It is vitally important to PCC that Trustees are aligned with PCC’s values, prepared to commit the time necessary to serve as a PCC Trustee and are free from conflicts that could affect their decision-making in the best interest of PCC.
Section 3.3 of the Bylaws provides that in order to be eligible to serve as a Trustee, a person must satisfy certain criteria stated in the Bylaws, as well as independence, non-competition and other reasonable eligibility requirements adopted by the Board.
To ensure that Board decision-making is not influenced by considerations other than what is in the best interests of PCC and its members, and to reduce the possibility of the appearance of impropriety in Board deliberations, the Governance and Membership Committee (GMC) of the Board recommended and the Board adopted, at the November 4, 2020 Board meeting, the attached Board of Trustees Eligibility Requirements (the “Eligibility Requirements”), to be effective immediately. These Eligibility Requirements replace and supersede the Independence, Noncompetition and Eligibility Criteria previously adopted.
The Eligibility Requirements (1) outline the general expectations of time and preparation each trustee must devote to service on the PCC Board of Trustees, (2) identify those affiliations and other circumstances that make an individual ineligible to serve as a Trustee or not independent, (3) require that trustees and candidates for Trustee disclose to the GMC certain changes in circumstances identified in the Eligibility Requirements that could impact a Trustee’s eligibility, independence or ability to serve, and (4) where requested by the Chair of the Board, require that Trustees tender their resignation if the changes in circumstances warrant such, in the determination of the GMC or Board Chair.