Human Resources Committee charter

1. Mandate

1.1 The mandate of the Human Resources Committee of the Board of Management (hereafter "the Committee") is to assist the Board of Management ("the Board") in fulfilling its oversight responsibilities by reviewing the management of human resources within the Agency and providing recommendations and advice on the Agency's human resources management strategies, initiatives, and policies.

2. Composition

2.1 The Committee will be comprised of a minimum of at least three directors from the Board, including a Chair, a Vice-Chair, and the Commissioner.

2.2 Based upon changes in Board membership throughout the year, the Chair of the Board, in consultation with the Chair of the Committee, will review the composition of the Committee and recommend to the Board any changes in Committee membership. All changes in Committee membership will be approved by resolution of the Board at the earliest opportunity.

3. Responsibilities and duties

3.1 To fulfill the mandate bestowed upon it by the Board, the Committee will:

1. review and monitor the development of the Agency's human resources management strategy to determine whether human resources plans and initiatives will enable the Agency to achieve its strategic objectives;
2. review and monitor the processes in place for succession planning within the Agency;
3. review and, when appropriate, recommend to the Board approval of the Agency's human resources policies;
4. review the Agency's negotiating mandate, collective bargaining process, and collective agreements, and when appropriate, recommend their approval to the Board;
5. review the terms and conditions of employment for executives and non-represented employees, and may recommend the approval of same to the Board;
6. review and make recommendations to the Board on the Agency's compliance with legislative requirements in areas dealing with human resources management such as the Canada Labour Code, the Official Languages Act, and the Employment Equity Act;
7. review investments and strategies for employee training, education, and development;
8. develop a Human Resources Committee work plan on an annual basis, identifying priorities and objectives; and
9. undertake any other duties the Board may delegate to the Committee.

3.2 In discharging its duties under this mandate, each member of the Committee shall be obliged to exercise the care, diligence and skill a reasonable person would exercise in comparable circumstances.

3.3 In discharging its duties under this mandate, the Committee may seek and rely in good faith upon any report of a lawyer, accountant, an officer of the Agency or any other person whose profession provides credibility to the statement made by such person.

4. Operating procedures

4.1 Meetings

Meetings of the Committee will take place in accordance with the procedures set out in sections 9, 17, and 18 of Board of Management By-law #1. All meetings of the Committee are closed meetings. At the start and at the end of each meeting of the Committee, there may be an in camera session scheduled on the agenda. There may also be an in camera session with the Commissioner scheduled on the agenda, at the beginning and/or the end of each meeting of the Committee.

Directors, who are not members of the Committee, may attend the in camera sessions as observers, upon consent of the Committee Chair

Finally, the Chair of the Committee may adopt any combination of in camera sessions as he/she may deem appropriate

Section 7.1 of the Board of Management Governance Manual, "Meeting Modalities", defines and describes the procedures for closed and in camera meetings / sessions.

4.2 Absence of Committee Chair

In the absence of the Committee Chair, the Committee Vice-Chair will act as Chair.

4.3 Secretary

Unless the Committee specifies otherwise, the Corporate Secretary will act as Secretary for all meetings of the Committee.

4.4 Reporting to the Board

The Committee, through its Chair, will report to the Board, in an abridged manner, on the day following the regularly scheduled Committee meetings while ensuring the following elements are included in the report:

• giving an overview of items discussed;
• inviting comments or questions from other Board members; and
• bringing any recommendations and/or decisions for the Board.

4.5 Minutes

Minutes of each meeting of the Committee will be prepared by the Secretary or his or her staff and provided to members for review and approval at the next in-person meeting of the Committee.

4.6 Reading material

Reading material for each Committee meeting will be available in both official languages and provided to Committee members by the Corporate Secretary far enough in advance of the scheduled Committee meeting as will allow members sufficient time to review the material. Committee members will be expected to have read the material prior to the meeting and thus will be expected to participate fully in Committee discussions on the subject matter contained within the reading material.

4.7 Legal advice

At any time Committee members may seek legal advice from the legal counsel assigned to the Board of Management by the Canada Revenue Agency. All requests for advice will be made in writing to the Agency's legal counsel, with a copy provided to the Corporate Secretary.

Date modified:

2017-05-09