Board of Directors Agenda
Sacramento, CA 95833
Compensation & Governance Committee Meeting
September 18, 2017
4:00 p.m.
(Meeting in offices of TNBC)
1. Call to Order of the Meeting of the Compensation & Governance Committee
The Committee Chair will call the meeting to order if a quorum is present. Announcements may be made at this time.
2. Public Comments
Opportunity for members of the public to address the committee.
3. Approval of the minutes
The Committee Chair will request approval of the minutes of the Compensation & Governance Committee meeting of April 20, 2017 Meeting.
4. Conflict of Interest Policy
The committee will consider recommending a Conflict of Interest Policy that supplements that found in the Bylaws, HCPs and IAs.
5.Travel & Other Expense Reimbursement Policy
This policy was last updated October 5, 2016. It is presented to the committee for general review of minor revisions and proposed recommendation to the Board of Directors.
Download the Travel & Other Expense Reimbursement Policy (PDF, 89 KB)
6. Employee Handbook review
The Conservancy’s Employee Handbook was last updated December 7, 2016. The Employee Handbook is presented to the committee for review of added language to the Illness Injury Prevention Plan as well as the addition of a Heat Illness Prevention Plan in Compliance with OSHA standards, and proposed recommendation to the Board of Directors.
7. Audit Committee Charter
This policy was last updated December 7, 2016. It is presented to the committee for general review and proposed recommendation to the Board of Directors.
8. Finance Committee Charter
This policy was last updated December 2, 2015. It is presented to the committee for general review and proposed recommendation to the Board of Directors.
9. Internal Financial Controls Policy
This policy was last updated December 7, 2016. It is presented to the committee for general review of minor revisions and proposed recommendation to the Board of Directors.
Download the Internal Financial Controls Policy (PDF, 112 KB)
10. Health Premium Reimbursement Plan
An employee can save the Conservancy many thousands of dollars each year by leaving the Conservancy’s group health insurance plan. In order to facilitate this, legal counsel has advised that an Affordable Care Act – Compatible Health Premium Reimbursement Plan facility must be adopted by the Conservancy’s Board of Directors. Staff recommends the committee recommend approval to the Board of Directors.
Download the HRA plan description (PDF, 146 KB)
Download the HRA election form (PDF, 96 KB)
Download the HRA Medicare (PDF, 124 KB)
Download the HRA Resolution (PDF, 52 KB)
11. Board assessment & self-evaluation
Former Committee Chair Kay Backer worked extensively on a Board assessment and self-evaluation to be used periodically so that the Board employs good corporate governance practices.
This draft form, shared with the committee, constitutes the results of her work. The committee may further refine it or submit it to the Board for acceptance.
Staff recommends it be circulated to the Board with results collected and reported each year by the Committee Chair.
Download the Board assessment & self-evaluation (PDF, 113 KB)
12. Adjournment
Official adjournment of the meeting.