1. Purpose
This policy establishes a clear, fair, and transparent process to:
-
assess the readiness of the President-Elect to assume office;
-
remove the President or President-Elect from their role where there are substantiated concerns related to performance, competence, or conflict of interest; and
-
ensure governance integrity in leadership roles is exercised in accordance with the Association’s bylaws, policies and governance practices.
This policy supports the Board’s responsibility for oversight of operations leadership while ensuring procedural fairness.
2. Authority
This policy is adopted pursuant to the Corporation's bylaws and applicable legislation.
The President and President-Elect are selected by the membership in accordance with the Association’s bylaws and serve as executive officers of the Association. They are accountable to the Board for the performance of their duties.
Where there is a conflict between this policy and the bylaws or legislation, the bylaws and legislation prevail.
3. Scope
This policy applies to:
-
the President (as the Association’s elected executive officer); and
-
the President-Elect, prior to assuming the presidency.
4. Grounds for Removal
Removal of a President or President-Elect is an extraordinary governance measure and is not intended to address routine disagreements, isolated errors in judgment, or concerns that can reasonably be resolved through feedback, coaching, corrective action, or other less restrictive means. The Board will consider removal only where the circumstances are serious and substantiated.
The President or President-Elect may be removed from office, at the decision of the Board, for one or more of the following reasons:
4.1 Performance
Persistent failure to fulfill the duties of the role, including:
-
failure to carry out responsibilities defined in the bylaws, employment agreement (if applicable), or role description; or
-
failure to implement Board direction or approved strategic priorities;
Removal may also be considered on the basis of documented instances where the President or President-Elect's conduct and/or decision-making places the Association at undue risk, which includes behaviour that could reasonably damage the Association’s reputation, undermine stakeholder trust, and/or expose the Association to legal, financial, or operational harm.
4.2 Competence
Demonstrated inability to meet the expectations of the role, including:
-
failure to meet governance, fiduciary, or operational responsibilities expected of an executive officer;
-
inability to maintain an effective working relationship with the Board;
-
behaviour that undermines confidence in the Association’s leadership.
4.3 Conflict of Interest
A material conflict of interest that:
-
cannot be adequately managed under the Association’s bylaws or policies; or
-
has resulted in, or is reasonably perceived to result in, harm to the Association’s integrity, reputation, or decision making.
5. Initiation of a review of Presidential performance
5.1 A review under this policy may be initiated by:
-
a resolution of the Board; or
-
a written request submitted to the Chair of the Board by at least three (3) Board members.
5.2 The Chair of the Board (or designate) is responsible for administering the process.
5.3 The initiation of a review does not imply wrongdoing and is not, in itself, disciplinary.
6. Review Process
6.1 The Board shall assign the review to the Governance and Nominations Committee or other ad hoc committee as appropriate, excluding the individual under review.
6.2 The Committee shall:
-
identify and document the specific concerns;
-
provide the President with written notice of the concerns;
-
gather relevant information and evidence; and
-
provide a reasonable opportunity to respond, in writing and/or in person.
6.3 The process shall be conducted in a manner that is:
-
fair,
-
timely, and
-
confidential.
7. Decision and Potential Outcomes
7.1 The Committee shall provide a written recommendation to the Board based on the findings from the review.
7.2 Based on the Committee’s findings, the Board may determine one of the following outcomes:
-
no further action;
-
remedial action (e.g., performance expectations, coaching, or conditions); or
-
removal from the position of President.
7.3 Removal of the President requires:
-
a duly constituted Board meeting with quorum; and
-
an affirmative vote of not less than two-thirds of Board members present and voting.
7.4 The President shall not be present during Board deliberation or voting on the matter, except to provide a response if requested by the Board.
8. Assessment and Removal of the President‑Elect
8.1 Purpose of Assessment
The Board shall assess the President-Elect’s readiness to assume the presidency to ensure continuity of effective leadership.
8.2 Timing
The assessment shall occur:
-
Typically no later than four months before the scheduled transition to President; or
-
At any point if a serious concern arises that exposes the Association to potential reputational, operational, legal, or financial harm.
8.3 Assessment Criteria
The assessment may consider:
-
readiness to assume executive leadership responsibilities;
-
demonstrated understanding of the Association’s governance and strategic priorities;
-
engagement in transition activities and Board interactions;
-
ability to maintain effective working relationships;
-
compliance with policies, including conflict of interest;
-
conduct and decision making that avoids placing the Association at undue risk, including behaviour that could reasonably damage the Association’s reputation, undermine stakeholder trust, or expose the Association to legal, financial, or operational harm.
8.4 Assessment Process
The Board in conjunction with the Governance and Nominations Committee (or designated committee) shall:
-
review documented performance and engagement;
-
seek input from Board members and, where appropriate, Association staff or stakeholders;
-
provide written feedback to the President‑Elect; and
-
provide an opportunity for the President‑Elect to respond and address concerns.
8.5 Outcomes of Assessment
The Board may determine that:
-
the President‑Elect is ready to assume office;
-
the President-Elect is ready to assume office subject to defined conditions; or
-
the President‑Elect is not ready to assume office.
8.6 Removal of President‑Elect Prior to Assumption of Office
Where the Board determines that the President‑Elect is not ready to assume office, and the concerns meet the grounds set out in Section 4, the Board may remove the individual from the position of President‑Elect.
Removal requires:
-
completion of the assessment and review process described in this section;
-
written notice of intent to remove, including specific reasons;
-
an opportunity for the President‑Elect to respond;
-
a duly constituted Board meeting with quorum; and
-
an affirmative vote of not less than two-thirds of Board members present and voting.
10. Effect of Removal (General)
10.1 Removal from the office of President or President‑Elect:
-
takes effect immediately upon the decision;
-
does not, by itself, affect the individual’s membership status.
10.2 The Board shall assess the circumstances, including the timing within the election cycle, in order to determine the appropriate course of action, which may include conducting an election for a new President‑Elect or implementing interim measures in the event of the removal of the sitting President.
11. Confidentiality and Records
All proceedings under this policy shall be treated as confidential, subject to applicable legal requirements. Records shall be retained in accordance with the Association’s records policies.
12. Policy Review
This policy shall be reviewed periodically to ensure alignment with:
-
the Association’s bylaws;
-
legislative requirements; and
-
good governance practice.
Approved (UWSA Board of Directors): August 19, 2026