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3.8 Board Committee Structure: UUA Governance Manual

The Board’s work to define Board vs. operational committees is continuing, and is expected to continue for some time, as we gain both experience and education in and about governance. Directionally, in accordance with Policy Governance principles, the Board wants to move toward this statement:

“A Board committee serves only to support the Board in its work. A Board committee’s existence and charge come directly from the Board, regardless whether Trustees sit on the committee.”

The Board notes that six committees formed by Section 7.1 of our Bylaws do not fit this directional statement. Their charge does not come from the Board. Discernment and decision making about roles and accountability continues as described above. If Bylaw changes are needed, the Board will bring proposals forward.

As the Board finalizes decisions about Board committees, they will be listed in this Policy. At this time, the following committees are considered to be Board Committees. Since the Board has not spoken on others yet, they remain under discernment. Board Committees as of May 2009:

- Finance Committee
  
- Executive Committee
  
- Committee on Committees
  
- Audit Committee
  
- Open UUA [Unitarian Universalist Association] Committee
  
- Investment Committee of the Unitarian Universalist Common Endowment Fund, LLC (UUCEF LLC)
  
- Socially Responsible Investment Committee
  
- Council On Cross-Cultural Engagement

  1. Moderator Nominating Committee
    Not later than 26 months before the beginning of a General Assembly at which an election for Moderator will be held, the board shall appoint a Moderator Nominating Committee to assist the board in carrying out its responsibilities under Section 9.5 of the Bylaws and Section 3.6.1.A of these policies. The committee shall consist of five members, including not more than two trustees.
  2. Retirement Plan Committee
    1. Responsibilities
       
      1. To serve as fiduciaries for the Unitarian Universalist (UU) Organizations Retirement Plan, and
      2. To serve as the committee referenced in Article 7 of the document governing the UU Organizations Retirement Plan, including making recommendations to the Board regarding:
         
        1. the UU Organizations Retirement Plan Document
        2. the Retirement Plan Investment Policy
        3. the investment line-up offered by the retirement plan
        4. the companies serving as record keeper and investment advisor, and
        5. other issues related to the UU Organizations Retirement plan.
    2. Appointment and Terms
      The committee shall have seven members, as follows:
       
      1. Three individuals with expertise in retirement plan management, mutual funds, investment management, or related fields
      2. One individual who is a religious professional serving a UUA member congregation
      3. One individual who is a retirement plan participant who is either a retiree or the partner/spouse of a retiree
      4. The Treasurer
      5. The Financial Advisor
      Except for the Treasurer and the Financial Advisor, who shall serve on the committee as long as they hold office, committee members shall serve for not more than four consecutive terms of two years each.
    3. Meetings
      The committee is expected to meet three to four times annually. Meetings may occur by phone.
  3. Appointments Committee
    1. Responsibilities
       
      1. Not later than April 1st of each year, to forward to the Board the name of an individual recommended for each upcoming appointment to a committee or similar body for which the Board has appointment authority, including the following:
         
        1. Committees of the Association and Committees of the Board, as specified in the Bylaws or Rules of the Association
        2. Committees of the Board, as specified in Section 3 of the Policy Governance Manual
        3. The Trustees of the UUA Employee Benefits Trust
      2. Notwithstanding Policy 3.8.3.A.1, the Appointments Committee shall have no responsibility to make recommendations which the Board has delegated to the President under Policy 4.3.
      3. Not later than 45 days after a vacancy occurs in any appointed position, as listed in the preceding subsection, to recommend to the Board an individual for appointment to fill the vacancy.
      4. Not later than 45 days after a vacancy occurs in a trustee position, the Youth Observer, or an elected position on a committee, to recommend to the Board an individual for appointment to fill the vacancy.
      5. Not later than 60 days after a vacancy occurs in an elected officer’s position, to recommend to the Board two or more individuals for appointment to fill the vacancy.
      6. To make recommendations for appointments to task forces and other ad hoc groups, as directed by the Board.
    2. Considerations in Making Recommendations
       
      1. The committee shall endeavor to recommend individuals so that the  membership of committees and task forces reflects the full diversity of the Association, especially in regard to historically marginalized communities, but also balancing amongst size of congregation, lay and  ordained, geography, age (including youth and young adults), and gender, among others. The committee shall consult with groups and organizations, including those traditionally underrepresented in Unitarian Universalist leadership, to help inform the appointment process.
      2. The committee shall consult with the Moderator, the Financial Advisor, the Treasurer, and any Trustee who serves on a committee prior to making recommendations for committees on which they serve.
      3. The committee shall collaborate with the Nominating Committee to develop systems and processes for recruiting, selecting, and training appointees and candidates.
      4. The committee shall assist in providing training, support, and monitoring to further the work of other committees.
    3. Appointment and Terms
       
      1. The committee shall have seven members.
      2. The Board shall appoint a Trustee to serve as liaison to the committee. The liaison shall participate in all committee meetings at which recommendations are made.
  4. Council on Cross-Cultural Engagement

    1. Responsibilities
       
      1. Provide linkage to our member congregations by engaging representatives of Unitarian Universalist (UU) professional and identity-based organizations in conversation about successes and struggles in cross-cultural engagement;
      2. Provide linkage to the heritage, traditions and ideals of Unitarian Universalism by convening dialogue about the ways in which we seek to model right relationship in our congregational and associational life; and
      3. Provide linkage to our vision of the Beloved Community by engaging in an open-ended conversation about the ways in which cross-cultural engagement (including a vision of anti-racism, anti-oppression and multiculturalism) is incorporated into the workings of our congregations, assemblies and related organizations.
    2. Membership
       
      1. The council shall consist of the Moderator, a Board member, and representatives of professional and identity-based organizations and groups whose charge relates to the governance of our Association, including, but not limited to:

        1. Diverse Revolutionary Unitarian Universalist Multicultural Ministries (DRUUMM)
        2. Allies for Racial Equity (ARE)
        3. Unitarian Universalist Musicians Network (UUMN)
        4. Liberal Religious Educators Association (LREDA)
        5. Unitarian Universalist Ministers Association (UUMA)
        6. General Assembly Planning Committee (GAPC)
      2. Organizational representatives shall be appointed by their respective organizations and are expected to maintain accountable relationship with their organization for the duration of their membership on the Council.
    3. Meetings
       
      1. The Council shall meet in person at least once per year, and convene electronically between meetings
  5. Investment Committee of the Unitarian Universalist Common Endowment Fund, LLC (UUCEF LLC)
     
    1. The Bylaws of the UUCEF LLC specify the qualifications of members of the UUCEF Investment Committee, and further describe the specific responsibilities of the committee.
    2. The Board of Trustees appoints the members of the UUCEF Investment Committee and has other powers over the UUCEF LLC, as described in the Certificate of Organization, the Operating Agreement, and the Bylaws of the UUCEF LLC.
  6. Socially Responsible Investment Committee

    1. Mission and Responsibilities
      The committee’s mission is to uphold the Unitarian Universalist Association’s (UUA’s) commitment to invest its endowment funds in alignment with Unitarian Universalist (UU) values. The committee’s specific responsibilities are as follows:

      1. To advise the UU Common Endowment Fund (UUCEF) Investment Committee on investment policy issues, with particular regard to stock screening and manager selection
      2. To assist the UUA staff with community investment, shareholder advocacy, and educating UU congregations on socially responsible investment
      3. To advise the UUA Board on needed changes in the UUCEF’s governing documents, and to report to the UUA Board on the UUCEF’s success in meeting its socially responsible investment objectives
      4. To carry out any other responsibilities stated in the UUCEF bylaws.
    2. Appointment and Terms
      The committee shall have seven members, as follows:
       
      1. Four individuals with expertise in socially responsible investment, at least one of whom shall have expertise in shareholder advocacy, and at least one of whom shall have expertise in community investment.
      2. One individual who has experience with endowment management in an organization that invests in the UUCEF, and who has knowledge of UUA priorities, programs, and communities, as well as of socially responsible investment practices. The UUA Board shall appoint this individual to also serve as a member of the UUCEF Investment Committee.
      3. The Treasurer
      4. The Financial Advisor
      The Treasurer and the Financial Advisor shall serve on the committee as long as they hold office. The other members of the committee shall serve for terms of two years and until their successors are appointed and qualified, subject to a limit of eight years of service.

For more information contact administration @ uua.org.

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Last updated on Tuesday, January 21, 2014.

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