TERMS OF REFERENCE

CFAS APPROPRIATIONS COMMITTEE

June 3, 2017

1. MISSION AND VISION

The purpose of the CFAS Appropriations Committee (the “CAC”) is to manage and administer an internally restricted fund (the “Appropriations Fund”) in which funds appropriated by the Board of Directors are used to initiate, assist and further research and special projects which are aligned with the CFAS vision and mission, as follows:

Vision – Promoting Excellence in Assisted Reproduction

Mission – To advance reproductive science and medicine in Canada through leadership, research and guidance

2. THE APPROPRIATIONS FUND

2.1. The Appropriations Fund is created by resolution of the CFAS Board of Directors. The Fund is comprised of the funds allocated by the Board for such purpose, together with any funds allocated in the future or donated to the CFAS for the purpose of inclusion in the Fund.

2.2. Disbursements authorized by the CAC and approved by the Board shall generally be limited to the returns realized from investment of the Fund but, may, from time to time and with the approval of the Board, encroach on the capital of the Fund.

2.3. Disbursements may be made to fund, in whole or in part, any project which furthers the CFAS mission and vision and which may include, by way of example, research, special projects, operating grants, seed grants, educational grants, lectures and seminars meant to stimulate research.

3. POWERS AND DUTIES OF THE CAC

3.1 The Purpose of the CAC is to:

  • administer the Appropriations Fund in a legal and ethical manner;
  • identify and create initiatives of purpose and value;
  • set eligibility criteria and submission requirements for projects;
  • set terms of funding, including the requirement for regular reports from grantees to the CAC;
  • receive, review and evaluate submissions;
  • make awards based on the review of submissions having consideration of the relative merits of
  • each request, the likelihood of and definition of success;
  • monitor and receive updates about each project; and
  • report to the CFAS Board as set out in Section 7.

4. THE CFAS APPROPRIATIONS COMMITTEE

4.1 The CAC reports to the Board of Directors.

4.2 The CAC shall be comprised of at least three (3) members and no more than five (5) members. Each member shall be a person who works in or has significant knowledge in, the field of assisted reproductive technology.

4.3 The Treasurer of the CFAS shall be an ex-officio member of the CAC.

4.4 The President of the CFAS may attend any meeting but does not have a vote.

4.5 In order to encourage the representation of both academics and practitioners, at least one Committee member shall be a physician, and at least one Committee member shall be a scientist. At least one Committee member shall have a business or legal background.

4.6 Each member of the CAC shall be a member of the CFAS in good standing.

5 APPOINTMENTS TO THE CAC

5.1 Each member of the CAC will be appointed by the CFAS Board of Directors, and any member can be removed by resolution of the CFAS Board of Directors.

5.2 The Chair of the CAC shall be appointed by the CFAS Board.

5.3 Each member of the CAC will serve a three year term, and may serve multiple terms at the request of the Board.

6 MEETINGS

6.1 The CAC shall meet in person in advance of the winter CFAS Board meeting in order to prepare a draft budget for the upcoming fiscal year.

6.2 The CAC shall meet in person in advance of the annual CFAS meeting in order to review the performance of each project funded by the Fund, either in person or by teleconference.

6.3 Each member of the CAC is entitled to one vote and may vote in person, by videoconference, or via a written proxy provided to another CAC member in attendance.

6.4 A quorum of a simple majority of the CAC, but including the Chair, is required to conduct the affairs of the CAC.

6.5 All motions shall require a unanimous vote of the committee members present plus proxies, to pass. If any member expresses a conflict of interest with respect to an issue before the CAC, he/she will be recused from the vote, and the motion will pass if each member who does not have a conflict votes in favour of the motion. If the members who are eligible to vote on a particular submission number fewer than four, the matter shall be referred to the Board for consideration and vote.

6.6 Any motion declared lost shall not be reintroduced at the same meeting.

6.7 The CAC will maintain a record of attendance at each of its meetings, will create minutes of its meetings, and will include this information in its annual report to the Board of Directors.

7 REPORTING TO THE BOARD

7.1 The CAC Chair shall act as the primary liaison with the CFAS President and the Executive Director. If the CAC Chair is not a member of the Board of Directors, and if the Board has not invited the CAC Chair to attend a Board meeting, the CFAS Treasurer shall present all CAC reports and updates at the Board meetings.

7.2 The Chair meets with the CFAS President and the Executive Director on an annual basis to discuss the CAC’s plans for the upcoming year.

7.3 The CAC must present a written annual report to the Board of Directors in advance of the annual meeting, and verbal updates in advance of each Board meeting.

7.4 The Chair shall submit term reports to the President or the Executive Director three times per year, or as requested.

8 GENERAL GUIDELINES

8.1 Any member resigning from a position on the CAC shall, at the request of the Chair of the CAC or the Board of Directors, provide a written report to the Chair on the current status of their position within one month of resigning.

8.2 The Terms of Reference shall be reviewed by the CAC on a regular basis, and a full review shall be conducted at least once every three (3) years. The CAC will be given an opportunity to respond to any proposed revisions to the Terms of Reference prior to the matter being submitted for a vote to the Board of Directors.