DREAM Board Charter

PURPOSE OF CHARTER

The DREAM Board Charter sets out the role, composition, responsibilities, operations and governance of the DREAM Challenges Board of Directors .  

PURPOSE OF THE BOARD

The Board is responsible for overseeing the design, execution and reporting  of DREAM Challenges through; 

1. Defining, approving and promoting the vision and mission of DREAM Challenges
2. Defining, approving and implementing DREAM strategies and policies
3. Setting and reviewing the governance policies for DREAM Challenges and ensuring best practices are implemented across Challenges
4. Ensuring consistency in communications and branding

ROLES AND RESPONSIBILITIES

The DREAM Board of Directors will have a minimum of 5 Directors. The Board has delegated authority for operations and administration of DREAM to the DREAM Chair, who is also the Board Chair.

The DREAM Chair is responsible for:

1. Leading development of DREAM policies;
2. Ensuring efficient and effective operation of DREAM Challenges; 
3. Working with the Directors to arbitrate and resolve disputes;
4. Chairing meetings of the Board; and
5. Serving as the deciding vote for split votes.
6. Appointing a Vice-Chair to carry out the responsibilities of the Chair when they are absent or recuse themselves due to a COI 

The DREAM Directors are responsible for:

1. Electing the DREAM Chair;
2. Participating in meetings of the board;
3. Vetting DREAM Challenges; 
4. Ensuring consistency and best practices in Challenge operations;
5. Ensuring fair and rigorous evaluation of submissions; 
6. Ensuring sufficient protection of data;
7. Approving all financial incentives in Challenges;
8. Ensuring timely publication of DREAM manuscripts;
9. Developing and/or guiding  DREAM Challenges during each 3-year term; and 
10. Serving as champions for DREAM Challenges through community outreach and engagement efforts, including finding partners and funders.

MEETINGS

The DREAM Board of Directors will have biweekly meetings with a minimum of 5 Directors in attendance. 

MEMBERSHIP AND TERM

The DREAM Chair is elected by the Directors to serve a 3-year term. Upon completion of the term, the Chair Emeritus may be invited to return to the board as a Director. The DREAM Chair can serve up to 2 consecutive terms.

The Directors will designate a Chair Elect one year prior to the completion of a Chair’s 3-year term to ensure a smooth transition in leadership. 

Each Director serves a 3-year term with the potential to serve additional terms if the Board decides to re-elect them. No single institution can hold ⅓ or more of the Board seats. Nominations for additional Directors must be presented by an active Director.

There will be a minimum of five Directors. If Directors leave the Board for any reason, and these departures reduce the board size below five, quorum for all issues will become the full board independent of Director institutional affiliations.

VOTING

The Board will adhere to the following rules for governing:

1. Majority voting required for
   1. Selection of Chair Elect
   2. Blocking (vetoing) challenge
   3. Changes / amendments to DREAM rules
2. Super-majority voting (⅔)
   1. Addition / removal of nominated director
   2. Blocking a participant from DREAM
   3. Changes / amendments to DREAM Board Charter

If a Director is absent during voting at a meeting, they will have 5 days to submit their vote. Votes must be received from all Directors for governance issues.

Conflicts of interest (COI) are situations in which financial or other personal considerations may compromise or lend the appearance of compromising a Director’s professional judgment in making decisions on behalf of DREAM. Each Director must declare COIs to the other Directors prior to any discussion of an issue where the COI may arise, and prior to any vote in which the COI may be relevant. Directors are expected to recuse themselves from discussions and votes where they have a COI. A Director with a COI may not attempt to improperly influence the deliberation or voting on a matter related to their conflict. A violation of the COI policy must lead to a blinded vote on removal of the Director.

REVIEW OF CHARTER

The Board will review this charter annually and revise as needed.

CURRENT BOARD MEMBERS

Approved January 21 2020; Revised March 23 2022; Revised February 14 2023; Revised August 1, 2023