Page 23 - October 2023

GOVERNANCE & NOMINATING COMMITTEE MINUTES (DRAFT)
SEPTEMBER 11, 2023
Members Present: Bill Corwin, David Blaikie, Malcolm Macleod, Bobby Krause (non-voting) Member Present via Zoom: Mike Miller
Other Present: Sharon Wood
Bill chaired the meeting.
1. Approval of Minutes of March 20, 2023 meeting Minutes were approved as presented.
2. Matters arising from the Minutes There were no matters arising.
3. Potential Board Member
Bill noted that the list should be updated as appropriate, and Directors should be encouraged to submit any recommendations they may have.
Although the Committee is not actively recruiting at this time, the timeline for needing to add at least one, if not two, Directors was discussed. Malcolm will age off of the Board in September 2026 and Sherry is up for re-election in March of 2026. The Committee agreed that it would be prudent to begin a more diligent search in 2024 with a goal of electing and on-boarding any new Directors in 2025. Having some overlap time with the experienced Directors would likely be most beneficial.
4. Review of recruitment process
Consensus was that the new process developed by the Governance Task Force had worked very well with the recruitment and on-boarding of the newest Director. The process had been very deliberate. It included multiple voices (the CEO, the Board Chair, the Committee Chair), plus a Director who knew the candidate. The timeline was positive for both JSF and the candidate. It was noted that Malcolm’s book will also be a resource in future recruitments.
When asked for her impressions of the process, Angelique had affirmed how positive the experience had been for her. She expressed that she liked the “high touch” intentional approach, the clear expression of expectations, and having the opportunity to attend a Grant Program Committee meeting and get to know the Directors prior to her making any decision on her interest. She found everyone friendly and professional. She noted how useful the materials in Diligent Boards had been for her as well.
5. Other business
It was suggested that there should be some kind of recognition of Maridel Moulton’s many years of service to JSF. It was
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