ontario college of teachers ordre des ontario€¦ · the health of the organization and the...
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Ontario College of Teachers Governance 101 1
Governance 101
Elizabeth Papadopoulos Derek Thompson
IFTRA
Nov. 4-5, 2014
Ontario College of Teachers Ordre des enseignantes et des enseignants de l’Ontario
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Ontario College of Teachers Governance 101 2
What is Governance?
Governance is the processes and practices
through which an entity organizes itself to
achieve its mandate. It is concerned with the
structures and procedures for decision-making,
accountability, control and codes of conduct. It is
expressed through legislation, policies and by-
laws, and informal norms. The goal of effective
governance is a robust organization that achieves
peak performance and is accountable to the
people it serves.
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Ontario College of Teachers
Principles
of
Governance
Governance 101 3
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Ontario College of Teachers
Principles of Governance
• Responsibility – legislative responsibilities of organization
• Accountability – to members, public, government
• Critical Capacity in Oversight – regularly monitoring performance
Governance 101 4
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Ontario College of Teachers
Principles of Governance
• Governance is about steering not rowing – Difference between governance and operations
• Creation of strategies/vision – Long term, unity in goals/vision statement is critical
• Risk Management – Publicized audits, succession planning, foresight
strategies
Governance 101 5
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Ontario College of Teachers
Governance
and
Professional Regulation
Governance 101 6
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Ontario College of Teachers
Public Interest
• Mandate of the College to “serve and protect the
public interest”
– Council must be accountable to members of the public
• Council must always strive to find out what the
public interest is in order to protect it
– market research, surveys, focus groups
• Council must take steps to incorporate the public
interest into its decision-making processes
Governance 101 7
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Ontario College of Teachers
Apprehension of Bias
• Regulating in the public interest means regulatory
activities are in the public spotlight
– added scrutiny when members regulate themselves
• There must be no actual or even perceived bias on
the part of Council members
• Robust conflict of interest rules/guidelines and
ongoing training are necessary to ensure
governance is not affected by apprehension of bias
Governance 101 8
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Ontario College of Teachers
Government Relations
• Due to governing legislation, regulators must
often work closely with the government to meet
goals
• Good governance in the professional regulation
sector means developing good working
relationships between the regulator and the
government Council plays a large role
– effective communication, monitoring relationship,
accountability
Governance 101 9
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Ontario College of Teachers
Good Governance
and the
Ontario College of Teachers
Governance 101 10
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Ontario College of Teachers Governance 101 11
Where does the authority to govern come from?
• Delegated legislative authority has been given to
the College by the provincial government to
regulate the profession in the public interest
through the Ontario College of Teachers Act
• The College is a creature of statute. It must do
what it is required in its legislation and it can only
do what it is empowered to do in its legislation,
regulations and bylaws
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Ontario College of Teachers
Tools and Tactics for Good Governance • Governance instruments
• Monitoring performance
• Effective communication
• Separation of management and
operations
• Ongoing Training
• Governance Committee
Governance 101 12
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Ontario College of Teachers
What is a governance instrument?
• A governance instrument is a guideline to those in
a position to exercise authority
• It can, for example: empower, limit, delegate,
authorize, prescribe, or prohibit action
• In practice, this involves the creation of long-term
organizational plans and policies and guiding
frameworks that conform to the legislative
mandate e.g. setting a vision, creation of
strategic priorities (unity in vision/priorities is key)
Governance 101 13
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Ontario College of Teachers
How is organizational performance monitored?
• CEO reports to the Board
– In many organizations, this involves reporting on Key
Performance Indicators (KPIs), which are designed to
measure organizational performance on specific metrics
identified by the Board.
• To measure performance, there must be a clear
understanding of what is being measured and why
Governance 101 14
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Ontario College of Teachers
Effective Communication
• Information about organizational performance is
communicated to the Board in a variety of ways
• At the College:
– Registrar’s report
– Committee reports
• Open channels of communication between the
Board and the CEO
Governance 101 15
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Ontario College of Teachers
Separation of Management from Operations
• Board is responsible for assuring that an
organization fulfills its legal and moral obligations
to its constituencies.
– The College’s only constituency is the PUBLIC, per the
legislative mandate in the OCTA
– But there are many stakeholders affected by our work
• Board is also legally and morally accountable for
the health of the organization and the fulfillment
of the organization’s mission. Governance 101 16
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Ontario College of Teachers Governance 101 17
Separation of Management from Operations (cont’d)
• The CEO of any organization is responsible for:
– Advising and providing research and caution to the
Board in their decision making
– Implementing decisions made by the Board
– Reporting on the implementation
• But ultimately CEOs must let the Board of
Directors make decisions
• At the College, this means letting Council and
Committees decide
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Ontario College of Teachers
How does the Board do its work?
• Board must focus on asking questions of CEO
– This is the due diligence required to make decisions
• Council must act as the Board of Directors while
simultaneously carrying out its regulatory
functions through its committee work
Governance 101 18
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Ontario College of Teachers
How does the CEO fit in?
• CEO accountable to Board as a whole, not to
individual members of Board
• Therefore, only the Board as a whole (through
majority vote) has the authority to give direction to
the CEO
– Executive has a role in between Council meetings under
the OCTA
• CEO represents the organization; Chair represents
the Board
Governance 101 19
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Ontario College of Teachers
What about the Registrar?
• At the College, additional duties exist for CEO as
the legislation defines the CEO as also being the
Registrar
– Not all regulators have CEOs that serve this dual
function
Governance 101 20
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Ontario College of Teachers
Role of the Registrar/CEO
• Directs staff in day to day operations of the regulator, as mandated by OCTA
• Important conduit between Council and staff members
• Must be acutely aware of, and effectively address, potential challenges/risks in Council-staff relationships
Governance 101 21
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Ontario College of Teachers Governance 101 22
What are staff responsible for?
• Staff report to the CEO
• In so doing, they assist the CEO in advising,
Council and implementing Council
decisions
• Staff do not report to Council individually,
but through the CEO
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Ontario College of Teachers
Staff and Council Committees
• While committees work on behalf of Council, the
committee staff works on behalf of the Registrar
• Authority stems from governing legislation:
– Ontario College of Teachers Act to Council
– Council to the CEO/Registrar
– CEO/Registrar to staff
Governance 101 23
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Ontario College of Teachers
Ongoing Training
• Training is essential to the effective functioning of
the Board
• At the College, training starts with an orientation
session to discuss how to achieve good
governance roles of Board, CEO and staff;
governance instruments, monitoring performance;
operations etc.
• Continuous training sessions on good governance
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Ontario College of Teachers
Governance Committee
• At its October 1-2, 2014 meeting, Council
approved the merger of the Election and
Nomination Committees into the Governance
Committee (to take effect on July 1, 2015)
• The Governance Committee is unique in that it
will be the first committee to maintain an overall
understanding of Council and committee needs
Governance 101 25
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Ontario College of Teachers
Governance Committee
• The Governance Committee will take on new
responsibilities in addition to those of the Election
and Nomination Committees
• Its new responsibilities may include:
– recommending changes to Council/committee structure
– conducting governance audits
– establishing accountability tools for Council members
– undertaking succession planning
– developing risk assessment strategies
Governance 101 26
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Ontario College of Teachers Governance 101 27
In summary
• The board focuses on ends (e.g., results) and the
CEO focuses on the means to achieve the ends
established by the board.
• The board establishes these ends through dialogue
with management, as staff are the experts in the
work of the organization.
• There is a difference between governance and
management – but there are also similarities and
overlaps. The distinction is one of judgment and
organizational evolution.
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Ontario College of Teachers
Questions?
Governance 101 28
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Ontario College of Teachers
Contact
• Liz Papadopoulos - Chair of Council - Ontario
College of Teachers
• Derek Thompson - Convener of GTC Scotland
Council
Governance 101 29