UWSA organizational structure
The work of the UWSA falls into two categories, which we refer to as governance and operations.
The Board of Directors is focused on governance: it's responsible for long-term planning, overseeing the big picture, and ensuring the sustainability of the association. It delegates responsibility for UWSA operations to the president.
Operations Team
The UWSA president leads the Operations Team in doing the day-to-day work of the Association: delivering programming and services to members and advocating on behalf of staff.
This team includes three full-time UWSA employees—the staff advocacy officer, communications officer, and membership and volunteer coordinator—as well as the president-elect and past president.
Overview of the director role
The Board of Directors provides governance, financial, and long-term strategic oversight for the Association. All UWSA members are eligible for election to the board for three-year terms.*
The Board only has power when it meets collectively, which means a lot of meetings. Directors are expected to:
- prepare for all meetings by reviewing past meeting notes, considering the topic at hand, and establishing a perspective on the topic;
- attend at least 75% of Board and assigned committee meetings;
- actively participate in all meetings and bring your best ideas to the table; and
- participate in training and development activities organized by the board.
The Board typically meets from 1:30 to 3:30 p.m. on the last Tuesday of each month. Directors must be available for these meetings. Meetings are in person with a virtual option.
*Directors end their terms early for all kinds of reasons; don't let being on a shorter contract stop you from running!
Legal obligations of directors
Directors and officers have specific obligations under the Ontario Not-for-Profit Corporations Act (ONCA). Directors are essentially legally responsible for the association's financial stability and all of its operations, even though they don't participate in day-to-day operations directly.
Notably, the board’s obligations are not to members directly, but to the association itself as a corporate entity: its financial situation, its legal obligations, its reputation, and its continued existence. Directors always have to do what’s best for the association. Sometimes the best interests of the association might conflict with the interests of members, or your own, and directors need to put the association first.
In legal terms, this responsibility to the association is called “fiduciary duty.”
Directors’ fiduciary duty includes:
- Duty of care – This requires directors to attend meetings, prepare to make informed decisions, and participate honestly.
- Duty of loyalty – This refers to putting the association’s interests first, avoiding conflicts of interest, and maintaining confidentiality.
- Duty of obedience – This is about following laws, by-laws, and policy.
UWSA provides directors and officers liability insurance to protect individuals from legal action resulting from their work on behalf of the association.
Board responsibilities
The contributions and responsibilities of the board include:
- Establishing the strategic priorities for UWSA and monitoring achievement of the strategic plan
- Ensuring alignment with the organization’s by-laws, policies, and legislative requirements
- Providing a communication link between directors and UWSA’s membership
- Establishing governing policies
- Providing financial and risk oversight
- Ensuring that UWSA has adequate revenues to accomplish its strategic priorities
- Establishing, monitoring and evaluating an annual board work plan
Individual director responsibilities
Some of the expectations and responsibilities of individual directors are to:
- Take leadership roles and special assignments willingly with the best interests of UWSA in mind
- Serve on at least one committee as assigned by the board
- Understand and follow UWSA by-laws, policies, and procedures
- Ensure that meeting materials are reviewed in advance in order to participate fully in discussions and decisions
- Exercise the utmost good faith in all dealings with and for UWSA
- Suggest suitable nominees for board membership
- Ask timely and substantive questions
- Suggest agenda items to address UWSA related governance issues as appropriate
- Serve UWSA as a whole rather than any specific individual or community
- Declare any real or perceived conflict of interest
Officer roles
Directors fill the roles of four officers of the corporation: chair, vice chair, secretary, and treasurer.
- The chair is responsible for running board and member meetings, acting as an official spokesperson, and addressing individual director performance when required.
- The vice chair fills in for the chair in their absence or inability to serve. If the office of chair becomes vacant (e.g., the chair resigns), the vice chair automatically assumes that office.
- The secretary is responsible for ensuring that the minutes and other documents of the corporation are maintained and that the agenda and supporting materials are sent to the board of directors in advance of each meeting.
- The treasurer is responsible for ensuring that annual budgets are prepared, that accurate financial records of UWSA are maintained, and sharing financial reports at board meetings and annual meetings.
Standing committees
The board of directors populate two standing committees, the Finance Committee and the Governance and Nominations Committee, which support the function of the board. All directors are expecting to serve on at least one of these committees.
- The Finance Committee oversees the financial health of the UWSA by ensuring that appropriate controls and accountabilities exist with respect to finance and areas of material risk. It monitors and reviews the financial statements, variances, and statistical information on a quarterly and annual basis.
- The Governance and Nominations Committee's purpose is to establish, monitor, and evaluate Board development and processes, and recruit new Board and Board Committee members
Advocating for staff
Some directors advocate for staff interests at the Staff Relations Committee (SRC) or Provost's Advisory Committee on Staff Compensation (PACSC). Serving on these committees is demanding but incredibly important work over and above the regular duties of a director.
Requirements and desired skills
The two strict requirements for being a director are that you must be a member of the UWSA and you must not be disqualified under the Ontario Not-for-Profit Corporations Act.
Some of the most important qualities in a director include:
- An ability to think strategically and focus on long-term goals.
- An interest in contributing to the UWSA’s strategic direction and policy development.
- A commitment and capacity to engage in collaborative work.
- A willingness to share their opinions and lived experiences while holding space for the perspectives and experiences of others.
It’s important that the board as a whole has members with skills in meeting facilitation, financial acumen, organization, advocacy, project management, relationship development, leadership, and communication, but no individual director needs to have all of these skills.
Valuable experience
The UWSA values experience as a member of an equity-seeking group, particularly candidates who are racialized, Indigenous, persons with a disability, and members of 2SLGBTQIA+ communities who can apply this experience to advocating for others.
Experience with not-for-profit governance, strategic planning, and policy development is helpful, but is not required. It is also helpful to be familiar with the governance structures of the university and policies affecting staff, especially if you are interested in sitting on SRC or PACSC, but training on these is provided.
Officer roles
Certain skills can be quite useful for officer roles (secretary, treasurer, chair) but are not required for directors in general.
- Document management
- Budgeting, Excel, estimating
- Setting agendas and chairing meetings
- Keeping track of multiple issues and tasks
Benefits of being a director
Some of the benefits of serving as a director include:
- Training in governance principles
- Participating in UWSA strategic planning activities
- Developing working relationships with colleagues from across campus, including senior members of University leadership
- Becoming a more effective meeting organizer and participant
Time commitment and release time
As outlined in the University Service Guideline, the University grants release time to UWSA Members serving as directors. Directors can expect to spend the full release time over the course of their term, though the time will vary from month to month.
- Directors receive one day a month to attend to UWSA business.
- Directors appointed by the UWSA board to serve in an officer role receive one additional day (two for the Chair) each month to attend to UWSA business.
The supervisor of each UWSA member elected to the board receives a letter informing them of the appointment and the release time granted by the University. As per the Service Guideline, we recommend you discuss your nomination with your supervisor.
The estimates below include meeting time, and do not include preparation time that is required for full active participation in meetings. Directors who take on additional committee work can expect to spend additional time outside of work hours.
UWSA meetings
- UWSA board meetings: two hours every three weeks
- UWSA annual meeting: one hour every year
- UWSA special meetings: rarely called
- Area Representatives meetings: one hour every month (recommended)
UWSA committees
Directors have the opportunity to participate in UWSA committees based on availability, interest, and skillset.
UW-level committees
Directors may also serve as UWSA representatives on university-wide committees that shape staff working conditions and compensation:
- Staff Relations Committee (SRC): two to three hours every month
- Provost’s Advisory Committee on Staff Compensation (PACSC): two hours every month