The Board of Directors (the “Board”) of Public Broadcasting of Colorado, Inc., a Colorado corporation, also known as Colorado Public Radio ( “CPR”), has established the Nominating Committee pursuant to this Charter.
The purposes of the Nominating Committee are (1) to assist the Board in establishing qualifications for Board members; (2) to identify individuals qualified to become Board members and recommend suitable candidates to the Board; (3) to identify and recommend to the Board suitable candidates to serve on CPR’s Community Advisory Board; and (4) to invite prospective members to the Board and oversee the orientation and “on-boarding” processes.
2. Committee Membership
The Nominating Committee will consist of at least three Board members. The members of the Nominating Committee will be appointed, and may from time to time be removed, by the Board.
The Committee shall meet at the request of the Chair of the Committee or the Chair of the Board at the time and place specified in the notice of the meeting. Notice of the time and place of each meeting shall be given as prescribed in the bylaws for meetings of the Board. A majority of the Committee shall be a quorum of the Committee and the actions of the majority of a quorum shall be the act of the Committee. The Committee shall keep a record of its actions.
4. Functions and Responsibilities
(a) Director Selection. The Committee shall have the following responsibilities for the selection of CPR directors:
- (i) Review from time to time the overall composition of the Board, taking into consideration such factors as business experience, diversity and specific areas of expertise of each Board member to assure that, to the extent possible, the Board reflects the experience, diversity and expertise appropriate for CPR.
- (ii) Assist the Board in establishing criteria for director candidates.
- (iii) As the need to fill vacancies arises, actively seek individuals qualified to become Board members, screen possible candidates, and recommend suitable candidates to the Board.
- (i) Recruit, evaluate and recommend to the Board individuals who would be suitable members of the CAB and whose selection complies with the Community Advisory Board Requirements of Section 396 of the Federal Communications Act.
- (ii) Select a chair and vice chair of the CAB.
- (iii) Review periodically, but not less often than annually, the operations of the CAB, determine whether it is functioning appropriately and recommend to the Board methods by which the CAB’s functioning and contributions to CPR can be enhanced.
(c) Other. The Committee shall perform any other duties or responsibilities expressly delegated to the Committee by the Board. It shall report regularly to the Board on the Committee’s activities.
APPROVED by the Board November 16, 2007