term of Office. Each member of a committee shall continue as such until the next annual meeting of the Corporation, and until a successor is appointed for such person, unless the committee shall be sooner terminated, or unless such member be removed from such committee by a majority vote of the Board of Directors, or unless such member shall cease to qualify as a member thereof. Section 3. Chair. The chair of each committee shall be appointed chair by the Board of Directors. Section 4. Quorum. Unless otherwise provided with the resolution of the Board of Directors designating a committee, a majority of the whole committee shall constitute a quorum, and the act of a majority of the members present at the meeting at which a quorum is present shall be the act of the committee. Section 5. Rules. Each committee may adopt rules for its own governance not inconsistent with the laws of the State of Colorado, these Bylaws or with rules adopted by the Board of Directors. Keeping Colorado Kids Healthy! 13123 East 16 th Avenue, Box 281 Aurora, CO 80045 ccicoffice@childrenscolorado.org 720-777-5340 www.childrensimmunization.org 7