Terms of Reference
Nominating Committee


Role

The Nominating Committee reports to Council. It nominates the President-Elect, President and Immediate Past-President of the Royal College; members of Council; members of the Executive Committee of Council; the chairs of the standing committees of Council; and the chair of the Human Resources and Compensation Committee (HRCC). Moreover, the Nominating Committee nominates the chair and members of the Royal College Foundation’s (RCF) Board of Directors.

The Royal College Bylaw establishes the Nominating Committee, and defines the committee’s duties at a high level.

Responsibility and Authority

The responsibility and authority of the Nominating Committee is as follows:

Officers

  • prepare for presentation to Council a single nomination for the office of President-Elect from among current or past Councillors who have served at least one term as a Councillor in the alternate division of the sitting President (Bylaw No. 20, Article 13.8 and 16.3.4),
  • prepare for presentation to Council a nomination for an interim President from among current or past Councillors or Past-Presidents, if the President-Elect is not affirmed by Council or there is no President-Elect in office to be appointed as President at the appropriate time (Bylaw No. 20, Article 16.3.1),

Councillors

  • prepare for presentation to Council one (1) recommendation for each vacancy among the eight (8) Council positions described under Article 11.1.3 falling due at the time of the approaching annual meeting of the members,
  • prepare for presentation to the Fellows one (1) nomination for each vacancy among the 24 Council positions described under Article 11.1.2 falling due at the time of the approaching annual meeting of the members (Bylaw No. 20, Article 11.2.1 and 13.8),
  • prepare for presentation to Council one (1) nomination for each mid-term vacancy that arises among elected Councillors (Bylaw No. 20, Article 11.6),

Members of the Executive Committee of Council

  • prepare for presentation to Council one (1) nomination for each vacancy among the members of the Executive Committee of Council falling due at the time of the approaching annual meeting of the members or when a mid-term vacancy arises among the members of the committee,

Chairs of the standing committee and the HRCC

  • prepare for presentation to Council one (1) nomination for each vacancy among the standing committee chairs falling due at the time of the approaching annual meeting of the members or when a mid-term vacancy arises among the members of the committee.

RCF Board Chair and Directors

  • preparing for presentation to the RCF members (Council) a single nomination for RCF Board Chair drawn from among the Directors for appointment at each annual meeting of the members (RCF Bylaw No. 3, Article 4.2.3 and 7.4);
  • preparing for presentation to the RCF members one (1) nomination for each Director position (between 7 and 12) to be elected at each annual meeting of the members (RCF Bylaw, No. 3, Article 4.2.2 and 5.1); and
  • preparing for presentation to the Board one (1) nomination for each mid-term vacancy that arises among the elected members of the Board (RCF Bylaw No. 3, Article 5.4).

Composition

The composition of the Nominating Committee is defined in Bylaw No. 20, Article 13.1 as follows:

  • the President, who shall act as the chair;
  • two (2) Past-Presidents, one (1) of whom is the Immediate Past-President; or the President-Elect and the Immediate Past-President, as the case may be;
  • three (3) members appointed by the Council from among the members of Council, one (1) of whom will be a public member of Council; and
  • five (5) elected members, one from each of the geographic regions defined in Article 11.1.2.

Key Competencies and Characteristics

Generally, committee members should possess an ability to evaluate the knowledge, skills and experience of candidates for Officer, Council member, Executive Committee member and standing committee chair positions to meet the strategic directions of the Royal College.

Committee members should possess the ability and willingness to meet the strategic directions of the Royal College and the willingness to participate effectively in committee meetings.

Term of Office

Members of the Nominating Committee are elected prior to the annual meeting of the members and take office at the conclusion of that meeting (Bylaw No. 20, Article 13.5). The term of office of each member is as follows:

  • the President, Immediate Past-President or President-Elect, as the case may be, so long as the member remains in such designated office;
  • the five (5) elected members shall hold office for four (4) years; and
  • the members appointed from Council shall hold office for two (2) years renewable once (maximum four years), provided that such members shall remain as Councillors at the time of their appointment and for the duration of their term on the Nominating Committee.

The office of a member is deemed to be vacated upon the happening of any of the following events (Bylaw No. 20, Article 13.6):

  • upon the member ceasing to be a Fellow,
  • upon the departure of a Fellow from ordinary residency in the region to which the Fellow was elected pursuant to Article 13.4,
  • upon the death or incapacity of the member,
  • upon the written resignation of the member, and
  • upon the failure of any member to attend two (2) consecutive meetings of the Nominating Committee without valid cause as determined by a two-thirds (2/3) vote of the Nominating Committee.

Meetings

The number of meetings required of the Nominating Committee per year is dependent upon its activity cycle (i.e., nomination of a President-Elect or Council member nominations). In terms of the former, the committee generally meets in May, June and September, and in terms of the latter the committee generally meets in September. The NC also meets in May of each year to address RCF Board Chair and Director nominations.

Quorum consists of a majority of the voting members of the committee (i.e., 50% plus one). The chair is counted as a voting member in constituting quorum. However as the presiding official of the committee, the chair does not move motions. Furthermore, the chair shall only vote when the vote is conducted by secret ballot. Every question shall be decided by a majority of the votes cast. In the event of a tie vote, the question shall be defeated. When a committee is called to make a decision outside of a meeting by e-ballot, the same rules apply.

Appointment to a Royal College committee carries significant responsibilities, and all committee members are expected to adhere to the Volunteer Code of Conduct. In addition, committee members are required to maintain absolute discretion and not divulge, re-produce, or release any confidential information except when authorized by the Royal College. Committee members are permitted to download a copy of committee materials for use solely for the purposes of the Committee. All downloaded materials must be deleted once used for the intended purpose.

TOR record

Most recent resolution: Resolution No. 2020/2021-12
Previous resolution(s): Resolution No. 2018/2019-10
Approved by: Council
Approval Date: July 3, 2020
Approval path: GC, Council
Effective date: July 3, 2020
Date of next review: Spring 2021
Royal College Office: OCEO
Version status: Approved