GOVERNING COUNCIL

The authority for the governance of the Academy and the fiduciary responsibility for the Academy shall be vested in a Governing Council (the “Council”). It shall be responsible for reviewing and ensuring the adequacy of all of the Academy’s governance procedures.

The Council shall determine the number, place, and time of meetings of members in accordance with the Academy’s Bye-Law. The Council may assess dues of Fellows, Corresponding and Honorary Fellows. The Council may suspend, expel, or disenfranchise a Council of the Academy for cause by an affirmative vote of two-thirds of the members of the Council.

The Council shall approve the Committee on Membership’s list of Fellows, Corresponding and Honorary Fellows for election to the Academy and may remove the name of any nominee on the list. The Council’s list of newly elected Fellows shall be published by the General Secretary.
The Council, working in collaboration with the Academy’s Executive Director and staff, will ensure that the strategic direction of the Academy is carried out. The Governing Council shall carry out their duties

Composition of the Governing Council

The Council shall be composed of not fewer than nine nor more than twenty-one members including Directors of the Council and the Officers of the Academy.

The number of Directors may be altered by an affirmative vote of a majority of the members of the Council then in office. The members of the Council shall represent a diversity of regions, disciplines, and professions, including academic, financial, and organizational expertise.

The Officers shall include the Chair of the Governing Council, the Chair of the Council (who shall serve as a Vice Chair of the Council), the Chair of the Trust (who shall serve as a Vice Chair of the Council), other Vice Chairs as the Council may deem necessary, the Treasurer, the Secretary, and the President.

Only Fellows are eligible to serve as Directors of the Council or Officers of the Academy.

Responsibilities

• The Governing Council will:
  Ratification of the general policy of the Academy
• Ratification of short term and long term projects of the Academy
• Ratification of the budget
• Ratification of the bylaw.
• Election or re-election of the Executive Committee members and holding them accountable to it.
• Make the final decisions regarding acceptance of those nominated for membership and the Suspension or termination of membership.
• Determine Academy’s strategic direction
• Hire the school leader
• Support the school leader and evaluate the leader’s performance
• Put processes in place to ensure effective organizational planning
• Protect Academy’s assets and ensure availability of resources
• Oversee Academy’s programs and services
• Enhance Academy’s public standing
• Promote legal and ethical behavior and accountability
• Recruit and train new board members and assess board performance

Individual board members will:

• Attend all board and committee meetings
• Review the agenda and supporting materials before board and committee meetings
• Keep informed about Academy’s’ mission, services, policies, and programmes
• Serve on committees as necessary
• Be an ambassador for the Academy
• Keep up-to-speed on developments in charter school issues
• Follow board policies, in particular the anti-nepotism and conflict of interest policies, and maintain confidentiality where appropriate
• Refrain from making special requests of the staff
• Assist the board in its fiduciary duties by ensuring that the public’s assets are effectively used and that the public’s and AIRSTD’s interests take precedence over personal interests
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