CNA Board Governance Sample Clauses

CNA Board Governance. The CNA shall require executive leadership and Board members to annually disclose and certify Board members’ personal interests that may be affected by CNA and AbilityOne Program business and transactions and the decisions of the Board. The CNA shall publish a summary of its annual disclosures on its public website by July 1 or within thirty (30) days of any change to Board membership, a Board of Directors Disclosure Report in the historical format under the predecessor Agreement, except that the Disclosure Report shall also include the complete list of the CNA’s Board of Directors. The CNA shall also maintain records indicating recusal of Board members and the reason for the recusal. To avoid the appearance of an impropriety and improper influence, the composition of the CNA’s Board of Directors shall not be composed of current CNA employees other than the CEO in a non-voting ex Officio capacity, have no greater than 40% composition of voting Directors from current AbilityOne Program NPAs, not be composed of less than 25% people who are blind or disabled, and shall actively seek participation by people who are blind or have disabilities. Additionally, the CNA shall ensure board officer positions (Chair, Vice-Chair) are not filled by AbilityOne Program NPA executives, that no CNA executive(s) (i.e. VPs and above) serve as board members of AbilityOne Program NPAs, and that no CNA executive(s) (i.e. VPs and above) serve as board members of associations representing AbilityOne program NPAs. The CNA shall also ensure that no executives and/or board members of associations representing AbilityOne Program qualified NPAs serve as board members of the CNA, other than a member of the National Council of SourceAmerica Employers (NCSE) Executive Team. This requirement does not preclude the founding National Nonprofit Agencies (NNAs) from sitting on the CNA Board. The CNA shall maintain an audit committee to oversee the CNA’s financial affairs, and audits are conducted by an independent auditing firm that is overseen by the audit committee. Finally, the CNA shall provide the Commission with public Board meeting minutes when requested by the Commission.
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CNA Board Governance. The CNA shall require executive and board members to disclose and certify annually, and prior to any Board decision where the memberspersonal interests may be affected by CNA and AbilityOne Program business and transactions. The CNA 1. Not be composed of current CNA employees other than the CEO in a non-voting ex Officio capacity; 2. Have no greater than 40% composition of voting Directors from current AbilityOne Program NPAs; 3. Not be composed of less than 25% people who are disabled, and shall actively seek participation by people with disabilities; 4. Ensure board officer positions (Chair, Vice-Chair) are not filled by AbilityOne Program NPA executives; 5. Ensure that no CNA executive(s) (i.e. VPs and above) serve as board members of AbilityOne program NPAs; 6. Ensure that no CNA executive(s) (i.e. VPs and above) serve as board members of associations representing AbilityOne program NPAs; 7. Ensure that no executives and/or board members of associations representing AbilityOne Program qualified NPAs serve as board members of the CNA, other than a member of the National Council of SourceAmerica Employers (NCSE) Executive Team. This requirement does not preclude the founding National Nonprofit Agencies (NNAs) from sitting on the CNA Board; 8. Maintain an audit committee to oversee the CNA’s financial affairs, and audits are conducted by an independent auditing firm that is overseen by the audit committee; and 9. Upon written request from the Commission, provide to the Commission, for Commission review only, the Meeting Minutes of any public meeting/session.
CNA Board Governance. The CNA shall establish a Board of Directors that meets the following requirements: 1. Not be composed of current CNA employees other than the CEO in a non-voting ex officio capacity; 2. Have no greater than 20% composition of Directors from current AbilityOne Program NPAs to avoid the appearance ofself-dealing;

Related to CNA Board Governance

  • Governance (a) The HSP represents, warrants and covenants that it has established, and will maintain for the period during which this Agreement is in effect, policies and procedures: that set out a code of conduct for, and that identify the ethical responsibilities for all persons at all levels of the HSP’s organization; to ensure the ongoing effective functioning of the HSP; for effective and appropriate decision-making; for effective and prudent risk-management, including the identification and management of potential, actual and perceived conflicts of interest; for the prudent and effective management of the Funding; to monitor and ensure the accurate and timely fulfillment of the HSP’s obligations under this Agreement and compliance with the Enabling Legislation; to enable the preparation, approval and delivery of all Reports; to address complaints about the provision of Services, the management or governance of the HSP; and to deal with such other matters as the HSP considers necessary to ensure that the HSP carries out its obligations under this Agreement. (b) The HSP represents and warrants that: it has, or will have within 60 Days of the execution of this Agreement, a Performance Agreement with its CEO that ties a reasonable portion of the CEO’s compensation plan to the CEO’s performance; it will take all reasonable care to ensure that its CEO complies with the Performance Agreement; it will enforce the HSP’s rights under the Performance Agreement; and a reasonable portion of any compensation award provided to the CEO during the term of this Agreement will be pursuant to an evaluation of the CEO’s performance under the Performance Agreement and the CEO’s achievement of performance goals and performance improvement targets and in compliance with Applicable Law. “compensation award”, for the purposes of Section 9.3(b)(4) above, means all forms of payment, benefits and perquisites paid or provided, directly or indirectly, to or for the benefit of a CEO who performs duties and functions that entitle him or her to be paid.

  • Governing Board The School shall be governed by a board (the “Charter Board”) in a manner that is consistent with the terms of this Certificate so long as such provisions are in accordance with state, federal, and local law. The Charter Board shall have final authority and responsibility for the academic, financial, and organizational performance of the School. The Charter Board shall also have authority for and be responsible for policy and operational decisions of the School, although nothing herein shall prevent the Charter Board from delegating decision-making authority for policy and operational decisions to officers, employees and agents of the School, as well as third party management providers.

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