DCMI Governing Board/procedures

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Contents

Scope of Work

The DCMI Governing Board oversees the activities of DCMI and its Directorate, provides oversight on matters of finance and policy and contributes to the promotion of the Initiative through liaisons with the public and private sectors.



Public Record

With the exception of matters requiring confidentiality, the deliberations and decisions of the Board are public record.



Governing Board Chair

The duties of the Chair:

  1. The Governing Board Chair performs the customary duties of a Chair in organizing and advancing the business of the Governing Board
  2. The Governing Board Chair serves as Vice-Chair of the Membership and Finance Committee
  3. The Governing Board Chair systematically reports to the Executive Committee
  4. The Governing Board Chair shepherds extraordinary Board matters needing attention by the Executive Committee
  5. The Governing Board Chair shepherds Executive Committee matters through the Governing Board


Standard term of office:

  • The Chair-Elect shall become Chair following the close of the next Annual Meeting of the Governing Board and shall serve to the close of the following Annual Meeting of the Governing Board



Governing Board Chair-Elect

The duties of the Chair-Elect:

  1. The Governing Board Chair-Elect serves as Chair of the Membership and Finance Committee
  2. If the Governing Board Chair is unavailable to perform the duties of the Chair, or the Chair position is vacant, the Governing Board Chair-Elect shall perform the duties of the Governing Board Chair until the Chair may resume his or her duties, or, if the office is vacant, the Chair-Elect shall become Chair, and the Board will elect a new Chair-Elect


Standard term of office:

  • The prospective Chair-Elect shall become Chair-Elect following the close of the next Annual Meeting of the Governing Board and shall serve to the close of the following Annual Meeting of the Governing Board



Governing Board Past-Chair

The duties of the Past-Chair:

  1. The Governing Board Past-Chair serves as Chair of the Nominations & Bylaws Committee
  2. The Governing Board Chair may appoint the Past-Chair to short-term special assignments such as leading a Governing Board task force


Standard term of office:

  • The Chair shall become Past-Chair following the close of the next Annual Meeting of the Governing Board and shall serve to the close of the following Annual Meeting of the Governing Board



Meetings

  1. The Governing Board shall hold periodic meetings, at least one each calendar quarter
  2. The Governing Board shall hold an Annual Meeting in conjunction with the annual International Conference on Dublin Core and Metadata Applications
  3. Official minutes of each Board meeting shall be taken, edited and issued



Reporting Structure

  1. The Governing Board reports to DCMI's host agency, ASIS&T, on matters that may affect or place at risk ASIS&T's charitable status or other matters of import to ASIS&T
  2. All DCMI units including the Advisory Board, the Technical Board, and the Executive Committee are subordinate to the Governing Board
  3. Directorate Personnel report to the Executive Committee and serve at the will of the Governing Board
  4. Governing Board Committee & Task Group Chairs systematically report to the Governing Board Chair



Powers of the Governing Board

  1. The Governing Board is charged with the general oversight of the structure and activities of DCMI
  2. The Governing Board has final approval over the hiring, promotion, re-assignment, termination and all other general personnel matters related to the DCMI Directorate
  3. The Governing Board has final approval of DCMI's budget, expenditures, revenue-related and fundraising activities
  4. The Governing Board has oversight over all contracts and DCMI's conduct of legal matters
  5. The Governing Board is empowered to modify the official bylaws governing DCMI
  6. The Governing Board is empowered to elect its own officers including the conduct of special elections to fill vacancies that may arise from unfinished terms of service



Special Circumstances

  1. For cause the Governing Board may dismiss any officer or member of any DCMI Committee or other unit, such power to be exercised only after reasonable effort has been made to address the cause so that dismissal may be avoided
  2. In the unlikely event that circumstances cause the Governing Board to order the dissolution of DCMI, the Governing Board is empowered to make all decisions as to the manner of DCMI's dissolution including the transfer and/or liquidation of assets



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