Board to Executive Leadership Team Transition

The transition of Terry Flannery from Board Chair to Executive Vice-President & Chief Operating Officer

 

During the coming months, Terry will continue to chair the Board but will recuse herself where appropriate. A transition plan, that was reviewed by our governance consultant, and by our legal counsel, Venable, was approved by the Board of Trustees on the 18th of March 2022. 

The proposal for Sergio Gonzalez, Chair-Elect, to step into the Chair for FY23 and FY24, and the subsequent changes to our Board officers’ arrangements, were presented at our Board meeting in March, where the full slate of officers and new trustees was approved. These changes will be confirmed subject to the election vote from the CASE membership in June.

A move from Board member to executive is unusual, but not unheard of. At no time will Terry be serving in two roles at the same time. 

Terry’s deep experience with CASE as a member and engaged volunteer will be an advantage when she becomes EVP & COO, though there is clear awareness and delineation of the roles to avoid potential conflicts of interest.  

 

Good governance practice suggests that we anticipate upcoming Board business decisions until the transition is complete and assess them for potential conflict of interest. Terry will continue to serve as Chair until the 30th of June 2022, but abstain from votes, or in instances with clear potential for conflict, recuse herself. Chair-Elect Gonzalez will preside over any actions from which Terry recuses herself. 

We are fortunate to have engaged Board officers and practices that support leadership continuity. Chair-Elect Gonzalez has agreed to begin his two-year term as Chair a year earlier than planned, beginning on the 1st of July 2022, subject to the election vote from the CASE membership in June.  The slate of Board officers was reviewed in light of this transition and was approved by the Board at its March meeting, as it normally would. Again, this will be confirmed subject to the vote from the CASE membership in June.

It is important to appoint the new EVP & COO as soon as it is feasible, to allow the President & CEO the capacity to focus upon key leadership priorities in the new Strategic Plan, and to accelerate progress of the team towards our goals in the Plan. The appointment will begin in tandem with CASE’s new fiscal year on the 1st of July 2022.  

The timing of this transition balances these considerations, and the transition plan identifies clear boundaries to avoid any conflicts in the implementation. It also provides the opportunity for minimal disruption with the Chair position – with Terry serving out the first year of her term. It also enables funding for this role to be built into the FY23 budget.

The President and CEO sees herself playing a critical role in delivering on the ambition in the new Strategic Plan. Greater senior leadership capacity will be needed to enable her to do so. 

Sue identified the creation of a new position of Executive Vice President and COO as the solution. She consulted with Board leaders on the position, appointment, and transition and sought the input of governance expertise and legal counsel.

A communications plan has been developed for staff, key volunteers, and the CASE membership, coupled with information of our new Strategic Plan.