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HomeMy WebLinkAboutBy-law No. 2005-003 THE CORPORATION OF THE MUNICIPALITY OF BAYHAM BY-LAW NUMBER 2005-003 Being a By-law to establish Governance and Structure for the Edison Museum of Vienna Board WHEREAS the Council of the Corporation of the Municipality of Bayham is desirous that a Board be established to be responsible for the maintenance, service, promotion and operation of the Edison Museum of Vienna under the jurisdiction of the municipality; AND WHEREAS the Council is desirous that such provision be approved by By-law; THEREFORE BE IT RESOLVED THAT the Council of the Corporation of the Municipality of Bayham enacts as follows: 1. THAT the Council of The Corporation of the Municipality of Bayham hereby establishes a board to be known as the "Edison Museum of Vienna Board" whose structure is set out in Schedule "A" attached hereto and forming part of this by-law. 2. THAT the said Board shall be considered as a Board of Council and all members of the board shall be appointed by Council as set out in the structure. 3. THAT the said Board shall operate in accordance with the said Structure being hereby adopted. 4. THAT this By-law shall come into full force and effect on the date of its passage. READ A FIRST, SECOND AND THIRD TIME AND FINALLY PASSED THIS 6TH DAY OF JANUARY, 2005 aN„, MAY R 3 CLERK Sre "A a o a,s-- a 03 EDISON MUSEUM OF VIENNA BOARD STRUCTURE AND OPERATIONS Name This board shall be named the Edison Museum of Vienna Board(the "Board"). The Edison Museum of Vienna 1. Statement of Purpose The Edison Museum of Vienna has been established to collect, research and share the history of Bayham and Thomas Alva Edison, his inventions, his family and to preserve the Canadian Edison Connection. The Museum is owned and operated by the Municipality of Bayham, and managed by the Board. The Museum will exhibit and interpret, in a domestic setting, furnishings donated by the late Nora Edison Coombe, as well as artifacts which have been used by, or are relevant to the Edison family from 1700 to the present. The Museum will collect, exhibit and interpret artifacts that tell the story of Thomas Alva Edison, his inventions, and his connection to Vienna and the Bayham area, in addition to other local inventors and famous personalities, in accordance with documented research and records. The Museum will collect, exhibit and interpret artifacts that tell the story of the Bayham area, its hamlets and villages, in accordance with documented research and records. The Corporation of the Municipality of Bayham, as owner of the Museum, has appointed the Edison Museum of Vienna Board to manage the facility and carry out functions and programs, in accordance with the structure set out herein, that ensure the collection of Edison inventions and family artifacts, and the collection of Bayham history and artifacts, will serve inhabitants of, and visitors to Vienna, Bayham, Elgin, the surrounding areas, and beyond. This Statement of Purpose may not be altered without the approval of the Council of the Municipality of Bayham. Recommendations of the Edison Museum of Vienna Board shall be considered. 2. Objectives The objective of the facility is to promote use by the public in recognizing the extent and impact of Thomas Alva Edison, the inventor, on the local area, and world wide, by his many inventions and family artifacts on display, and to promote and preserve the historical artifacts and records of the Bayham area and its inhabitants. The Board shall be established to be responsible for the maintenance, service, programming, and operation of the museum, as outlined in the statement of purpose, being subject to budgetary requirements and limits, as approved by the Council of the Municipality of Bayham, following the procedures and policies of the Municipality of Bayham, as applicable. The Board shall work towards compliance with Provincial government standards and policies for Museum operations. The Board will recognize its obligation to ethical behaviour and avoidance of conflict of interest, as a body and as individuals, as well as its obligation to meet municipal, provincial, and federal legislative requirements in its decisions and activities. 2 ,L5/L (.7_.e) n o 3 3. Policy& Procedure for Service and Operation Programming/Strategic Planning The Board will be responsible for the preparation and review of policies and procedures for service, operation,programming, and long-term planning goals for the museum. Artifacts Ownership of any and all donated items shall lie with the Municipality of Bayham, who will provide adequate insurance coverage, including on-loan items, being subject to consideration of recommendations of the Board. Acquisition, disposal, and documentation of Museum items/artifacts will be governed by the Museum's collection development and management policy as adopted by the Council of the Municipality upon recommendation of the Board. Displays and exhibits shall be directed by the Board. Finance and Budgeting The Board will prepare, review and submit annual operating budget requirements, including long-term capital projects, to the municipal administration, for Council's consideration and approval annually as required. The Board will monitor budgets throughout the year. Reserves/Reserve Funds may be established as approved by Council through the budget process. The Board may also present its annual budget submission to Council at its discretion. Bequests and financial donations will be accounted for through Municipal administration. Purchasing Board members may make purchases in accordance with the Municipal Purchasing policy. Any such purchases must be within the Budgets established and approved by Council, and must be approved by the Board. A Petty Cash Fund may be permitted at the discretion of the Board. The Financial Liaison must be appointed to administer such petty cash fund. Human Resources Members of the Board will be responsible for overall Human Resource direction at the Museum, assisted by Municipal staff as appropriate, within the guidelines of the annual operating budget as approved by Council. Personnel policies should be established by the Board, with assistance of municipal staff, as same pertains to full-time or part-time employees, students, and volunteers. Special Events and Exhibits The Board may undertake special events, displays, and exhibits at its discretion, within the guidelines of the annual operating budget as approved by Council. Fundraising and Donations The Board shall undertake and promote fundraising and donation programs to the best of its ability. Such programs may be for general operating assistance or special programs/capital projects (approved by Council). All accounts shall be accounted for through Municipal administration. 3 8/4. -n -moo Facility Management The Board shall provide input/information to municipal administration for the Capital and Operating needs of Museum Facilities. Such needs must be considered in the preparation of budgets presented to Municipal Council. Board Operations Board Operations/Officers shall be in accordance with Section 4 of this document. Additional Notes The Municipality will provide appropriate Municipal staff resources to assist the Board as necessary. For greater certainty, details of operational roles and responsibilities are outlined in the Summary of Roles and Responsibilities attached hereto as Appendix "A". 4. Structure Membership The Board shall consist of a minimum of three (3) and a maximum of twelve (12) volunteer members, being appointed for a 3-year term concurrent with the term of Council, plus one member of Council, whose term shall be the same as Council. All members will remain in office until their respective successors are appointed by Council. Meetings The Board shall meet on a regular and as needed basis, a minimum of eight (8) times a year, at a time and place as agreed by members. Special meetings may be called by the Chairman or at the request of two Board members. The Board shall have prepared agendas and minutes for each meeting held. Quorum A quorum for Board meetings shall be 50% +1 of members, or 5 members (whichever is less)being present. Deputations Deputations shall be held at the beginning of each meeting. All meetings shall go "In Camera" at the discretion of the Chairman, or a majority vote of members present, subject to the provisions of the Municipal Act. Elections Nominations for Officers shall be held in November for the following year. Year end shall be December 31. New Officers assume positions January 1. Officers Officers shall consist of a Chairman, Vice Chairman, Secretary, Financial Liaison, and Media Liaison selected from the members, holding office for a one-year term, being eligible for re-election. In addition to the duties outlined in this document, the Board may prepare more detailed position descriptions (encouraged to be done jointly by all Boards for consistency). eLI i- •r4 .8/e__ mad 5---o 63.3 Duties of Officers Chairman • Prepare an agenda for each meeting(with the assistance of the Secretary). Conduct meetings • Sign minutes upon approval. Act as liaison between the Board, Council, Municipal Staff, and other Community Organizations. • Make announcements of interest to members. • Make him/herself aware of the business to come regularly before the meeting. • Be informed of Museum/Board activities. Vice Chairman • Preside as Acting Chairman in absence of Chairman • Act as joint museum liaison with other community museum board(s) to secure minutes, confirm upcoming exhibits/events, and identify opportunities for shared resources. Secretary • Keep accurate record of proceedings of meetings (minutes). • Assist the Chairman in preparation of agendas. • Keep a current list of members, and an attendance record. • If unable to attend a meeting, sees that the minute book and other correspondence and information are forwarded to the Chairman prior to the meeting. Maintain all documents, information, and correspondence belonging to the Board. • In the absence of the Secretary, an Acting Secretary shall be appointed. Financial Liaison • Forward invoices and receipts to municipal staff upon approval by Board. • Monitor approved budget • Obtain monthly reports, including detailed reports, from municipal staff and report to the Board. • Check entries against receipts • Administer Petty Cash Fund (if Board authorizes use of petty cash fund) Media Liaison • Promote and publish upcoming events, exhibits, and other Museum items of interest(to include Chairman and Council in such media activities) - Prepare press releases • Ensure that events are on web pages (Municipal and Museum) Members • Be responsible to attend meetings regularly, at the appointed time. • Support the purpose and objectives of the Board. No member shall exercise the right to more than one vote. Volunteers The Board may, and are encouraged, to utilize additional volunteers who may participate, but not vote, at Board meetings. Volunteers may attend or provide assistance to the Board for general matters or items such as special events. The Board should appoint volunteers by motion for the purpose of participation in such special events, and may include note in the minutes of Board meetings of attendance of such volunteers. B/t .1,00. --Qp 5 New Members • Potential new members shall attend a minimum of three (3) regular meetings of the Board prior to consideration for appointment as a member. The Board shall recommend names of volunteers to Council for appointment to the Board. Absentee • If a member misses more than three(3) consecutive meetings, except for health or special circumstances, the remaining members of the Board may request Council to appoint a recommended replacement for the remainder of the term. Establishment of Committees/Work Groups It is anticipated that for various projects and interests that committees or work-groups, composed of Board members and/or other volunteers, may be formed by the Board to focus on one component of an action plan, a specific task, or areas of special interest. 5. Dissolution of Assets and Liabilities In the event that Council for the Municipality of Bayham should determine to cease operation of the Museum, all artifacts may be donated to Ontario Museums of like interest or sold by the Municipality, and proceeds may be used to support local culture and heritage priorities. 3 �- APPENDIX "A" Edison Museum of Vienna & Port Burwell Marine Museum & Lighthouse SUMMARY OF ROLES AND RESPONSIBILITIES Responsibility Performed By: Notes: Programming/Strategic Planning: Policies & Procedures Board Tours(especially off season) _ Board —v, Hours of Operation Board (subject to Budgets) Artifacts: Acquisition/Cataloging/Disposal Board (with Council approval) Maintenance&Conservancy Board Reserves as approved by Council ,Displays/Exhibits Board Finance& Budgeting: Preparation &Submission Board Accounts -payment Staff&Board, at Board direction Maintenance& Monitoring Budget Staff& Board's Financial Liaison Monthly Reporting Staff& Board's Financial Liaison Detailed General Ledger Reports Staff&Board's Financial Liaison _ Reserves Council Board identifies/recommends capital improvements/projects Grant Identification &Applications _ Staff, at Board Direction Purchasing: — –- ------ Supplies & Repairs Staff/Board members, at Board Direction _ Capital &Tenders &Quotes Staff/Board members, at Board Direction Human Resources: Staff Levels Board (subject to Budgets) _ _ - Job Descriptions &Contracts Board,with Staff Assistance Rates of Pay Board (subject to Budgets/grants) Hiring(interview, selection) Board, with Staff Assistance _ Supervision & Direction Board,with Staff Assistance General direction, assignment of daily works. Staff to review time sheets etc. Grievances& Investigations Board,with Staff Assistance Orientation Board, with Staff Assistance Special Events &Exhibits: _ __ Organization &Staffing Board,with Council/Staff support Bi L a_op5 "4' 43-3 Edison Museum of Vienna & Port Burwell Marine Museum & Lighthouse SUMMARY OF ROLES AND RESPONSIBILITIES Responsibility Performed By: Notes: Fundraising &Donations: General Board Long Term Capital Board, with Council/Staff support Grant Applications Board, with Council/Staff support Reserve Fund Council Board to make recommendations Facility Management: Capital (Immediate& Long Term) Board,with Council/Staff support Daily Maintenance of: Staff, at Board Direction Board to provide annual direction through budget process etc. - Minor Repairs - Landscaping _ -Snowplowing - Flags --- �_ -Fire Extinguishers -Alarms _ -Janitorial -Winter Shutdown Board&Committee Operations: _ Agendas&Minutes Board _Research Board