Human Resources Committee

(approved by the Board of Trustees December 5, 2008, amended May 2013, May 2014, May 2016, May 2017, March 2019, June 2023)

I.  Purpose

The Human Resources Committee (“Committee) is formed to support and enhance the capacity of the Queen’s University Board of Trustees (“Board”) to fulfil both its strategic responsibilities and its fiduciary obligations to recruit and oversee the work of the Principal and the leadership team, to oversee the university’s people strategy, and to oversee University collective agreements, and associated risks. 

II.       Authority

The Human Resources Committee is a Committee of the Board of Trustees of Queen’s University from which it derives its authority and to which it reports. 

Oversight Areas: The Committee has delegated authority from the Board in respect of the areas of oversight for which it has accountability under these Terms of Reference. As specified under “Duties and Responsibilities” below, the Board delegates to the Human Resources Committee the authority to monitor and oversee, provide advice to the Board, to review and recommend matters to the Board for approval, and to approve matters on behalf of the Board. 

Professional Advisors: The Committee has the authority, with the consent of the Chair of the Board, to retain professional advisors as it deems appropriate to fulfilling its obligations under these Terms of Reference. 

III.   Duties and Responsibilities 

The Committee is accountable to the Board for Principal recruitment, renewal, and performance management processes, executive team management and compensation, people strategy, University labour relations, and associated risks (“Oversight Areas”).  With due regard for confidentiality and privacy, the Chair of the Committee will report to the Board annually respecting the significant matters considered and/or decided by the Committee. 

i. Principal Recruitment, Renewal, and Performance Management

The Committee is delegated accountability for the recruitment, selection, and management of the Principal and specifically will: 

Recommend to the Board for approval policies and updates to policies governing the recruitment, selection, reappointment, and reviews of the Principal.

Develop and approve the annual performance assessment process for the Principal.  

Lead the annual performance assessment process for the Principal including: 

Establish the key performance goals and objectives for the Principal and advise the Board accordingly.

Annually solicit, review, and evaluate the comments of the members of the Board, key stakeholders across the university, and external constituencies with respect to the performance of the Principal and consider such other data, reports, and information as the Committee considers useful, and thereafter provide advice to the Chair of the Board on the performance of the Principal.

Review and set the compensation of the Principal.

ii. Leadership Team and Executive Compensation 

The Committee will support the Board and the Principal in respect of the senior leadership team, and specifically will: 

Develop the University’s Executive Compensation Program for the approval of the Board.

Oversee the administration of the University’s Executive Compensation Program.

Approve the compensation of Vice-Principals on the recommendations of the Principal.

Monitor executive and university trends for compensation and benefits for senior institutional administrators.

Provide counsel and support to the Principal on organizational issues/changes that involve senior management and have significant internal and/or external implications for the University.

Review the university’s strategies and plans related to succession planning and provide advice to those responsible for their development.

iii. People Strategy

The Committee is responsible for overseeing the recruitment and retention of people to support the strategic priorities of the university, and specifically will:

Oversee and annually report to the board on the status and adequacy of the university’s strategies and plans related to the recruitment and retention of people. 

iv. University Collective Agreements

The Committee is responsible for overseeing the collective bargaining processes of the University, and specifically will: 

Approve mandates and amendments to mandates with respect to collective bargaining. 

Oversee labour disruption risk mitigation planning, and when appropriate report to the Board significant risks arising from the collective bargaining process. 

Ratify collective agreements on behalf of the Board and provide a report to the Board regarding the important provisions of any new collective agreement.

v. Risk Management

The Committee will support a robust risk management framework at the University, and specifically will: 

Consider and probe risk(s), risk mitigation, and risk management as a part of all of its decision-making processes and within its Oversight Areas. 

Oversee the strategic or other risk(s) assigned to the Committee by the Board and report annually to the Audit & Risk Committee respecting the Committee’s assessment of the risk(s) assigned, the basis for such assessment, and the ongoing work of the Committee to monitor work to address deficiencies in the management or mitigation of such risks. 

IV.   Composition and Skills 

The Committee will be composed of the Chair of the Board of Trustees, who will serve as Committee Chair, the Chancellor, and the Vice-Chairs of the Board. 

The Chair of the Committee may, at the Chair’s discretion, invite Trustees from among the University Council-elected Trustees and the Board-appointed Trustees who are also not employed by the University, to participate in meetings or join the Committee where beneficial to the Committee.

V.   Governance Practices

The Committee will provide appropriate training and education to its members to allow them to fulfil their responsibilities to the Committee.  

All Committee members will foster an inclusive Committee culture that encourages the sharing of diverse perspectives in line with the Board’s commitment to advance Indigenization, Equity, Diversity, Inclusion, Anti-Racism and Accessibility. 

All Committee members will fulfil the same expectations, and are held to the same standards as Trustees, including compliance with the Board’s Code of Conduct.  All Committee members will fully and effectively engage in the work of the Committee, including through attendance at Committee meetings.  In conducting its work, the Committee will remain mindful of any legal or regulatory requirements, governance leading practices, the Queen’s University Charter, By-Laws, Policies, and the Board of Trustees’ Guiding Principles for Board Committees. 

VI.   Meetings

The Committee will meet at least twice annually.