OLBA Council Terms of Reference

Policy: TOR - OLBA Council | Policy Type: Council Terms of Reference | Approval Date: October 2025 | Date for Renew: 2026 Every 3 years

Introduction

As per By-Law 1, the Ontario Library Boards and Information Association (“OLBA”) is a standing body of the Ontario Library Association and sits at the interests of the Board and the Association members. This Terms of Reference describes this sector’s governance body, hereinafter referred to as “Council”.

Purpose

The purpose of the OLBA Council is to foster, encourage and improve public library boards’ capacity to achieve excellence in library governance in order to provide optimal public library service for all people in Ontario. The Ontario Library Board Association is a centre of excellence in governance for public library boards in Ontario and a leader and recognized authority in public library governance and community leadership development. Connected and responsive to its members, OLBA is a valued partner within the public library system and within the public library sector.  

OLBA believes:

That public libraries are essential to the quality of life of the people of Ontario and vital to the educational, economic, social, and cultural development of the province;

That public library boards must continue to be independent and citizen-based in order to fulfill their mandate to provide excellence in public library service as a fundamental pillar in the development of vibrant communities throughout Ontario;

That a sound partnership between each public library board and its Chief Executive Officer is essential to strong library leadership locally, regionally, and provincially;

That a collaborative relationship between each public library board and its municipal council is critical to effective public library governance.

Council Membership

All elected representatives to the OLBA Council, including the Executive, must be OLA members in good standing, members of OLBA, and working or residing in Ontario.
Representatives will be selected to provide a diverse voice throughout the sector including geographic area, size and function of library, and inclusive voice. While an individual may have several of these particular experiences, when being elected they sit for a single primary purpose.
The OLBA sector shall elect between three (3) and seven (7) At Large Representatives which meet the diverse needs of that division. Criteria of representation may involve regional seats, specific focus, or topical representation, etc. Representation should ideally reflect diverse perspectives from a range of library roles (e.g. Types of trustees such as Council Rep, Chair), as well as different types of libraries (e.g. size of system-under/over 30,000 served, PLA system structural representation), and cultural, and geographic diversity.

Council Governance

The affairs of OLBA shall be managed by those elected to Council in a manner consistent with By-Law No. 1. The composition of the Council shall include at least:

- The Past-President

- The President

- The Vice-President

- Executive Director (non-voting)
The remainder of the Council shall be comprised of the At Large Representative seats.
From time to time the OLBA Council may request updates to this Terms of Reference with the Board, including the selection of quantity and area of representation for their at-large representation.
Provided that each of the foregoing, except for the Executive Director, are personal members in good standing of the sector at the time of their election and throughout their term of office.
- The Vice-President shall serve the first year after election as Vice-President, the second year as President, and the third year as Past-President / Board of Director ex-officio member. In the event of the resignation of the President during their term of office, the Vice President shall assume the duties of the President for the remainder of that term.
- The term of office of a councilor is three years.
- A Secretary shall be chosen from among the Councilors annually.
- The councilors shall be appointed annually by the Divisional President to portfolios, which shall be determined from time to time by Council, including a counsellor to be appointed to as a Super Conference Planner.
- If a Councilor is absent for three consecutive Council meetings, without authorization by a Council resolution, that Council member’s seat becomes vacant and the remaining Councilors shall declare the seat vacant and move to fill it as per OLA Policy G4.4 “Nominations and Elections”

Term of Appointment

The Term of Appointment begins in January following election. Some training may occur directly following election and prior to taking office. In this case, the position will be referred to as “Name-elect” (e.g. Vice President Elect, Councillor Elect).

Qurorum

Quorum simply means having enough councillors in the “room” – whether virtual or in-person – so that everyone’s decisions fairly represent the whole Council. A quorum is reached when at least half of the Council are present. If three scheduled meetings in a row don’t meet quorum, the Chair is encouraged to connect with the Board to review the Council’s membership and help set the group up for success.

Resources and/or Budget

This Council has access to funds which are defined in the Board approved annual budget. All financial management will be conducted for the Council and sector by the Director of Operations. The Council as a whole will be consulted in budget planning periods to provide budgetary needs, and these needs will be based on the OLA workplan.

Duties of Councilors

Each Council representative plays an important role in helping the group fulfill its purpose and support the broader goals of the organization. Councillors are asked to:

Contribute their knowledge, experience, and unique perspective to the Council’s work.
Collaborate with fellow councillors to help achieve the Council’s mandate as set by the Board.
Participate actively in meetings where quorum is present and contribute thoughtfully to discussions and decisions.
Work within the mandate of the Council and reach out to the Executive Director or Board President if clarification is ever needed.
Review each meeting’s agenda package and come prepared to engage in meaningful conversation and decision-making. Agendas will be shared at least five business days in advance.
Make every effort to attend scheduled meetings, and notify the Chair in advance if unable to attend, to help manage quorum and rescheduling needs.
Follow through on action items by agreed-upon deadlines to support the Council’s momentum and respect everyone’s time.
Foster a respectful and inclusive environment for all councillors, and follow OLA’s Code of Conduct (G2.2 Code of Conduct Policy and Procedures)
Support the collective decisions of the Council, even if individual viewpoints might differ.

Membership Transitions and Participation

We value the contributions of every Councillor and recognize that life and schedules can sometimes shift. If a councillor misses three meetings without notice, a new appointment may be made to ensure the Council can continue its work effectively.

The Council President reserves the right to, with the support of the Executive Director, to remove councillors who are not regularly participating or are having difficulty working collaboratively. In this case the Executive Director will begin the procedure of elections.

A Councillor’s term may also come to an end when:

Their appointed term expires;

They are on longer able to participate due to ongoing illness or other circumstances;

They are no longer a councillor of OLA, and/or their Sector.

Meetings

Councils can expect to meet virtually (via Zoom) monthly, for a total of approximately 10 times a year. Meeting dates and times will be influenced by staff availability and the OLA calendar of events.

From time to time, sub-committees will be formed to focus on specific projects or tasks. Meetings will be called as required by the Sub-Committee Chair, the Council President, or by a majority of the councillors of that Sub-Committee, and arranged by the Staff liaison.

The Board President may also call a Council meeting to address pressing business to the Board.

Voting

The Council will aim to make decisions by consensus whenever possible, recognizing the value of open conversation and shared understanding. When a vote is needed, decisions will be made by majority vote, with all Councilors having an equal vote. Guests or non-member participants are welcome to contribute to discussions but do not vote. The Council President has a single vote. Any tie votes are a vote in the negative. If the Council is unable to reach a decision or needs further guidance, the matter can be brought to the Board for additional input and direction. All decisions made must meet or work to achieve the larger OLA Strategic Plan and Board priorities.

Council Secretary

The appointed Secretary will complete Council minutes. These minutes shall be available and be part of the official record of the OLA. Each Council will also have access to the OLA AI software to create meeting summaries as a backup for secretary and internal use only.

Administration

The Board Secretary (or Designate) will ensure that appropriate records are maintained in order to conduct regular Committee, Council, and Board business, and to maintain both current and historical record of all matters relating to the Council.

Review of Terms of Reference

The Board will review, amend, and approve the Terms of Reference according to the Board’s Policies and Review Schedule. The Council will review the Terms of Reference as Information at the first meeting of the year.

Amendments

Amendments to all Council Terms of Reference must align with the OLA Bylaw #1. Any proposed amendment which impacts the By-Law must be presented to members in accordance with OLA Bylaw #1 and the OLA Resolutions Policy and Procedure G6.1. Bylaw #1 stipulates notice to members of resolution as follows:

Notice of any by-law amendments: 30 days

Notice of other resolutions: 7 days.

Updated: October 2025