1.  Roles


1.1  Trustees (Reference Policy 2.11)
The role of the Board of Trustees is described in general terms in the Bylaws. Greater detail regarding the Board’s responsibilities and the role of an individual Trustee is provided in the EIS Trustee Job Description.  Further, EIS subscribes to the NAIS Principles of Good Practice - Boards of Trustees and the NAIS Principles of Good Practice - Individual Trustees.

1.11 Governance Responsibilities
The Board bears fiduciary responsibility for sustaining the school as well as strategic responsibility for setting the direction for the school.  

1.111  Fiduciary Duties (Reference Policy 2.2)
The Board’s Fiduciary Duties, shared with the Director, include an array of responsibilities for establishing and ensuring implementation of policies for sustaining the school both now and for the future.

1.112  Policy Development (Reference Policy 2.22)
A sound Policy Manual is vital to effective governance (see Why Have School Policies) and it is the Board’s responsibility to develop relevant policies, reflecting the Criteria for Board Policies.

1.113  Monitoring (Reference Policy 2.2)
The Board bears responsibility for monitoring the quality of the school (see Monitoring School Quality), the performance of the Director (see Director’s Evaluation Guidelines), its own performance (see AAIE International School Board Evaluation Instrument), and its implementation of policies and strategic priorities.

1.114  Planning (Reference Policy 2.21)
The Board is responsible for approving strategic priorities (see Strategic Plan Framework), developing a finance plan (see School Financial Plan Guidesheet), and maintaining an updated facilities plan (see An Overview of the Facilities Master Plan Process), all three of which should be integrated.    
    
1.115  Trustee Succession (Reference Policy 2.31)
Of prime importance in effective governance is the quality of individual Trustees.  Broad guidelines for electing and appointing Trustees are established in the Bylaws; four elected Trustees are selected by the Association and the Board has direct responsibility for appointing three Trustees.  In both cases, the Board should play a role through the work of the Governance Committee, which is responsible for managing the election process and coordinating appointments. As part of those processes, the Governance Committee shall conduct an analysis of the needs of the Board in terms of skills, dispositions, and expertise, help identify potential candidates, and ensure compliance with the requirements cited in the Bylaws.

1.2  Board Officers (Reference Policy 2.4)
The selection process for the Board’s officers is described in the Bylaws, as are their general responsibilities and duties, elaborated in Board Officer Responsibilities and Qualifications.

1.3  Relationships with the Director and Staff  (Reference Policy 3.1)

1.31  Director’s responsibilities (Reference Policy 3.2)
The Director’s specific duties and responsibilities are delineated in the EIS Director’s Job Description, as well as in the NAIS Principles of Good Practice - Head of School.

1.32  Director goal-setting and performance evaluation (Reference Policy 3.4) 
In collaboration with the Chair, the Director shall develop and submit her/his annual goals to the Board for approval.  Goal achievement, as well as performance of the duties and responsibilities cited in her/his job description shall be the basis for the Director’s annual evaluation, as described in the Director’s Evaluation Guidelines.

1.33  Staff Grievance Procedure (Reference Policy 6.46)
The protocol for handling a grievance is established by the Director and described in the Human Resources Manual and Faculty and Staff Handbook. The Director is responsible for resolving grievances. If the complainant does not regard the Director’s resolution of the problem to be satisfactory, the complainant may appeal in writing to the Board through the Chair with a copy to the Director. 

The Chair shall bring the problem to the next meeting of the Board, or, if the delay seems unreasonably long, s/he may convene a special Board meeting for this purpose. The Board may allow the complainant to present her/his case in person, but this presentation shall only be when the Director is also present. The Board’s decision shall be based on adherence to policy and in all cases, is final. Such decision or further action required shall be communicated to the complainant within five (5) days of that meeting.

1.34  Whistleblower Procedure (Reference Policy 6.6)
Board Policy encourages employees to report unethical or illegal conduct and ensures no retaliation. Procedures established by the Director describe her/his authority and responsibility to address such allegations. Should the allegations involve the Director, they are to be reported directly to the Chair of the Board.

Upon receipt of a written “whistleblower” allegation, the Chair shall acknowledge to the whistleblower receipt of the report and conduct an initial investigation of the matter, including discussing the allegation with the Director. Within ten (10) days of receipt of that report, the Chair shall inform the Board of the allegation and her/his initial findings.

Unless the Chair deems the allegation of extreme urgency, the Board shall conduct a thorough review of the issue in private session at the next Board meeting, absent the Director, and subsequently, either the Board or the Chair will discuss the matter with the Director.  At that point, the Board may continue to investigate the matter or determine a resolution. Within five (5) days of that meeting, the Director and the whistleblower will be informed of the Board’s decision regarding any action to be taken.