Policy II. A. - Governance Commitment
The Board will govern Blue Mountain Community College in accordance with the Constitution and laws of the United States and the State of Oregon. Specifically, the College functions under Chapter 341 of the Oregon Revised Statutes (see Appendix A). The Board will always act in the best interest of the College and the community as a whole. The Board is committed to excellence in everything the College does. Educational programs and other services of the College shall be of high quality and available to all people.
Policy II. B. - Governing Style
The Board will govern with a style that emphasizes:
- Outward vision rather than internal preoccupation.
- Encouragement of diversity in viewpoints.
- Strategic leadership rather than administrative detail.
- Clear distinction of board and presidential roles.
- Collective rather than individual decisions.
- The future rather than the past or the present.
- Proactivity rather than reactivity.
More specifically, the Board will:
- Operate in all ways mindful of its trusteeship obligation to the public. It will not allow officers, members, or committees of the Board to prevent fulfillment of this commitment.
- Enforce upon itself whatever discipline is needed to govern with excellence. Discipline will apply to matters such as attendance, policy-making principles, respect of roles, speaking with one voice, and ensuring the continuity of governance capability. Continual development will include orientation of new members in the Board's governance process and periodic Board discussion of process improvement.
- Direct, control, and inspire the organization through the careful establishment of the broadest organizational policies reflecting the Board's values and perspectives. The Board's major focus will be on the intended long-term impact outside the operating organization (Ends), not on the administrative or programmatic means of attaining those effects as defined in Appendix B, The Policy Governance® Model.
- Cultivate a sense of group responsibility. The Board, not the College employees, will be responsible for excellence in governing. The Board will be an initiator of policy, not merely a reactor to staff initiatives. The Board will use the expertise of individual trustees to enhance the work of the Board as a body, rather than to substitute their individual judgments for those of the Board as a whole.
- Monitor and discuss the Board's process and performance regularly. Self-monitoring will include comparison of Board activity and discipline to policies in the Governance Process and Board-Staff Relationship categories.
- Seek input from external constituencies and internal college constituencies on Board policies regarding Ends.
- Make consensus-based decisions, to the extent possible.
Policy II. C. - Board Job Description
The job of the Board is to represent the public in determining and demanding appropriate organizational performance. To distinguish the Board's own unique job from the jobs of the President and College employees, the Board will concentrate its efforts on the following responsibilities:
- Maintaining the link between the College and the public.
- Enacting written governing policies that, at the broadest levels, address:
- ENDS: College services, impacts, benefits, outcomes, recipients, and their relative worth. Ends include college mission, values, vision, goals, and priorities.
- GOVERNANCE PROCESS: Specification of how the Board conceives, carries out, and monitors its own tasks.
- BOARD-STAFF RELATIONSHIP: How power is delegated and its proper use monitored; the President's authority and accountability.
- EXECUTIVE LIMITATIONS: Constraints on executive authority that establish the prudent and ethical boundaries within which all executive activity and decisions must take place.
- Hiring the President, monitoring and evaluating the President's performance, and monitoring institutional performance as compared to Board policies regarding Ends and Executive Limitations.
- Obtaining additional funds for the College.
- Maintaining a positive image for the College.
- Appointing Budget Committee members in compliance with Oregon law but not to exceed two consecutive three-year terms.
- Appointing Board representatives or liaisons annually, including but not limited to:
- The Oregon Community College Association Board.
- BMCC Foundation.
- By Board policy, the Associated Student Government (ASG) President may serve as a non-voting ex-officio member of the Board, if the ASG President so desires. Executive Sessions are closed to ex-officio members.
Adopted 5/19/99 Revised 06/06/07
Policy II. D. - Role of the Board Chair
The responsibilities of the Chair are: (a) the integrity of the Board's process and (b) occasional representation of the Board to outside parties. The Chair is the only Board member authorized to speak for the Board (beyond simply reporting Board decisions) other than in rare and specifically authorized instances.
- The Chair shall ensure that the Board and individual Board members consistently act in accordance with the Board's own rules and policies and those legitimately imposed upon the Board from outside the College.
- At Board meetings, the Chair shall preside in an efficient and effective manner and shall set the general tone through positive leadership.
- Discussion at the Board meetings will be on those issues which, according to Board policy, belong to the Board, not to the President, to decide.
- Deliberation will be fair, open, and thorough, but also efficient, timely, orderly, and to the point.
- The Chair will stimulate discussion among the Board members and will attempt to arrive at Board decisions through consensus.
- The Chair will confirm accuracy of transcribed, approved minutes, will sign the minutes of all special and regular meetings of the Board, and will sign other documents as required by law.
- The Chair has the authority to make decisions that fall within the topics covered by Board policies on Governance Process and Board-Staff Relationship, except where the Board specifically delegates portions of this authority to others. The Chair is authorized to use any reasonable interpretation of the provisions in these policies.
- The Chair has no authority to make decisions about policies created by the Board within Ends and Executive Limitations policy areas.
- The Chair has no authority to supervise or direct the President.
- The Chair shall ensure that the other Board members are informed of current and pending Board issues and processes.
- The Chair will prepare the agenda for all Board meetings after consultation with the President and with other Board members.
- The Chair shall call special meetings as required.
- The Chair shall appoint members of committees established by the Board.
- No member shall serve as Chair for more than two (2) years in succession.
- The Vice-Chair will preside at Board meetings in the absence of the Chair or to fulfill the duties of the Chair as needed.
Adopted 5/19/99 Revised 06/06/07
Policy II. E. - Board Planning and Agenda
The Board will carry out its responsibilities using a governance style consistent with Board policies by: (a) re-examining Ends policies annually; (b) holding an annual planning session (c) following an agenda at its regular monthly meetings that implements the Board policy on Governing Style; and (d) continually improving its performance through Board education, through enrichening input, and through deliberation.
- The Board shall establish, not later than July 1 of each year, a Board meeting calendar, listing the dates and places for the regular monthly Board meetings for the ensuing year.
- The agenda for each Board meeting will be mailed to the Board at least six (6) days before the meeting.
- Education, input, and deliberation will be paramount in structuring meetings and other Board activities.
- The Board will provide an opportunity for public input at each regular Board meeting.
- The annual planning session will be held prior to September of each year and will include the following actions:
- Reviewing the College Mission.
- Establishing priorities and budget parameters.
- Developing subjects for Board discussion and action during the following year.
- Conducting a Board self-evaluation.
- The Board will approve the College budget each June. The College will submit revised budgets to the Board for approval as necessary during the fiscal year but not more often than quarterly.
- The Board normally will not adopt policies and policy revisions until they have been considered at a minimum of two meetings.
- Unless otherwise provided in Chapter 341 of the Oregon Revised Statutes, the Board shall conduct all of its meetings in accordance with Robert’s Rules of Order, Revised, with the following exceptions:
- The Chair shall have the same voting rights as all other members of the Board.
- The Chair may speak in limited discussions without relinquishing the Chair.
Adopted 5/19/99 Revised 06/06/07
Policy II. F. - Board Committee Principles
Board committees will minimally interfere with the wholeness of the Board's job and never interfere with delegation of authority from the Board to the President. Committees will be used sparingly.
- Board committees are to help the Board do its job, not to help the employees of the College do their jobs. Committees ordinarily will assist the Board by preparing policy alternatives and implications for Board deliberation. Board committees are not to be created by the Board to advise College employees.
- Board committees may not speak or act for the Board except when formally given such authority for specific and time-limited purposes. Expectations and authority will be carefully stated in order not to conflict with authority delegated to the President.
- Board committees cannot exercise authority over College employees. Because the President works for the full Board, the President is not required to obtain approval of a Board committee before an executive action. In keeping with the Board's broader focus, Board committees will normally not have direct dealings with College internal operations.
- A Board committee that has helped the Board create policy on some subject will not be used to monitor organizational performance on that same subject. Therefore, Board committees are to avoid identification with organizational parts rather than the whole.
- This policy applies only to committees that are formed by Board action, whether or not the committees include non-board members. It does not apply to committees formed under the authority of the President.
- The Board shall not have standing committees. When necessary, the Board shall form an ad-hoc committee. Committees shall never consist of more than three Board members.
Adopted 5/19/99 Revised 06/06/07
Policy II. G. - Board Members' Code of Conduct
The Board and its members as individuals will conduct themselves ethically. Such conduct includes proper use of authority and appropriate decorum in group and individual behavior when acting as Board members.
- Board members must maintain unconflicted loyalty to the interests of the public. This accountability supersedes any conflicting loyalty such as that to advocacy or interest groups and membership on other boards or organizations. This accountability supersedes the personal interest of any Board member acting as an individual consumer of College services.
- Board members must avoid any conflict of interest with respect to their fiduciary responsibility.
- There must be no self-dealing or any conduct of private business or personal services between any Board member and the College except as procedurally controlled to assure openness, competitive opportunity and equal access to "inside" information.
- Board members must not use their positions to obtain employment by the College or to furnish services or goods to the College on behalf of themselves, family members, friends, or associates.
- Board members must not attempt to exercise individual authority over the organization or on behalf of the Board as a whole, except as explicitly set forth in Board policies.
- In interaction with the President or with College employees, Board members must recognize the lack of authority in any individual Board member or group of Board members except as noted above in Board Policies II.A through II.F.
- In interaction with the public, press, or other entities, Board members must recognize the same limitation and the similar inability of any Board member or Board members to speak for the Board.
- Individual Board members asked to serve on Oregon Community College Association or other statewide committees will bring such requests to the Board as a whole for appointment to such committees.
- Board members will strive to participate in educational activities, including local, state, regional, and national meetings, to enhance their ability to serve effectively as members of the College's governing Board.
- Board members will not permit themselves to be used to circumvent established lines of authority or to interfere in normal procedures for the handling of complaints or grievances.
- Board members will not violate confidentiality, including discussions that occur at legally held closed meetings of the Board.
- At Board meetings, Board members will not present an item for action that is not on the agenda, without consensus of the Board.
- Board members serve without remuneration, except that the College provides actual and necessary expenses incurred by the Board members for authorized travel, College business at conferences, and professional materials.
- Nothing in this policy shall restrict a Board member from communicating informally with the President, College staff, the public, or other entities about College educational services or activities.
Adopted 5/19/99 Revised 9/8/99; 04/19/00; 06/06/07