Proposed By-Law Amendment to Part II: Selection Process for Registrant Board Members, Chair and Vice Chair

Start:

Oct 26 2023

End:

Nov 25 2023

Consultation Type:

Status:

Closed

Overview

The NSCN Board is seeking feedback on the proposed amendments to the by-laws with respect to the nominations process for registrant board members and the positions of Chair and Vice Chair, as well as other related housekeeping amendments.

Background

In December 2020, the Board established the first NSCN By-laws with respect to the nomination and election of registrant Board members, and the selection of the Chair and Vice Chair.

The registrant Board member nomination and election process has been used three times to fill Board vacancies (2021, 2022 and 2023). The next process for registrant Board members will take place in early 2024. It is anticipated that there will be two vacancies to be filled.

The Chair and Vice Chair selection process has been used twice (2021 and 2023). The next Chair and Vice Chair selection process is anticipated to take place in early 2025.

Through this experience, potential areas for increased efficiency were identified, which maintain the foundational concepts adopted by the Board in 2020.

Proposed By-law Amendments

Registrant Board Member Selection

The following is a summary of the current process for the nomination and election of registrant Board members. The points proposed for amendment are outlined below.

Board appoints a Nominating Committee.
Board appoints a Chief Elections Officer to oversee the election process, including the counting of ballots and other functions the Board may determine.
1. Proposed change – see below
Nominating Committee identifies the competencies, qualities and other criteria of candidates needed to fill identified vacancies.
First call for applications to the Board – currently includes application form, cover letter and resume.
Nominating Committee reviews first call applications.
1. Determine eligibility
  1. Write decisions with reasons for determining a candidate is ineligible (if any)
2. Assess applications
3. Select nominee to fill vacancy
Announcement of nominee to registrants.
1. Proposed change – see below
Second call for applications to the Board – After the nominee is announced, registrants who also wish to stand for election can submit an application. Currently, the application package is the same as the first call, but these candidates must also obtain the signatures of 5 other registrants who support their nomination.
1. Proposed change – see below
Nominating Committee determines the eligibility of second call applicants - if a candidate is eligible, the Nominating Committee must advance their name as a nominee along with the Committee-selected nominee.
If the number of nominees equals the number of vacancies, the nominee is acclaimed.
If there are more nominees than vacancies, eligible registrants vote in an election.

Proposed Amendments to Registrant Board Member Selection

TOPIC	CURRENT BY-LAWS	PROPOSED CHANGE	RATIONALE
Application process – number of calls for applications	There are two periods when a registrant can apply for nomination to the Board (the “first call” and the “second call”). After the first call, the Nominating Committee assesses the applications and selects a nominee. The name of the nominee is made public, and registrants have the opportunity to apply to run against the nominee in an election. After the second call, any candidate who meets the minimum eligibility requirements must be advanced as a nominee on the ballot.	Reduce to only 1 call for applications, create a pool of eligible candidates from the applicants, and then ask eligible applicants if they want to run against selected nominee. If an eligible applicant confirms that they wish to run for election, their name will be placed on the ballot.	This option maintains the ability for registrants to run against the candidate selected by the Nominating Committee. It creates efficiencies by eliminating the second call for applications. Any registrant interested in serving on the Board can apply in the first call. They will be informed of the selected nominee and can decide whether they want to run for election. This reduces workload for candidates because they do not have to submit a second application, and eliminates the need for the Nominating Committee to complete a second round of vetting candidates.
Incumbent Board Members	Board members are eligible for a second term, but the By-laws do not set out the process to determine whether they can serve the second term	Incumbent Board members must follow the same process as new candidates	The Nursing Regulations require Board members to be elected. If incumbent Board members could renew their term without an election, this could be seen as contrary to the Regulations.
Label for voters	“voting delegates”	Change to “Voting Registrants”	“Delegates” is a holdover from past processes and does not accurately describe eligible voters.
Definition of who is eligible to vote	“voting delegates” means those registrants who: … (ii) have registered to vote prior to the relevant meeting at which the vote is taking place, within such timelines and manner as set out in the Meeting Rules; and	Clarify that (ii) only applies to Annual or Special Meetings of the College and add a new requirement for elections that the registrant must “have provided an email address as contact information in the College’s registration database”.	The definition of voting delegate should be revised to reflect the fact that voting in elections is conducted electronically and does not occur at a meeting. The requirement to provide an email address ensures that NSCN is able to send a ballot to each voting delegate. Ballots are sent to registrants electronically via email through an elections platform service provider. However, a limited number of registrants have not provided an email address in our registration database. As a result, the elections platform service provider cannot send them a ballot.
Use of chief elections officer – registrant external to NSCN appointed by the Board	The Board must appoint a Chief Elections Officer to oversee the election process. The Chief Elections Officer must not be an NSCN employee or Board member. The key duties of the Chief Elections Officer are to ensure that ballots are sent to all eligible registrants, ensure that voting occurs in accordance with the procedure and timelines set by the Board, and determine the number of votes cast for each nominee. (By-laws 10A.12 to 10A.15)	Use NSCN CEO & Registrar (with option to delegate to staff) to fulfill the elections duties.	The requirement to appoint an external person uses NSCN resources without material benefit. The election occurs electronically using a third-party voting system. This renders some of the duties of the Chief Elections Officer unnecessary. Further, the trend in professional regulation is to use staff to fill these duties.

TOPIC

CURRENT BY-LAWS

PROPOSED CHANGE

RATIONALE

Application process – number of calls for applications

There are two periods when a registrant can apply for nomination to the Board (the “first call” and the “second call”). After the first call, the Nominating Committee assesses the applications and selects a nominee. The name of the nominee is made public, and registrants have the opportunity to apply to run against the nominee in an election. After the second call, any candidate who meets the minimum eligibility requirements must be advanced as a nominee on the ballot.

Reduce to only 1 call for applications, create a pool of eligible candidates from the applicants, and then ask eligible applicants if they want to run against selected nominee. If an eligible applicant confirms that they wish to run for election, their name will be placed on the ballot.

This option maintains the ability for registrants to run against the candidate selected by the Nominating Committee. It creates efficiencies by eliminating the second call for applications. Any registrant interested in serving on the Board can apply in the first call. They will be informed of the selected nominee and can decide whether they want to run for election.

This reduces workload for candidates because they do not have to submit a second application, and eliminates the need for the Nominating Committee to complete a second round of vetting candidates.

Incumbent Board Members

Board members are eligible for a second term, but the By-laws do not set out the process to determine whether they can serve the second term

Incumbent Board members must follow the same process as new candidates

The Nursing Regulations require Board members to be elected. If incumbent Board members could renew their term without an election, this could be seen as contrary to the Regulations.

Label for voters

“voting delegates”

Change to “Voting Registrants”

“Delegates” is a holdover from past processes and does not accurately describe eligible voters.

Definition of who is eligible to vote

“voting delegates” means those registrants who:

…

(ii) have registered to vote prior to the relevant meeting at which the vote is taking place, within such timelines and manner as set out in the Meeting Rules; and

Clarify that (ii) only applies to Annual or Special Meetings of the College and add a new requirement for elections that the registrant must “have provided an email address as contact information in the College’s registration database”.

The definition of voting delegate should be revised to reflect the fact that voting in elections is conducted electronically and does not occur at a meeting.

The requirement to provide an email address ensures that NSCN is able to send a ballot to each voting delegate. Ballots are sent to registrants electronically via email through an elections platform service provider. However, a limited number of registrants have not provided an email address in our registration database. As a result, the elections platform service provider cannot send them a ballot.

Use of chief elections officer – registrant external to NSCN appointed by the Board

The Board must appoint a Chief Elections Officer to oversee the election process. The Chief Elections Officer must not be an NSCN employee or Board member.

The key duties of the Chief Elections Officer are to ensure that ballots are sent to all eligible registrants, ensure that voting occurs in accordance with the procedure and timelines set by the Board, and determine the number of votes cast for each nominee.

(By-laws 10A.12 to 10A.15)

Use NSCN CEO & Registrar (with option to delegate to staff) to fulfill the elections duties.

The requirement to appoint an external person uses NSCN resources without material benefit.

The election occurs electronically using a third-party voting system. This renders some of the duties of the Chief Elections Officer unnecessary. Further, the trend in professional regulation is to use staff to fill these duties.

Chair and Vice Chair Selection

The following is a summary of the current process for the selection of the NSCN Board Chair and Vice Chair. The proposed amendments are outlined below.

Board appoints a Nominating Committee.
Nominating Committee invites expressions of interest from eligible Board members – currently includes an application form, cover letter and resume.
Nominating Committee must interview the candidates.
Nominating Committee selects a recommended slate for Chair and Vice Chair, and provides a briefing note to the Board.
Board votes regarding whether to accept the recommended slate.
If the Board does not approve the recommended slate, the Nominating Committee must consult with all Board members individually prior to advancing the next slate for the Board’s vote, and this process continues until a new Chair and Vice-Chair are elected.

TOPIC	CURRENT BY-LAWS	PROPOSED CHANGE	RATIONALE
Streamlining Chair and Vice Chair selection	The Board appoints a Nominating Committee (composed of past Chair and 2 Board members). The Committee seeks expressions of interest from eligible Board members. Then the Nominating Committee must conduct interviews and recommend a slate for Vice Chair and Chair to the Board. The Board votes on the Nominating Committee’s recommended slate. (By-Law 13)	Streamline the Nominating Committee process by removing the requirement to conduct interviews and give Committee discretion to develop an appropriate vetting process.	This selection process for the Chair and Vice Chair was carefully considered by the NSCN Board in 2020. The Board determined that the Nominating Committee should be used as an independent screening committee to enhance objectivity. It was also determined that it would be more efficient for a subcommittee to conduct the screening work rather than the Board as a whole. The process has been used in 2021 and 2023. Based on that experience, efficiency could be improved by allowing the Nominating Committee to determine its own vetting processes rather than requiring interviews.
Replacement Vice Chair (appointed to fill a mid-term vacancy) eligibility to seek additional term as Vice Chair	15.2 “The replacement Vice-Chair shall serve for the balance of the unexpired term of the outgoing Vice-Chair, and shall be eligible for consideration as Chair upon completion of the Vice-Chair’s term.”	A replacement Vice Chair is eligible for another term as Vice Chair if the replacement term is one year or less.	This allows for consistency and stability in the Vice Chair position after a period of disruption caused by an unanticipated Vice Chair vacancy. The “one year or less” requirement avoids allowing a person to hold the Vice Chair role for substantially longer than the typical 2-year term limit.

TOPIC

CURRENT BY-LAWS

PROPOSED CHANGE

RATIONALE

Streamlining Chair and Vice Chair selection

The Board appoints a Nominating Committee (composed of past Chair and 2 Board members). The Committee seeks expressions of interest from eligible Board members. Then the Nominating Committee must conduct interviews and recommend a slate for Vice Chair and Chair to the Board. The Board votes on the Nominating Committee’s recommended slate. (By-Law 13)

Streamline the Nominating Committee process by removing the requirement to conduct interviews and give Committee discretion to develop an appropriate vetting process.

This selection process for the Chair and Vice Chair was carefully considered by the NSCN Board in 2020. The Board determined that the Nominating Committee should be used as an independent screening committee to enhance objectivity. It was also determined that it would be more efficient for a subcommittee to conduct the screening work rather than the Board as a whole.

The process has been used in 2021 and 2023. Based on that experience, efficiency could be improved by allowing the Nominating Committee to determine its own vetting processes rather than requiring interviews.

Replacement Vice Chair (appointed to fill a mid-term vacancy) eligibility to seek additional term as Vice Chair

15.2 “The replacement Vice-Chair shall serve for the balance of the unexpired term of the outgoing Vice-Chair,

and shall be eligible for consideration as Chair upon completion of the Vice-Chair’s term.”

A replacement Vice Chair is eligible for another term as Vice Chair if the replacement term is one year or less.

This allows for consistency and stability in the Vice Chair position after a period of disruption caused by an unanticipated Vice Chair vacancy. The “one year or less” requirement avoids allowing a person to hold the Vice Chair role for substantially longer than the typical 2-year term limit.

Join the Conversation

For a more in-depth look at the revised By-laws being proposed, please access that document here. Proposed modifications are identified in red font to help highlight where revisions are planned.

Please review the material and provide your feedback by November 25, 2023, to NSCN by emailing Alison Bird, Governance & Legal Consultant, at alison.bird@nscn.ca. Thank you in advance for your participation.

Next Steps

Once the feedback period is closed, the Board will review the feedback summary prior to their decision to approve the by-laws. NSCN will also share a feedback report with the public, registrants and stakeholders.