10.0 Committees

10.1 There shall be the following standing committees of the Board:

10.1.1 Executive Committee
10.1.2 Nominating Committee
10.1.3 Audit and Finance Committee
10.2 The Board may from time to time designate such other working committees as it deems appropriate and appoint members to such committees.
10.3 Appointment of Committee Members

10.3.1 At each meeting of the Board at the time of the Annual General Meeting, the Nominating Committee shall recommend all members of standing committees. The Board shall consider such report and make appointments for such positions.
10.3.2 The Board may fill any vacancy that arises between Annual General Meetings.
10.3.3 A committee appointment may be terminated at any time on written notice by the Board.
10.4 Term of Office
Unless otherwise specified, the term of office for committee members is three (3) years and shall usually be renewable once.
10.5 Duties of Committees
The Board shall establish terms of reference for all standing committees and working committees.
10.6 Decisions of Committees

All decisions of a standing committee established by the Board made within the scope of duties of that committee as defined in this By-law or its terms of reference shall be reported to the Board at the earliest subsequent meeting for consideration by the Board.

10.7 Executive Committee
The Executive Committee shall consist of the three elected Officers, i.e., the President, President-elect and the Immediate Past President.

10.7.1 Each member of the Executive Committee shall have one vote.
10.7.2 The President shall be the Chair of the Executive Committee.
10.7.3 The Executive Committee shall be empowered to:

10.7.3.1 Undertake the annual performance evaluation of the Executive Director.
10.7.3.2 Deal with issues pertaining to governance of the Corporation.
10.7.4 An Executive committee member may participate in a meeting of the Executive Committee by means of a telephone or other communication facilities which permit all participants to hear each other. An Executive Committee member participating in the meeting by such a means is deemed to be present at the meeting. In addition, an Executive Committee member shall be entitled to vote by means of a telephone or other communication facility in accord with this Article.
10.7.5 All actions of the Executive Committee shall be deemed to be actions of the Board, subject to subsequent ratification by the Board.
10.8 Nominating Committee

10.8.1 The Nominating Committee shall have regional representation consisting of the Immediate Past-President and three Directors from the other three regions.
10.8.2 The Chair of the Nominating Committee shall be the Immediate Past President.
10.8.3 The Nominating Committee shall consult with representatives of each Member.
10.9 Audit and Finance Committee
At the meeting of the Board immediately prior to the Annual Meeting of the Members, the Nominating Committee shall submit a slate of proposed candidates for consideration for appointment by the Board to the Audit and Finance Committee which slate shall include those individuals who, in the opinion of the Nominating Committee, satisfy those requirements as detailed below.

10.9.1 The Audit and Finance Committee shall consist of three (3) individuals who shall be the following:

10.9.1.1 The Chair shall be a Director of the Corporation.
10.9.1.2 One individual shall be a sitting medical regulatory authority Council / Board member.
10.9.1.3 One individual shall be a Chief Financial Officer of a Member then holding office.
10.9.2 The duties of the Audit and Finance Committee shall be prescribed by the Board and shall include the following:

10.9.2.1 Reviewing the annual audit plan in conjunction with the auditors.
10.9.2.2 Reviewing risk assessment and compliance with laws and internal policies applicable to the Corporation.
10.9.2.3 Preparing the draft budget of the Corporation for approval by the Board.
10.9.2.4 Reviewing the budget of the Corporation periodically and making recommendations for any adjustments.
10.9.2.5 Reviewing the financial statements of the Corporation in consultation with the Corporation’s auditor.
10.9.2.6 Considering and recommending to the Board the reappointment or appointment of auditors.
10.9.2.7 Considering qualification for membership on the Audit and Finance Committee.
10.9.2.8 Reviewing and updating the financial policies of the Corporation.
10.9.3 The Audit and Finance Committee shall meet with the auditors at least once per fiscal year or as may be required either by a request of the Committee or the auditors.
10.9.4 All members of the Audit and Finance Committee shall have relevant experience or expertise required by FMRAC. Each member of the Audit and Finance Committee should have familiarity with financial matters; audits; fiscal issues and general banking. No member of the Audit and Finance Committee may be related to another member of such Committee.