BUFA Response to Nov. 9 Board of Governors open letter:

On Nov. 9, the Brandon University Board of Governors published an open letter to students, parents, and concerned citizens.  This letter outlines the governance structure and process that was put in place to manage negotiations with BUFA in this round of collective bargaining.  Read carefully, and in conjunction with an understanding of the Board’s own By-Laws and Policies, it is clear that this represents an abrogation of the Board’s responsibilities, and a breakdown of Board governance at Brandon University.  The circumstances under which the Labour Relations Committee was created violate the Board’s own by-laws and policies, and accepted conventions of board governance.  The mandate of this committee removes responsibility for bargaining from the Board Executive, and eliminates the Board in general from the bargaining process, contrary to the Board’s own Collective Bargaining Protocol Policy.

The details of this gross violation of governance are outlined below:

1) The Board of Governors’ Collective Bargaining Protocol is not being followed.  In the protocol, the mechanism for reporting on progress of negotiations is as follows:

“The collective bargaining committees keep the President informed on the progress of negotiations, consulting with him/her as necessary. In turn, the President keeps the Board Executive Committee informed on the progress of negotiations, consulting with it as necessary. The President also reports to the Board of Governors, from time to time, on the status of negotiations.”

BUFA has been informed that the members of the Board of Governors, and the Board Executive, have not been kept adequately informed of the progress of negotiations.  Furthermore, some Board members have received personal inquiries from the public, and have asked for a meeting of the Board for the purpose of becoming informed of the progress of negotiations, but have been denied this request on the grounds that the Ad Hoc BUFA Bargaining Committee, created expressly for the purpose of dealing with the current BUFA negotiations, “has been and continues to be fully briefed on all issues in bargaining, on a regular basis.”  The implication is that regular Board members need not be informed since this committee is doing their job for them.

2) The Board’s By-Law No. 11 respecting committees identifies only four standing committees of the Board of Governors.  No labour relations committee is identified.  Therefore, this is a new, ad hoc committee, created at the April 2011 Board meeting, for the specific purpose of dealing with negotiations with BUFA (as stated in the motion described in the Board’s open letter).  However, there is no evidence of this committee in the minutes of the April 2011 Board meeting.  The Board admits in its open letter that the committee was created while the Board was meeting in camera.  According to general conventions of board governance, motions cannot be passed while a board is in camera.  In order to be realized, decisions made in camera must be passed by motions moved to open session.  While the minutes of the April 2011 meeting do report a number of motions arising from the in camera session, a motion creating this committee does not appear.  The Board of Governors therefore recognizes and operates according to this convention.  The Ad Hoc BUFA Bargaining Committee, therefore, should never have been recognized; its illegitimacy is beyond doubt.

3) Student and faculty members of the Board were excluded from the formation and operation of this committee on the basis of an alleged conflict of interest.  This is in direct violation of the Board’s own By-Law No. 10 respecting conflict of interest.  The by-law states (in part):

An actual or potential conflict of interest arises when a member is placed in a situation where his or her personal interest, financial or otherwise, or that of a proximate third party (who may also be a member) conflicts or appears to conflict with his or her primary responsibility to the University...

Circumstances that do not constitute a conflict of interest:

A conflict of interest does not exist when:

- members participate in negotiations with respect to salary or other terms of employment on behalf of the university or a group of employees...

- the interest of the member and any benefit to the member is only as part of the advancement of the interest of the member's administrative or academic unit, or the University...

These terms of this by-law would suggest, first, that if the interest of students or faculty members is coincident with the advancement of the University, there is no conflict of interest.  We are certain that the student and faculty members of the Board would believe their interest relating to the negotiations between BUFA and the Board of Governors to be so coincident.  Indeed, they are on the Board because their interest is the interest of the University.  In the case of faculty members of the Board, for the duration of their term on the Board, they forgo their membership in BUFA; the risk of a conflict of interest is addressed at the outset.  Second, as the Ad Hoc BUFA Bargaining Committee was specifically struck to deal with negotiations, the by-law states explicitly that no conflict therefore exists.  The exclusion of certain members in the formation and operation of this committee is alarming, and again, a violation of the Board’s own by-law.

In sum, the explicit violation of several of the Board’s own by-laws and policies points to a complete breakdown of the functioning of Brandon University’s Board of Governors, and suggests a highjacking of the governance of the University as it relates to the current round of collective bargaining with the Brandon University Faculty Association.