Purpose:

• This policy establishes a framework to ensure the continued leadership and operation of the Association in the event the Executive Director is temporarily or permanently unable to fulfill the responsibilities of the position. It outlines the Board’s authority to appoint interim leadership, delegate operational responsibilities, maintain business continuity, and protect the interests, assets, and reputation of the Association.

Policy:

1.  The Executive Director shall maintain sufficient operational information to support business continuity.

1.1. Operational documentation should include, where appropriate:

1.1.1. key organizational contacts;

1.1.2. banking and financial processes;

1.1.3. legal counsel and professional advisors;

1.1.4. insurance information;

1.1.5. information technology systems and administrative access procedures;

1.1.6. major contracts and vendor information;

1.1.7. current organizational projects;

1.1.8. annual reporting and regulatory deadlines; and

1.1.9. other operational information necessary for operation of the Association.

2. The Executive Director may delegate operational responsibilities during planned absences. Access to confidential operational information shall be limited to individuals authorized by the Board.

2.1. During planned absences, including vacation, professional development, or short-term leave, the Executive Director may delegate operational responsibilities to one or more employees where appropriate.

2.2. The Executive Director shall advise the President if, during a planned absence, another employee is delegated responsibility for overall day-to-day operations of the Association or is authorized to exercise decision-making authority normally exercised by the Executive Director.

2.3. The Executive Director remains accountable for decisions made under delegated authority during planned absences.

3. In the event of an unplanned absence of the Executive Director, when expected to be less than 31 days:

3.1. The President shall provide governance oversight until:

3.1.1. the Executive Director returns; or

3.1.2. the Board determines otherwise; or

3.1.3. the absence is extended beyond thirty (30) days.

3.2. Day-to-day operations shall continue through designated employees where operationally appropriate.

3.3. The President may temporarily assign operational responsibilities necessary to maintain the continued operation of the Association.

3.4. The Board shall be informed of the Executive Director’s absence as soon as reasonably practicable, not to exceed 5 business days.

4. If the Executive Director is expected to be unavailable for more than 30 consecutive days, or the duration of the absence is unknown but expected to exceed 30 consecutive days, or if the Executive Director is deemed unfit to continue by the Board or is otherwise unable to fulfill the responsibilities of the position:

4.1. The Board may appoint an Interim Executive Director.

4.2. The Board may appoint any employee, contractor, or other qualified individual as Interim Executive Director where it determines such appointment is in the best interests of the Association.

4.3. The Board shall determine the scope of authority, duration of the appointment, reporting requirements, and any limitations on delegated authority.

4.4. The Board shall review the appointment periodically until the Executive Director returns or a permanent Executive Director is appointed.

4.5. Until the Board appoints an Interim Executive Director, the President may authorize employees to carry out only those operational responsibilities necessary to maintain the normal business operations of the Association.

5. Where the Executive Director position becomes permanently vacant:

5.1. The Board shall appoint an Interim Executive Director within 15 business days.

5.2. The Board shall establish a recruitment and selection process for a permanent Executive Director.

5.3. The Board shall ensure the continued operation of the Association throughout the transition period.

6. Unless otherwise restricted by Board resolution, the Interim Executive Director may execute the authority granted to the Executive Director under the Delegation of Authority to the Executive Director Policy, except Co-signing Authority for All Bank Transactions, which may be separately granted as outlined below in item 8.2..

7. The Interim Executive Director shall not, unless specifically authorized by motion of the Board:

7.1. Exercise authority reserved exclusively for the Board in accordance with the Societies Act of Alberta, the CMMOTA Bylaws, and the Delegation of Authority to the Executive Director Policy.

7.2. Access confidential information beyond what is reasonably necessary to fulfill the responsibilities assigned by the Board.

8. Financial and Banking Authority.

8.1. This policy does not automatically grant banking or signing authority.

8.2. Where operational continuity requires access to banking or financial functions, the Board may, by resolution, appoint an Interim Executive Director or other authorized individual to carry out designated financial responsibilities.

8.3. Any banking or signing authority shall be exercised in accordance with the Association’s Bylaws, Financial Management Operations Policy, banking resolutions, and the requirements of the Association’s financial institution.

8.4. The Board may establish limitations, conditions, or revoke any delegated financial authority at any time, including those listed in the Delegation of Authority to the Executive Director Policy.

9. During any period of interim leadership:

9.1. The Board, through the President or Interim Executive Director, shall determine the appropriate communication to employees, members, contractors, regulators, government agencies, insurers, legal counsel, and other stakeholders regarding any leadership transition.

9.2. Communications shall be timely, appropriate, and protect the privacy and confidentiality of the Association and its employees.

10. The Board shall maintain oversight throughout any period of delegated interim authority.

10.1. The President shall maintain regular communication with the Interim Executive Director.

10.2. The Interim Executive Director shall report to the Board as directed by the Board.

10.3. The Board may modify, suspend, or revoke any authority delegated under this policy at any time.

10.4. All authority delegated under this policy shall cease immediately upon the direction of the Board, the Executive Director resuming their duties, or the appointment of a new Executive Director.

Original Date of Policy Adoption: September 12, 2026

Date of Last Policy Revision:

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