Agnes Etherington Art Centre is a public, university-affiliated art museum that is owned and governed by Queen's University, under a mandate to advance the academic mission of the University and, at the same time, serves as a public gallery for southeastern Ontario and beyond.
Advisory Board Terms of Reference
Acting within Queen’s University’s policies and fulfilling the condition of Agnes’s operating funding from the public sector, the Advisory Board is a consultative body that provides informed advice and support to the Director of Agnes on such matters as funding, programming, policies and collection development, and on the gallery’s impact and profile. It contributes the perspectives of constituencies served by Agnes, including the academic and wider artistic communities regionally, nationally and internationally.
The Advisory Board offers insights and serves as a sounding board that supports and sustains: the Director’s artistic and administrative vision of Agnes; the awareness of the changing artistic and socio-economic contexts in which Agnes operates; Agnes’s capacity to fulfill its mission and mandate; and the vibrancy and relevance of Agnes’s work as a leading art museum and locus of visual culture.
The duties of the Advisory Board are:
1. To promote and advocate for Agnes’s best interests within Queen’s University and across regional, national and international communities.
2. To offer leadership and support in further developing Agnes’s networks, and advancing the gallery’s reputation, financial health, sustainability, and well-being.
3. To receive the Director’s annual report.
4. To constitute its voting membership based on the recommendations of the Nominating Committee.
5. To consider matters directed to it from time to time by Agnes’s Director.
The Director
1. In consultation with the Chair, the Director of Agnes schedules meetings of the Advisory Board and sets the agenda for such meetings.
2. The Director receives the advice of the Advisory Board, but may accept or reject that advice and implement any recommendations of the Advisory Board at their sole discretion.
3. The Director is not a member of the Advisory Board.
Advisory Board Membership:
Advisory Board membership comprises the Executive Officers, Appointed Members and Ex-officio Members who: hold an interest in and a knowledge of the visual arts and wider cultural sector; bring a spectrum of skills, perspectives and resources; and have access to regional, national and international networks and culturally diverse communities. This balance reinforces the value and success of Agnes. The Advisory Board will represent the diversity of cultures and values that Agnes upholds as an institution in order to further our commitments to Equity, Diversity, Inclusion and Indigeneity.
Appointed Members Minimum 7, Maximum 12:
1. Appointed Members are appointed by the Advisory Board on the recommendation off the Nomination Committee. Comprised of artists and other arts professionals (consultants, curators, educators, collectors, gallerists, arts administrators), faculty members and deans (from Queen’s University and other Canadian universities), active Agnes gallery members, as well as other non-arts professionals, including but not limited to: legal practitioners, fundraisers and philanthropists so long as they have a vested interest in the arts and cultural sector.
2. The term of office of Appointed Members is two years commencing June 1, with the option of renewal for a second and third term. Start dates for terms of the appointments should be staggered so that membership turnover is graduated. Appointed Members may serve no more than three consecutive terms.
Ex-officio Members:
These non-voting members are representative of the various offices of stakeholders and affiliated entities of Agnes. These comprise:
1. A member of the Board of Trustees of Queen’s University or delegate
2. Mayor of the City of Kingston or delegate
3. President of the Kingston Arts Council or delegate
4. Head of the Department of Art History and Art Conservation or delegate
5. Provost of Queen’s University or delegate
6. Senior Staff member, Agnes (as appointed by Director of Agnes)
7. Senior Development Officer, Arts
Ex-officio Member positions may be vacant from time to time
The Mayor of the City of Kingston may delegate the President of Kingston Arts Council or their delegate. If this is done, the single delegate satisfies both ex-officio positions on the Advisory Board.
Executive Officers:
1. The Executive Officers of the Advisory Board comprise the Chair, Vice-Chair and Past Chair.
2. The Chair and Vice-Chair will be elected by the Advisory Board. Ex-officio Members are ineligible for election.
3. The Chair and Vice-Chair will be elected for two years, with optional eligibility for re-election to a further one-year term.
4. The Past Chair will have a term of two years commencing immediately after serving as Chair of the Advisory Board, with optional eligibility for election to a further one-year term.
5. If the Past Chair resigns or the position becomes vacant, upon the recommendation of the Nominating Committee the Advisory Board shall have the authority to elect an Executive Officer who shall perform the duties of the Past Chair for the balance of the Past Chair’s term.
Duties of Officers:
The Chair
1. The Chair shall preside at all meetings of the Advisory Board.
2. The Chair will be member ex-officio of Agnes’s External Acquisition Committee. If they are unable to serve in this capacity, the Nominations Committee may appoint another member of the Advisory Board as a delegate member of the External Acquisition Committee.
3. The Chair will co-sign, with the Director, applications and reports for funding agencies as required.
4. The Chair serves as a member of the Nominations Committee.
The Vice-Chair
1. The Vice-Chair will carry out the duties of the Chair at the request of or in the absence of the Chair, excepting the ex-officio role on the External Acquisition Committee.
2. The Vice-Chair will carry out the duties of the Past Chair at the request of the Past Chair or at the request of the Chair.
3. The Vice-Chair serves as a member of the Nominations Committee.
The Past Chair
1. The Past Chair advises the Chair, providing continuity in the functioning of the Advisory Board.
2. The Past Chair serves as Chair of the Nominations Committee.
3. The Past Chair may fill the duties of the Vice Chair at the request of the Vice Chair or Chair.
Voting Members
1. While the Advisory Board is largely a non-voting entity, when a vote is required, e.g. to appoint an Appointed Member to the Advisory Board or to elect the Executive Officers, each of the Appointed Members and the Executive Officers are entitled to vote during a meeting of the Advisory Board or by electronic means.
2. The Ex-officio Members are non-voting members of the Advisory Board and are not entitled to vote.
The Recording Secretary
1. The Recording Secretary is appointed by the Director of Agnes. They are not a member of the Advisory Board.
2. The Recording Secretary takes minutes at all meetings of the Advisory Board and circulates draft minutes to all Members in advance of the next meeting and maintains a record of approved minutes.
3. The Recording Secretary circulates notice of meetings and an agenda in advance of meetings.
4. The Recording Secretary maintains the Advisory Board membership records including contact information, categories of representation, start dates, end dates and terms of office.
5. The Recording Secretary provides incoming members with a Board orientation package containing the Advisory Board Terms of Reference, a list of Board Members, relevant policy documents and an annual schedule of meetings
Meetings:
1. The Advisory Board normally meets three to five times annually, or more often if required. The Advisory Board will meet no fewer than two times annually.
2. Quorum of a meeting of the Advisory Board is at least 50 per cent of the voting members elected or appointed as of the date of the meeting.
3. Advisory Board members are expected to attend meetings in person, by telephone or by electronic means.
Committees:
Nomination Committee
1. The Nominations Committee comprises the Director as a non-voting member and the Chair, the Past Chair, and the Vice-Chair as voting members. This committee may also include as a non-voting member a senior management staff member appointed by the Director. The Nominations Committee will annually review membership, ideally in the early spring. The Nominations Committee recommends to the Advisory Board nominations of Appointed Members in accordance with the Terms of Reference usually at the meeting of the Advisory Board held in May or June.
2. In the event of vacancies arising among Appointed Members, the Nominations Committee may recommend to the Advisory Board the appointment of new Appointed Members for an interim term ending on 31 May to maintain the vitality of the Advisory Board.
Other Committees
1. The Advisory Board may appoint ad-hoc committees as required. Ad-hoc committees may include non-members, though it must include at least one voting Member of the Advisory Board. Normally, a Member of the Advisory Board will serve as Chair of the ad-hoc committee.
Trustee appointed by the Board to 2027: N. Evans