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    WESTSIDE KINGS CHURCH

    BOARD OF TRUSTEES MANUAL

    Last updated July 1, 2006

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    Table of Contents

    Board of Trustees Annual Board Calendar 2005-2006................................................3Mega-End Statement.......................................................................................................3Policy 1.0 To be and make disciples of Jesus Christ in authentic community for thegood of the world.............................................................................................................3Policy 2.0 FINANCIAL CONDITION & ACTIVITIES................................................4Policy 3.0 FINANCIAL BUDGETING & PLANNING.................................................5Policy 4.0 EXPENSE MANAGEMENT.........................................................................6Policy 5.0 ASSET PROTECTION..................................................................................8Policy 6.0 CONTRACTS................................................................................................9Policy 7.0 CAMPUS DEVELOPMENT.......................................................................10Policy 8.0 FUNDRAISING FOR CAMPUS AND CAPITAL PROJECTS.................11Policy 9.0 TREATMENT OF STAFF AND VOLUNTEERS......................................12

    Policy 10.0 COMPENSATION AND BENEFITS.......................................................13Policy 11.0 LEADERSHIP VALUES...........................................................................14Policy 12.0 EXECUTIVE SUCCESSION PLANNING...............................................15Policy 13.0 COMMUNICATION TO THE BOARD...................................................16Policy 14.0 GOVERNING VALUES & STYLE..........................................................17Policy 15.0 BOARD JOB DESCRIPTION...................................................................18Policy 16.0 CHAIRPERSONS ROLE.........................................................................19Policy 17.0 BOARD MEMBERS CODE OF CONDUCT...........................................20Policy 18.0 RESPONSIBILITIES OF INDIVIDUAL BOARD MEMBERS...............21Policy 19.0 BOARD COMPOSITION & SUCCESSION PLANNING.......................22Policy 20.0 AGENDA PLANNING..............................................................................23

    Policy 21.0 BOARD COMMITTEE PRINCIPLES......................................................24Policy 22.0 DELEGATION TO THE EXECUTIVE DIRECTOR...............................25Policy 23.0 AUTHORITY AND ACCOUNTABILITY OF THE EXECUTIVEDIRECTOR...................................................................................................................26Policy 24.0 MONITORING EXECUTIVE DIRECTOR PERFORMANCE...............27Policy 25.0 Unity of Control & Communication...........................................................28GLOSSARY OF TERMS..............................................................................................29Finance Committee........................................................................................................30Terms of Reference........................................................................................................30Board of Trustees...........................................................................................................32Succession Planning & Governance Committee...........................................................34Ends and Executive Limitations Monitoring Form.......................................................35

    Ends and Executive Limitations Monitoring Form

    Westside Board of Trustees Manual

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    Board of Trustees Annual Board Calendar 2005-2006

    ENDS POLICY

    Mega-End Statement

    Westside Kings Church exists to fulfill the Great Commission and the Great Commandments stated byJesus. It is upon this premise that the following mega-end statement is made

    Policy 1.0 To be and make disciples of Jesus Christ in authentic community for the good of the world.

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    1.1 People in Community1.2 People of calling1.3 People of character 1.4 People of compassion

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    Policy Type: Executive Limitations

    Policy 2.0 FINANCIAL CONDITION & ACTIVITIES

    The Executive Director will ensure that all financial matters of Westside Kings Church will abidewith all applicable laws, particularly those affecting churches and charitable organizations, and willbe managed so as not to expose Westside Kings Church to unnecessary or unmanageable risks.

    Accordingly the Executive Director shall not:

    2.01 Fail to cause the books, records and financial reports of Westside Kings Church to be prepared inaccordance with generally accepted accounting principles, and standards and customs generallyapplicable to churches and charitable organizations.

    2.02 Fail to cause the books, records and financial reports to be prepared and administered by acompensation-based employee or consultant of Westside Kings Church.

    2.03 Fail to receive Board approval of all final year-end books, records and financial reports of

    Westside Kings Church by November 30th

    of each year.

    2.04 Fail to cause the T3010 and other filings with Canada Customs and Revenue Agency to beprepared in accordance with applicable law and filed prior to applicable deadlines.

    2.05 Fail to have all books, records and financial reports of Westside Kings Church audited at leastonce annually by an auditor selected by the Board, who shall be arms length to each member ofthe Board and Senior Leadership; provided that it shall not be necessary to have the books,records and financial reports of any subsidiary of Westside Kings Church audited separatelywhere (i) it is possible to audit on a combined or consolidated basis, and (ii) the result thereofis audited combined or consolidated financial statements that include Westside Kings Church andthat subsidiary.

    2.06 Allow Westside Kings Church to operate, or plan to operate, in any kind of a deficit position.

    2.07 Allow Westside Kings Church's cash position to drop below a level sufficient to meet its payroll,tax withholdings, debts, and other obligations as they come due.

    2.8 Allow Westside Kings Church to incur indebtedness of any kind, without Board of Trustee approval.

    2.9 Allow Westside Kings Church to acquire, encumber, subdivide or dispose of any real property,without Board of Trustee approval.

    Date of Adoption: Last updated Nov. 2, 2005Monitoring Method: Internal & External ReportMonitoring Frequency: 3 times per annum

    Responsibility of: Finance Committee

    Westside Board of Trustees Manual

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    Date of Adoption:Monitoring Method:Monitoring Frequency:

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    Policy Type: Executive Limitations

    Policy 3.0 FINANCIAL BUDGETING & PLANNING

    Financial planning for Westside Kings Church for each fiscal year or remaining part of any fiscalyear shall not deviate materially from the Ends policies, vision, mission and values of WestsideKings Church, and shall reflect consistent, sound and prudent financial practices.

    Accordingly, the Executive Director shall not:

    3.01 Propose a budget that has not been prepared by the Senior Leadership of Westside Kings Church.

    3.02 Propose a budget that has not been prepared in a form, and in sufficient detail, to enable anaccurate projection and monthly tracking of revenues, expenses and cash flow, and separation ofoperational and capital items.

    3.03 Propose a budget that is not prepared in a form, and in sufficient detail, to enable an accurate audit

    trail.

    3.4 Propose a budget that fails to disclose all major planning assumptions.

    Date of Adoption: March 11, 2002 (Version 02-03)Monitoring Method: Internal ReportMonitoring Frequency: AnnuallyResponsibility of: Finance Committee

    Westside Board of Trustees Manual

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    Policy Type: Executive Limitations

    Policy 4.0 EXPENSE MANAGEMENT

    The Executive Director shall not cause or allow a material deviation of actual expenditures from theBoard of Trustee approved budget for the fiscal year.

    Accordingly the Executive Director shall not:

    4.1 Allow an expenditure, commitment or agreement (either verbal or written) capable of becoming ortriggering an expenditure, to be made by Westside Kings Church or any employee orrepresentative thereof, or any subsidiary or affiliate of Westside Kings Church, or any other entityfor which Westside Kings Church may be responsible or liable at law, unless:

    (a) the expenditure; or (b) the commitment or agreement (either verbal or written)capable of becoming or triggering

    an expenditure;

    is contained and clearly identified, in monetary terms, in a written budget or a written businessplan approved in advance by a resolution of the Board of Trustees of Westside Kings Church.

    4.2 Allow a non-budgeted expenditure, non-budgeted commitment or agreement capable of becomingor triggering an expenditure, to be made by Westside Kings Church or any employee orrepresentative thereof, or any subsidiary or affiliate of Westside Kings Church, or any other entityfor which Westside Kings Church may be responsible or liable at law, unless:

    (a) the non-budgeted expenditure; or(b) the non-budgeted commitment or agreement (either verbal or written) capable of

    becoming or triggering an expenditure;

    is approved in advance by the Finance Committee of Westside Kings Church, and, in the case ofnon-budgeted expenditures, commitments or agreements (either verbal or written) in excess of$15,000 in value, by an additional resolution of the Board of Trustees of Westside Kings Church.

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    4.3 These policies are to be read and interpreted in a straightforward manner and are not to beconstrued or manipulated to avoid their effect. For this purpose:

    (a) expenditure means anything which does or may require the payment of money at anytime,

    (b) commitment or agreement (either verbal or written)capable of becoming or triggering anexpenditure means anything that is, or is capable of becoming, any kind of payment,financial obligationor liability of any kind and includes, without limitation, any contract,letter of intent, expression of interest, proposal, employment offer, employmentseverance package, capital or building contract or commitment or proposal, or otheragreement or assurance of any kind, whether verbal or in writing or firm or conditional.

    (c) Something is budgeted only if it is a general ledger code or line item within the mostrecent annual budget of Westside Kings Churchapproved by the Board of Trustees, or ageneral ledger code or line item within a department or ministry budget that is acomponent of the most recent annual budget of Westside Kings Church.

    (d) the Executive Director or his designate are authorized to adjust major departmentalbudgets up to a cumulative amount of $15,000 in any ministry year, provided the totalamount of budgeted expenses are not exceeded. Amounts beyond this require approvalof the Board. Within each major department category, the Executive Director is

    authorized to adjust budgets to respond to ministry changes.(e) When assessing the value of an expenditure, commitment oragreement, one shall look

    beyond individual or periodic payments and determine the total or cumulative value ofthe expenditure,commitment or agreement over its entire life, and then apply that total orcumulative value to these financial policies for example, a 24 month contract thatrequires payments of $2,000 per monthwould not be considered a $2,000 expenditure,but rather would beassigned a value of $48,000 for purposes of these financial policies.

    Date of Adoption: March 11, 2002 (Version 02-03)Monitoring Method: Internal ReportMonitoring Frequency: Three times per year annumResponsibility of: Finance Committee

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    Date of Adoption: March 11, 2002 (Version 01-02)Monitoring Method: Internal ReportMonitoring Frequency: QuarterlyResponsibility of: Finance Committee

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    Policy Type: Executive Limitations

    Policy 5.0 ASSET PROTECTION

    The Executive Director shall not permit WKC to be uninsured or to place its assets at risk.

    Accordingly, the Executive Director shall not:

    5.1 Fail to insure all property of WKC against fire, theft and other casualty losses to at least fullreplacement value, or where that is not available or affordable to percentage of replacement valuecomparable to other like organizations.

    5.2 Fail to insure WKC against personal injury and other general liability claims on terms comparableto other like organizations.

    5.3 Fail to insure the Board and each of its members against liability claims and errors and omissionson terms comparable to other like organizations.

    5.4 Fail to ensure that all facilities are regularly and properly maintained.

    5.5 Fail to protect intellectual property, information and files from loss or significant damage.

    5.6 Expose WKC or its Board or staff to legal claims.

    5.7 Endanger WKCs public image or credibility, particularly in ways that would hinder itsaccomplishment of its mission.

    Date of Adoption: December 10, 2002Monitoring Method: Internal ReportMonitoring Frequency: AnnuallyResponsibility of: Finance Committee

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    Policy Type: Executive Limitations

    Policy 6.0 CONTRACTS

    In all contracting matters, the Executive Director will not jeopardize the legal position, fiscalintegrity or public image of WKC.

    Accordingly, the Executive Director shall not permit WKC to:

    6.1 enter into any contract which either does not have a fixed term or is not terminable by WKC.

    6.2 enter into any contract having a value or commitment in excess of $15,000, unless such contract isin writing.

    6.3 enter into any contract having a value or commitment in excess of $30,000, unless such contract is

    in writing and is reviewed beforehand by legal counsel.

    6.4 enter into any contract having a value or commitment in excess of $50,000, unless such contract isin writing and is approved beforehand by the Board.

    Date of Adoption: November 2, 2005Monitoring Method: Internal ReportMonitoring Frequency: AnnuallyResponsibility of: Finance Committee

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    Policy Type: Executive Limitations

    Policy 7.0 CAMPUS DEVELOPMENT

    WKCs campus development project shall be consistent with its mission, vision and values, shallreflect in all respects consistent, sound and prudent financial planning inclusive of both capital andoperating items, and shall be flexible enough to accommodate to the greatest extent possible anychanges to the needs, circumstances and financial capabilities of WKC.

    Accordingly, the Executive Director shall not:

    7.1 Until such time that a comprehensive written business plan can be presented and approved by theBoard, the Executive Director shall present and obtain the approval of the Board to an interimwritten business plan (including interim budgets) which shall be updated by the ExecutiveDirector and re-approved by the Board every 3 months.

    7.2 Enter into any campus development project without having first presented and obtained theapproval of the Board to a comprehensive written business plan for the project.

    7.3 Proceed with any campus development project without having first paid in full all existing debt ofWKC and all other financial obligations related to the campus development project, oralternatively having first obtained the approval of the Board to a written plan for the retirement ofall existing and planned debt of WKC and other financial obligations related to the campusdevelopment project.

    7.4 Enter into any contract in respect of the campus development project which is not unilaterallyterminable by WKC upon reasonable advance notice, or upon a decision by the Board to suspendor terminate the campus development project due to insufficient funding or other financialconstraints.

    It will be the responsibility of the Executive Director to inform the Campus Development Team of allrelevant policies that impact upon campus development and ensure that said policies are complied with

    Date of Adoption: November 3, 2004Monitoring Method: Internal ReportMonitoring Frequency: Three times per annumResponsibility of: Board of Trustees

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    Date of Adoption:Monitoring Method: Internal ReportMonitoring Frequency: QuarterlyResponsibility of: Campus Development Committee

    Date of Adoption:Monitoring Method: Internal ReportMonitoring Frequency: QuarterlyResponsibility of: Campus Development Committee

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    Policy Type: Executive Limitations

    Policy 8.0 FUNDRAISING FOR CAMPUS AND CAPITAL PROJECTS

    Fundraising practices will respect the dignity and privacy of all contributors and solicitations willtruthfully describe the projects or programs for which the contributions will be used.

    Accordingly, the Executive Director shall not:

    8.1 Fundraise for campus development or other significant capital project without first communicatingthe fundraising strategy to the Board.

    8.2 Fail to respect the privacy of contributors, including their right to remain anonymous, unlessinformation must be released by law.

    8.3 Fail to cease solicitation of anyone who complains of harassment or undue pressure.

    8.4 Fail to provide all volunteers, employees and hired fundraisers, involved with the fundraisingprocess, with a copy of this fundraising policy.

    8.5 Allow information about contributors to be released without strict controls.

    8.6 Cause or allow any in kind contribution (such as artwork or stock of a private or publiccompany) to be held by WKC for investment or appreciation purposes without prior Boardapproval.

    Date of Adoption: February 4, 2003 (Version 01-03)Monitoring Method: Internal ReportMonitoring Frequency: 3 times per annumResponsibility of: Finance Committee

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    Date of Adoption:Monitoring Method: Internal ReportMonitoring Frequency: QuarterlyResponsibility of: Campus Development Committee

    Date of Adoption:Monitoring Method: Internal ReportMonitoring Frequency: Bi-AnnuallyResponsibility of: Finance Committee

    Date of Adoption: October 29, 2002Monitoring Method: Internal ReportMonitoring Frequency: QuarterlyResponsibility of: Finance Committee

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    Policy Type: Executive Limitations

    Policy 9.0 TREATMENT OF STAFF AND VOLUNTEERS

    With respect to treatment of paid staff and/or volunteers, the Executive Director may not cause orallow conditions, which are unsafe, unbiblical, unethical or undignified.

    Accordingly, the Executive Director shall not:

    9.1 Operate without written personnel policies, which clarify personnel rules for staff, provide foreffective handling of grievances for staff and/or volunteers, and protect against wrongfulconditions.

    9.2 Prevent staff and/or volunteers from grieving to the Board when (1) internal grievance procedureshave been exhausted and (2) the employee or volunteer alleges that Board policy has been violated

    to his/her detriment.

    9.3 Fail to acquaint staff with this policy and allow appropriate staff input on relevant policies.

    9.4 Fail to provide for periodic documented staff goal setting and performance improvement feedback.

    9.5 Practice or tolerate harassment in any form in the organization or in the physical environments used forprograms and events.

    Date of Adoption: June 10, 2002 (Version 01-02)Monitoring Method: Direct Inspection

    Monitoring Frequency: AnnuallyResponsibility of: Succession Planning and Governance Committee

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    Policy Type: Executive Limitations

    Policy 10.0 COMPENSATION AND BENEFITS

    Employee compensation and benefits will not place WKC at financial risk.

    All WKC employees are entitled to meaningful annual evaluations and open and honestcommunication.

    Accordingly, the Executive Director shall not:

    10.1 Establish terms of employment, compensation and benefits of the Executive Pastor and ExecutiveDirector of Ministries, and any changes thereto, without Board approval.

    10.2 Establish terms of employment, compensation and benefits of all other full and part timeemployees of WKC that are not within the guidelines established in the annual budget of WKC.

    Date of Adoption: January 22, 2003Monitoring Method: Internal Report/Direct InspectionMonitoring Frequency: AnnuallyResponsibility of: Finance Committee and Succession

    Planning and Governance Committee

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    Policy Type: Executive Limitations

    Policy 11.0 LEADERSHIP VALUES

    The Board believe that the staff and volunteers of the Church are skilled and talented individualsthat make a significant contribution to their area of responsibility and that also possess knowledge,creativity and experience that can be of benefit in achieving the vision of WKC.

    Accordingly, the Executive Director shall not fail to:

    11.1 Create an organization that is characterized by WKCs core values . . .

    11.2 Foster a supportive culture and healthy environment that will provide opportunities for staff andvolunteers to contribute their talents and expertise to the decision making process.

    11.3 Develop an organizational structure that is representative of the needs of the stakeholders andaddresses the management and administrative needs of the organization.

    11.4 Engage in decision-making practices that are based on the best available evidence, consultationand in-put from those most likely to be affected by the decisions.

    11.5 Develop an annual, written strategic plan, in consultation with key staff members, that outlineskey objectives, measurements and who is responsible.

    Date of Adoption: August 27, 2002Monitoring Method: Direct InspectionMonitoring Frequency: Annually

    Responsibility of: Succession Planning and Governance

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    Policy Type: Executive Limitations

    Policy 12.0 EXECUTIVE SUCCESSION PLANNING

    The Board values short and long-range planning and team leadership

    Accordingly, the Executive Director shall not fail to:

    12.1 protect the Board from sudden loss of executive services by designating and informing the Boardof at least two other senior staff who will be familiar with Board and church administrative andministry issues and processes and could function in a temporary Executive Director position, asdesignated by the Board.

    12.2 Design develop and implement a long-range succession plan.

    Date of Adoption: March 11, 2002 (Version 02-03)

    Monitoring Method: Direct InspectionMonitoring Frequency: AnnuallyResponsibility of: Succession Planning and Governance Committee

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    Policy Type: Executive Limitations

    Policy 13.0 COMMUNICATION TO THE BOARD

    The executive Director will not permit the Board to be uninformed, misinformed or unsupported inits work.

    Accordingly, the Executive Director shall not:

    13.1 Fail to regularly provide the Board with information in a timely, accurate and understandablefashion:

    13.1.1 That which is necessary to monitor achievement of the Boards Ends policy andcompliance with these Executive Limitations, and

    13.1.2 That which the Board requests as a part of an overall Executive Reporting Systemdesigned to keep it informed of strategic plans, even though action on such matters hasbeen delegated to the Executive Director.

    13.2 Present information in unnecessarily complex or lengthy form or in a form that fails todifferentiate among three types of information: monitoring, decision preparation and incidental

    13.3 Fail to provide, or delay the provision of, negative information regarding WKCs performance,staff or image or pending staff dismissal.

    13.4 Let the Board be unaware of relevant trends, material external and internal changes, particularlychanges in the assumptions upon which any Board policy or approval has been previouslyestablished.

    13.5 Fail to marshal for the Board as many staff and external points of view, issues and options asneeded for fully informed Board choices.

    13.6 Fail to report in a timely manner an actual or anticipated noncompliance with any policy of theBoard.

    13.7 Fail to advise the Board if, in the Executive Directors opinion the Board is not in compliance withits own policies on governance process and Board Executive Director relationship, particularlyin the case of Board behavior that is detrimental to the working relationship.

    Date of Adoption: November 2, 2005

    Monitoring Method: Direct Board Inspection using Evaluation FormMonitoring Frequency: Each MeetingResponsibility of: Succession Planning and Governance Committee

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    Policy Type: Governance Process

    Policy 14.0 GOVERNING VALUES & STYLE

    The Board shall govern with an emphasis on (a) biblically-based integrity and truthfulness in allmethods and practices, (b) visionary leadership rather than administrative detail, (d) cleardistinction of Board and Executive Director roles, (e) collective rather than individual decisions, (f)future rather than past or present, and (g) proactivity rather than reactivity.

    Accordingly:

    14.1 The Board is accountable to Jesus Christ, who is the Head of the Church and to Westside KingsChurch community.

    14.2 The Board affirms Westside Kings Churchs Statement of Faith.

    Date of Adoption: March 11, 2002 (Version 01-02)Monitoring Method: Direct Board Inspection using Evaluation FormMonitoring Frequency: Each MeetingResponsibility of: Succession Planning and Governance Committee

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    Policy Type: Governance Process

    Policy 15.0 BOARD JOB DESCRIPTION

    The job of the Board is to represent all stakeholders of WKC in determining and ensuringappropriate organizational performance.

    Accordingly:

    15.1 The Board will establish and maintain an effective link between the organization and thestakeholders.

    15.2 The Board will produce written governing policies that, at the broadest levels, address eachcategory of organizational decisions:

    15.2.1 ENDS: Organizational products, effects, benefits, outcomes, recipients, and their relativeworth (what good, for which people, at what cost).

    15.2.2 EXECUTIVE LIMITATIONS: Constraints on executive authority, which establish theprudence and ethics boundaries within which all executive activity and decisions musttake place.

    15.2.3 GOVERNANCE PROCESS: Specification of how the Board conceives, carries out andmonitors its own task.

    15.2.4 BOARD EXECUTIVE DIRECTOR RELATIONSHIP: Determination of how power isdelegated and its proper use monitored; specifically, the Executive Director's role,authority and accountability.

    15.3 The Board will review and monitor its own performance at each meeting.

    Date of Adoption: March 11, 2002 (Version 01-02)Monitoring Method: Direct Board Inspection using Evaluation FormMonitoring Frequency: Each MeetingResponsibility of: Succession Planning and Governance Committee

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    Policy Type: Governance Process

    Policy 16.0 CHAIRPERSONS ROLE

    The chairperson assures the integrity of the Boards process and represents the Board as required.

    Accordingly:

    16.1 The job result of the chairperson is that the Board behaves consistently with its own rules andcoordinates and directs the work of the Board.

    16.1.1 Agenda and meeting discussion content will be only those issues, which, according toBoard policy, clearly belong to the Board to decide.

    16.1.2 Deliberation will be honest and thorough, but also timely and orderly.

    16.2 The authority of the chairperson consists in making decisions that fall within topics covered by

    Board policies on Governance Process and Board Executive Director Relationship.

    16.2.1 The chairperson has no authority to make decisions about policies created by the Boardwithin Ends and Executive Limitations policy areas. Therefore, the chairperson has noauthority to supervise or direct the Executive Director.

    16.2.2 The chairperson may represent the Board to outside parties in announcing Board-statedpositions and in stating chair decisions and interpretations within the area delegated tohim or her.

    16.2.3 The chairperson may delegate this authority but remains accountable for its use.

    16.3 The Chairperson & the Executive Director set the agenda for the year.

    16.4 The Chairperson will serve on the Succession Planning & Governance Committee.

    Date of Adoption: March 11, 2002 (Version 01-02)Monitoring Method: Direct Board Inspection using Evaluation FormMonitoring Frequency: Each MeetingResponsibility of: Succession Planning and Governance Committee

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    Policy Type: Governance Process

    Policy 17.0 BOARD MEMBERS CODE OF CONDUCT

    The Board commits itself and its members to biblical, ethical, businesslike, and lawful conduct,including proper use of authority and appropriate decorum when acting as Board members.

    Accordingly:

    17.1 Members must represent loyalty without conflict to the interests of the ownership. Thisaccountability supersedes any conflicting loyalty such as that to advocacy or interest groups andmembership on other boards or staffs. It also supersedes the personal interest of any Boardmember acting as a consumer of the organization's services.

    17.2 Members must avoid conflict of interest with respect to their fiduciary responsibility.

    17.2.1 There must be no self-dealing or any conduct of private business or personal servicesbetween any Board member and the organization.

    17.2.2 When the Board is to decide upon an issue about which a member has an unavoidableconflict of interest, that member shall absent herself or himself without comment fromnot only the vote but also from the deliberation.

    17.2.3 Board members must not use their positions to obtain employment for themselves, familymembers or close associates. Should a Board member desire employment within theorganization, he or she must first temporarily withdraw from Board deliberation, votingand access to applicable Board information regarding such matters.

    17.3 Board members may not attempt to exercise individual authority over the organization except asexplicitly set forth in Board policies and bylaws of the institution.

    17.3.1 Board members interaction with the Executive Director or with staff must recognize the

    lack of authority vested in individuals except when explicitly Board authorized.

    17.3.2 Board members interaction with public, press or other entities must recognize the samelimitation and the inability of any Board member to speak for the Board except to repeatexplicitly stated Board decisions.

    17.3.3 Board members will give no consequence or voice to individual judgments of staffperformance.

    Date of Adoption: March 11, 2002 (Version 01-02)Monitoring Method: Direct Board Inspection using Evaluation FormMonitoring Frequency: Each Meeting

    Responsibility of: Succession Planning and Governance Committee

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    Policy Type: Governance Process

    Policy 18.0 RESPONSIBILITIES OF INDIVIDUAL BOARD MEMBERS

    The Board expects positive and active participation of its individual members to ensure that it fulfillsits moral and legal obligations.

    Accordingly:

    18.1 Individual Board members will prepare for Board and committee meetings and will participateproductively in discussions, always within the boundaries of discipline established by the Board.Each member will contribute his or her own knowledge, skills and expertise to the Boards effortsto fulfill its responsibilities.

    18.2Annual attendance at 75% of scheduled board meetings is required and it is expected that boardmembers will be punctual.

    18.3Individual Board members must demonstrate their support for WKC by making every effort tosatisfy the initial criteria used in appointing Board members.

    Date of Adoption: March 11, 2002 (Version 01-02)Monitoring Method: Direct Board Inspection using Affirmation Statement and Trustee

    Report CardMonitoring Frequency: AnnuallyResponsibility of: Succession Planning and Governance Committee

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    Policy Type: Governance Process

    Policy 19.0 BOARD COMPOSITION & SUCCESSION PLANNING

    Boards of Trustee members are appointed by the whole board and will represent the diversity of itsstakeholders.

    Accordingly:

    19.1 The Board will maintain a size of 7 9 voting members. Members shall serve no more than three,two year terms and must have a minimum 2 year break before being eligible to serve again.Members performance will be reviewed annually.

    19.2 The Succession Planning & Governance committee, appointed by the board, will solicit

    suggestions for nominations and receive board approval or disapproval before qualifying thecandidates and inviting them to serve.

    19.3 The criteria for Board of Trustee members will be as follows:

    19.3.1 Partner in good standing

    Attends an average of 36 weekends per year.

    Tithes regularly to Westside King Church Participates in WKC community in a consistent and meaningful manner

    19.3.2 Affirms WKCs Statement of Faith, Vision, Values, Mission and Ends Policies.

    19.3.3 Suitable & willing to work under the Policy Governance model which requires aparticular kind of discipline & outlook

    Ability to think about the organizations long-term future

    Ability to deal with abstract, qualitative ideas

    19.3.4 Lives a life that is consistent with biblical principles.

    Date of Adoption: March 11, 2002 (Version 03-03)Monitoring Method: Direct Board Inspection using Trustee Report CardMonitoring Frequency: AnnuallyResponsibility of: Succession Planning and Governance Committee

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    Policy Type: Governance Process

    Policy 20.0 AGENDA PLANNING

    To accomplish its job with a governance style consistent with Board policies, the Board will follow anagenda that completes a re-exploration of Ends and Executive Limitations policies annually.

    Accordingly:

    20.1 The cycle will conclude each year on March 31st so that administrative planning and budgetingcan be based on accomplishing a one year segment of the Boards most recent statement of longterm Ends.

    20.2 The Chairperson, at the commencement of the Boards annual planning cycle, will prepare anagenda for the following years meetings. The chair and the Executive Director will determine theagenda for any particular meeting. All matters that are recommended for board deliberation by

    other members that fall within the governance framework must be added to the agenda within areasonable time frame.

    20.3 The Executive Director and any Board member desiring to recommend any matter for Boarddiscussion will advise the chair at least ten (10) days prior to the scheduled Board meeting. Boardapproval of the agenda will be required at the beginning of each meeting.

    20.4 The Chairperson will determine whether unscheduled board meetings are required.

    20.5 In-Camera Meetings of the Board will be held only for matters requiring the protection of privacyof individuals and/or for personnel, real estate and legal matters where confidentiality is necessaryto protect the interests of all parties involved.

    Date of Adoption: March 11, 2002 (Version 01-02)Monitoring Method: Direct Board Inspection using Trustee Report CardMonitoring Frequency: Each MeetingResponsibility of: Succession Planning and Governance Committee

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    Policy Type: Governance Process

    Policy 21.0 BOARD COMMITTEE PRINCIPLES

    The Board will establish committees to help it in carrying out its governance responsibilities onlywhen deemed appropriate. To preserve board integrity, committees will be used sparingly and willnot interfere with delegation from Board to Executive Director.

    Accordingly:

    21.1 Board committees are to help the Board do its job. Committees ordinarily will assist the Board bypreparing policy alternatives and implications for Board deliberation. In keeping with the Boards broader focus, Board committees will normally not have direct dealings with current staffoperations.

    21.2 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 ordernot to conflict with authority delegated to the Executive Director.

    21.3 Board committees cannot exercise authority over staff. Because the Executive Director works forthe full board, he or she will not be expected to obtain approval of a Board committee before anexecutive action.

    21.4 This policy applies to any group which is formed by Board action, whether or not it is called acommittee and regardless whether the group includes Board members. It does not apply tocommittees formed under the authority of the Executive Director.

    Date of Adoption: March 11, 2002 (Version 01-02)Monitoring Method: Direct Board Inspection using Trustee Report CardMonitoring Frequency: Annually

    Responsibility of: Succession Planning and Governance Committee

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    Policy Type: Board Executive Director Relationship

    Policy 22.0 DELEGATION TO THE EXECUTIVE DIRECTOR

    The Board will communicate its instruction to the Executive Director through written policies thatprescribe the organizational Ends to be achieved, and describe organizational situations and actionsto be avoided, delegating to the Executive Director the authority for operational decisions that are inthe approved budget, that demonstrate a reasonable interpretation of these policies.

    Accordingly:

    22.1 The Board may change Ends and Executive Limitations Policies thereby changing the latitude ofchoice given to the Executive Director and shifting the boundary between Board and ExecutiveDirector domain. However, as long as any particular delegation is in place, the Board will respectand support the Executive Directors reasonable choices.

    22.2Should the Executive Director violate a Board policy, he or she shall promptly inform the Board in

    order to guarantee no violation may be intentionally kept from the Board and must present a solutionand plan to rectify and bring back to compliance. Board response, either approving or disapproving,does not exempt the Executive Director from subsequent and timely judgment of the action.

    Date of Adoption: March 11, 2002 (Version 01-02)Monitoring Method: Performance Evaluation of Executive DirectorMonitoring Frequency: AnnuallyResponsibility of: Succession Planning and Governance Committee

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    Policy Type: Board Executive Director Relationship

    Policy 23.0 AUTHORITY AND ACCOUNTABILITY OF THE EXECUTIVE DIRECTOR

    The Executive Director is the Boards only link to the organization and is accountable fororganizational performance and exercises all authority transmitted into the organization by theBoard.

    Accordingly:

    23.1 The board as a whole or individual board members will never give instructions or exerciseauthority over persons who report directly or indirectly to the Executive Director.

    23.2 The Board will refrain from evaluating, either formally or informally, any staff other than theExecutive Director.

    23.3 The Executive Directors performance will be synonymous with the organizations performance in

    the following areas:

    23.3.1 Accomplishment of board-stated Ends Policies

    23.3.2 Operation within the limitations set out in the board-stated Executive LimitationsPolicies.

    Date of Adoption: March 11, 2002 (Version 01-02)Monitoring Method: Trustee Report Card and Performance Evaluation of

    Executive DirectorMonitoring Frequency: Bi-AnnuallyResponsibility of: Succession Planning and Governance Committee

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    Policy Type: Board Executive Director Relationship

    Policy 24.0 MONITORING EXECUTIVE DIRECTOR PERFORMANCE

    Systematic and rigorous monitoring of Executive Director job performance will be solely against theexpected Executive Director job outputs: organizational accomplishment of Ends policies andorganizational operation within the boundaries established in Executive Limitations policies.

    Accordingly:

    24.1 The purpose of monitoring is to determine the degree to which Board policies are being fulfilled.Information, which does not do this, will not be considered to be monitoring data.

    24.2The Board will conduct a formal Executive Director performance evaluation. The Board will establisha formal process, timeframe and criteria for this function and will make or not make appropriateadjustments to his/her compensation based on the outcome of the review and the requirements setout in the contract.

    24.3 The Board will acquire monitoring data by one or more of three methods.

    24.3.1 Internal report, in which the Executive Director discloses compliance information to theBoard.

    24.3.2 External report, in which an external, disinterested third party selected by the Boardassesses compliance with Board policies

    24.3.3 Direct Board inspection, in which a designated member or members of the Board assesscompliance with the appropriate policy criteria.

    24.4 In every case, the standard for compliance of policies shall be any reasonable Executive Directorinterpretation of the Board policy being monitored.

    24.5The Board can monitor any policy at any time by any method, but will ordinarily depend on a routineschedule.

    Date of Adoption: March 11, 2002 (Version 01-02)Monitoring Method: ED Performance AppraisalMonitoring Frequency AnnuallyResponsibility of: Succession Planning and Governance Committee

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    Policy Type: Board Executive Director Relationship

    Policy 25.0 Unity of Control & Communication

    Clear lines of communication and reporting are essential and therefore only decisions of the Boardacting as a body, by consensus, is binding on the Executive Director.

    Accordingly:

    25.1 The definition of consensus will be as follows:

    After being fully heard, let go of your position and fully support the decision of the majority.

    25.2 Decisions or instructions of individual Board members or board committees are not binding on theExecutive Director except in rare instances when the Board has specifically authorized suchexercise of authority.

    25.3 In the case of Board members or committees requesting information or assistance without Boardauthorization, the Executive Director can refuse such requests that require, in the ExecutiveDirectors opinion, a material amount of staff time or funds or is disruptive.

    25.4 Should the Executive Director wish to submit information to, receive advice, or obtainclarification from the Board he/she should request a meeting of the Board for such purpose.

    Date of Adoption: March 11, 2002 (Version 01-02)Monitoring Method: Tabulation of evaluation form resultsMonitoring Frequency Annually

    Responsibility of: Succession Planning and Governance Committee

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    GLOSSARY OF TERMS

    WKC Westside Kings Church and all of its legal entities and subsidiaries, and any affiliated

    legal entities which it controls or for which it is responsible at law.

    Board Board of Trustees

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    Finance Committee

    Terms of Reference

    These terms of reference define the roles and responsibilities of the Finance Committee of Westside KingsChurch (WKC), as they relate to both the Board of Trustees of WKC (Board) and other standing andad-hoc committees established from time to time.

    Name of Committee

    Finance Committee

    Appointment and Duration

    The Finance Committee, and its Chair, is appointed by the Board. The Finance Committee serves at thepleasure of the Board, and accordingly, it has no set duration. However, the following are recommendedguidelines:

    Ideally, 4 members in total;

    Adjust overall membership, and Chair, no more frequently than once annually and no lessfrequently than once bi-annually;

    With any given membership adjustment, at least one half of the members (following adjustment)should ideally be incumbent members;

    At least one-half of the members should ideally also be full-standing members of the Board;

    At least one member should be a compensation-based employee or consultant of WKC chargedwith the day to day management of WKCs books and finances, regardless of whether that person

    attends WKC.

    Reporting Structure

    The Finance Committee reports to the Board, as frequently as is necessary in order to adequately carry outits general mandate and specific responsibilities.Authority

    All recommendations and decision of the Finance Committee are subject to approval by the Board

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    General Mandate

    The Finance Committee is responsible for ensuring that appropriate policies and procedures are in place,and complied with, in order to safeguard the financial health and integrity of WKC. Accordingly, itsgeneral mandate is to:

    establish all financial policies that govern WKC, for approval by the Board;

    monitor compliance with its policies and report same to the Board; and

    make reports or recommendations from time to time concerning matters of a financial nature, forconsideration by the Board.

    Specific Areas of Responsibility

    In furtherance of its general mandate, the Finance Committee has the authority, subject to approval by theBoard of Trustees, to establish policies, monitor compliance and make reports and recommendations ineach of the following areas:

    Budgets and the Budgeting Process

    Capital Projects

    Building and Campus Development Projects

    Bookkeeping, Accounting and Financial Reporting

    T3010 Filings and Canada Customs and Revenue Agency

    Benevolence

    Collection and Disbursement of Tithes and Offerings

    Audit

    Financial Controls and Signing Authorities

    Compensation of Senior Pastor

    Expense Accounts and Reimbursement

    Insurance Coverage, Liability and Risk Management

    Corporate and Organizational Structure of WKC and its related entities

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    Board of Trustees

    Terms of Reference

    These terms of reference define the roles and responsibilities of the Board of Trustees of Westside KingsChurch (WKC).

    Name of Committee

    Board of Trustees

    Members and Chair

    As of November 29, 2005, the Board of Trustees consists of:

    Brad Hayden, Chair Tom Medvedic Vice-Chair and Chair of Finance Team

    Ian Pietersma Jennifer Adkins Brenda Banda Johnson

    Tom Medvedic Sandi Loutitt Tom Morris (Executive Director non-voting)

    Appointment and Duration

    Appointments are made at the pleasure of the Board following a thorough selection process and eachmembers performance. Compatibility with the needs of WKC will be reviewed annually regardless oftheir designated service commitment:

    The Board will maintain a size of 7 9 elected members. Members shall serve no more than three, twoyear terms and must have a minimum 2 year break before being eligible to serve again. Membersperformance will be reviewed annually.Reporting Structure and Liaison

    The Board of Trustees liaisons directly with the Executive Director and speaks with one voice through itspolicies.

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    General Mandate

    To govern WKC, to set the direction and maintain the health and welfare of the organization as a whole.Responsibilities

    Identify, research, discuss, debate and determine the vision outcomes that are to be achieved.

    Set the policies that staff will follow in working to accomplish the vision outcomes.

    Oversee and regularly monitor organizational performance.

    Ensure compliance with Board policies and with relevant regulations and statutes.

    Establish and maintain a relationship with stakeholders.Authority and Accountability

    The authority of the Board rests in the Board as a whole and not in the members acting individually. TheBoard is accountable morally and legally to WKC Society and exists to act on behalf of all people whoattend WKC and anyone else that is affected by its decisions. The Board is also accountable to itselfaccording to the policies that guide and direct its governance behavior.

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    Succession Planning & Governance Committee

    Terms of Reference

    These terms of reference define the roles and responsibilities of the Succession Planning & GovernanceCommittee of Westside Kings Church (WKC), as they relate to both the Board of Trustees of WKC(Board) and other standing and ad-hoc committees established from time to time.

    Name of Committee

    Succession Planning & Governance Committee

    Appointment and Duration

    The Board appoints the Succession Planning & Governance Committee, and its Chair, annually. TheSuccession Planning & Governance Committee serves at the pleasure of the Board, and accordingly, it has

    no set duration. The following are recommended guidelines for the Committees structure:

    2 3 members in total, appointed from and by the Board and the Chairperson

    General Mandate

    The Succession Planning & Governance Committee is responsible for ensuring that appropriate policiesand procedures are in place, and complied with, for the following:

    Succession planning, primarily for senior church positions, including the Senior Pastor, AssociatePastors (in conjunction with the Senior Pastor) and Board Members.

    Governance

    The Committees authority to act and accountability is dependant on Board approval.

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    Ends and Executive Limitations Monitoring Form

    PolicyNumber

    Policy Title Method Frequency Schedule

    1.0 Ends

    2.0 Financial Condition & Activities Internal Report 3 times/year Oct., Jan, May

    Review of year-end Financial statements External Report Annually November

    3.0Financial Budgeting and Planning(including Budget approval)

    Internal Report Annually June

    4.0 Expense Management Internal Report 3 times/year Oct., Jan., May

    5.0 Asset Protection Internal Report Annually September

    6.0 Contracts Internal Report Annually April

    7.0 Campus Development and Capital Projects Internal Report 3 times/year Oct., Feb., May

    8.0 Fundraising Internal Report 3 times/year Oct., Feb., May

    9.0 Treatment of Staff and Volunteers Direct Inspection Annually March

    10.0 Compensation & BenefitsInternal Report andDirect Inspection

    Annually November

    11.0 Leadership Values Direct Inspection Annually February

    12.0 Emergency Executive Succession Direct Inspection Annually March

    13.0 Communication & Support to the BoardDirect Board

    InspectionEach Meeting

    14.0 Governing Values & StyleDirect Board

    InspectionEach Meeting

    15.0 Board Job DescriptionDirect Board

    InspectionEach Meeting

    16.0 Chairpersons RoleDirect Board

    Inspection Each Meeting

    17.0 Board Members Code of ConductDirect Board

    InspectionEach Meeting

    18.0Responsibilities of Individual BoardMembers

    Direct Inspection Annually April

    19.0 Board Composition & Succession Planning Direct Inspection Annually April

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    PolicyNumber

    Policy Title Method Frequency Schedule

    20.0 Agenda Planning Direct Inspection Each Meeting

    21.0 Board Committee Principles Direct Inspection Annually September

    22.0 Delegation to the Executive DirectorPerformanceEvaluation

    Annually April

    23.0Authority and Accountability of theExecutive Director

    Report Card andEvaluation

    Bi-Annually Oct., April

    24.0 Monitoring Executive Director PerformanceED Performance

    AppraisalAnnually April

    25.0 Unity of Control and CommunicationTabulation of

    evaluation formresults

    Annually September