Board Bylaws 1-9: Direct Reports

I. Introduction

This Board Rule provides clarity on the positions that report directly to the Board.

II. CEO

• Hiring

  In alignment with 105 ILCS 5/34-6, the Board may, by a vote of a majority of its full membership, appoint a CEO to serve pursuant to a performance-based contract. The Board may conduct a national search for a CEO. An incumbent CEO may not be precluded from being included in such a national search.

• Key Duties and Authority

  In all cases, the CEO is expected to act in the best interests of CPS and the CPS Board and perform the position with a high degree of competence, professional standards, and judgment. The CEO shall devote the best professional efforts and full employment time in carrying out the duties and responsibilities of the position. The duties and responsibilities shall include but are not limited to those prescribed by the laws and regulations of the State of Illinois and by the policies, rules, regulations, and directions adopted by the Board (collectively the “Board Rules”) and as are reasonably incidental to the position of CEO all as may be modified from time to time by the Board.

  The CEO’s duties and responsibilities include, but are not limited to the following:

  1. Those duties set forth in Section 8 of the Illinois School Code (105 ILCS 5/34-8), those duties delegated to the CEO by Board Policies, and, including but not limited to: the transfer and assignment of professional personnel and other employees under the CEO’s supervision as in the CEO’s judgment the needs of the School District require; the organization and arrangement of administrative and supervisory staff, including instruction and operational affairs; the selection and recommendation for action by the Board of certified and non-certified personnel for hire and recommendation for professional staff for promotion; the promulgation or amendment from time-to-time of rules and procedures deemed necessary or desirable for the well-ordering of the School District. The CEO shall attend all open and closed meetings of the Board unless excused from closed meetings by the Board because the Board is considering the CEO’s performance, conduct, compensation, or employment status. The Board shall not reassign the CEO from the position of CEO to another position without the CEO’s express written consent.
  2. In alignment with 105 ILCS 5/34-6, the CEO shall be the chief administrative officer of the Board and shall have charge and control, subject to the approval of the Board and to other provisions of 105 ILCS 5/34, of all departments and the employees therein of Chicago Public Schools, except the Law Department, Office of the Inspector General, and Office of Internal Audit and Advisory Services. The CEO shall negotiate contracts with all labor organizations which are exclusive representatives of educational employees employed under the Illinois Educational Labor Relations Act.
  3. As stated in 105 ILCS 5/34-8, the CEO shall prescribe and control, subject to the approval of the Board and to other provisions of 105 ILCS 5/34, the courses of study mandated by State law, textbooks, educational apparatus and equipment, discipline in and conduct of the schools, and shall perform such other duties as the Board may by rule prescribe. The CEO may be granted the authority by the Board to hire a specific number of employees to assist in meeting immediate responsibilities. The CEO may, pursuant to a delegation of authority by the Board and 105 ILCS 5/34-18, approve contracts and expenditures.
  4. Pursuant to other provisions of 105 ILCS 5/34, sites shall be selected, schoolhouses located thereon and plans therefor approved, and textbooks and educational apparatus and equipment shall be adopted and purchased by the Board only upon the recommendation of the CEO or by a majority vote of the full membership of the Board and, in the case of textbooks, subject to 105 ILCS 5/34-28.
  5. The CEO shall also have the authority to monitor the performance of attendance centers, to identify and place an attendance center on remediation and probation, and to recommend to the Board that the attendance center be placed on intervention and be reconstituted, subject to the provisions of 105 ILCS 5/34-8.3 and 8.4.
  6. The CEO, or their designee, shall conduct an annual evaluation of each principal in the District pursuant to guidelines promulgated by the Board and the Board approved principal evaluation form.
  7. The CEO is authorized to develop administrative procedures and take other action as needed to implement Board policy and otherwise fulfill his or her responsibilities. The CEO may delegate to other District staff members the exercise of any powers and the discharge of any duties imposed upon the CEO by Board policies or by Board vote. The delegation of power or duty, however, shall not relieve the CEO of responsibility for the action that was delegated.

• Evaluation

  The Board will evaluate, at least annually, the CEO’s performance and effectiveness, using standards and objectives developed by the CEO and Board that are consistent with State law, the Board’s policies, and the CEO’s contract. The evaluation must also specify the form, rubric, indicators, and evidence used for evaluative purposes. A specific time should be designated for a formal evaluation session with all Board members present. The evaluation should include a discussion of professional strengths as well as performance areas needing improvement.

• Compensation and Benefits

  The Board and the CEO shall enter into an employment agreement that conforms to Board policy and State law. This contract shall govern the employment relationship between the Board and the CEO. The terms of the CEO’s employment agreement, when in conflict with this policy, will control.

III. Law

• Law Department

  The General Counsel shall have charge and control, subject to the approval of the Board of Education, of the Law Department and of all litigation, legal questions, and such other legal matters as may be referred to the department by the Board of Education or by the Chief Executive Officer. The General Counsel shall have authority to issue legal opinions, to bring actions on behalf of the Board, to take any actions required by law and to settle any matter before the Law Department, including, but not limited to, federal and state court cases, administrative enforcement agency cases, workers’ compensation claims, employment issues, and contract disputes, for a sum up to and including $100,000, without Board approval. The General Counsel shall report all settlements for sums that are less than $100,000 to the Board as part of the Chief Procurement Officer’s delegated authority report under Board Rule 7-14. The General Counsel shall also review all contracts, bonds, and leases subject to the exceptions noted in Board Rule 7-13.

  Assistants and Deputies General Counsel shall work under the direction and supervision of the General Counsel and are expressly prohibited from performing legal work for or undertaking legal representation of any person or entity other than the Board of Education. Violation of the prohibition against outside practice by an Assistant or Deputy General Counsel shall constitute cause for immediate dismissal from employment.

• Retention of Outside Legal Counsel

  The retention of outside legal counsel is reserved to the Board. Subject to approval by the Board, the General Counsel may retain outside legal counsel to appear in legal proceedings on their behalf or to provide other legal services to the Board. The General Counsel is also authorized to retain hearing officers, arbitrators, mediators, expert consultants and witnesses and court reporters and to authorize payment of fees, expenses and costs related to those retentions. Any actions taken pursuant to this section shall be reported to the Board on a monthly basis.

• Payment of Judgements and Awards

  The General Counsel is authorized to approve payment of any judgments, awards, fines or penalties rendered against or imposed upon the Board when, in the opinion of the General Counsel, no further proceedings are justified. The General Counsel shall report payment of any judgments, awards, fines or penalties in excess of $10,000 to the Board on a monthly basis.

• Attorney's Appearance in Legal Proceedings

  The General Counsel shall appear for and protect the rights and interests of the Board of Education in all cases, suits, and proceedings brought by or against the Board of Education. The General Counsel also shall take all actions necessary to fulfill the Board’s obligations pursuant to Section 105 ILCS 5/34-18.1 of the School Code. If a current or former member, officer or employee of the Board is required to appear in any matter or defend against or respond to any claim, in their individual or official capacity, the General Counsel may elect to represent such person, appoint outside counsel to represent such person or approve reimbursement of reasonable legal expenses and costs provided that the person was acting in the scope of the person's office or employment during the events giving rise to the matter or claim. No Board funds shall be expended for payment of legal services rendered on behalf of any person in the event the person is identified as the target of a criminal investigation or upon the charge of such person by criminal complaint, information or indictment in criminal proceedings. Upon the conclusion of the criminal investigation or proceedings in which the person was a target or defendant, however, such person may request reimbursement of reasonable legal expenses and costs if such person has not been charged or has been acquitted or found not guilty or if all charges against such person in the action have been dismissed. All requests for reimbursement are subject to approval of the General Counsel and the Board.

• Workers' Compensation - Authority to Make Statutory Payments

  The Chief Financial Officer or his designee shall have authority, in proper cases under the Workers’ Compensation Act and Occupational Diseases Act as determined with advice of the General Counsel, to issue requisitions directing the payment of temporary total disability and statutory losses including statutory permanent total disability benefits to Board of Education employees who have sustained accidental injuries or incurred occupational diseases, and of medical and hospital expenses in such cases, without the adoption of Board Reports. Settlements of any Workers’ Compensation claims shall be in accordance with Board Rule 1-9.III.A.

IV. OIG

The Inspector General is appointed by the Mayor of the City of Chicago. However, beginning January 15, 2025, successors shall be appointed by the Board instead of the Mayor. The Inspector General shall investigate allegations of fraud, waste and financial mismanagement in the District by a Local School Council member or an employee, contractor or member of the Board or involving school projects managed or handled by the Public Building Commission and shall perform other duties requested by the Board including, but not limited to, investigations into employee misconduct, including allegations of criminal activity by employees. Based on the nature, extent or combination of allegations, the Inspector General may refer any matter involving allegations of fraud, waste, financial mismanagement, employee misconduct or employee criminal activity to another appropriate District department for investigation and handling.

The Inspector General shall report on and make recommendations to the Board about the investigations completed by the Office of the Inspector General. From time to time the Board acknowledges by Board Resolution the Mayor’s appointment of an individual to serve as Inspector General and the terms of that Resolution will be in full force and effect for the duration of the Inspector General's tenure unless further amended by the Board. Prior to the beginning of each fiscal year, the Board shall determine the budget allocation for operation of the Office of the Inspector General.

V. Office of Internal Audit and Advisory Services

• Purpose

  The purpose of Board Rule 1-9.V is to establish and define the mission, role, responsibilities, scope and authority of the Office of Internal Audit and Advisory Services (IAAS) as the internal audit function to ensure it effectively supports the organization's goals, enhances its operations, and promotes accountability and transparency.

• Mission

  The mission of the IAAS is to provide assurance and advisory services through independent, risk-based, and objective reviews to improve and enhance District processes and operations to contribute toward Chicago Public Schools’ (CPS) mission of providing high-quality public education opportunities for every child.

• Authority

  The internal audit function operates with the following authority:

  • Provide the Board and Senior Management with objective assurance, advice, insight, and foresight, in a systematic, disciplined approach to evaluating and improving the effectiveness of governance, risk management, and control processes.
  • Unrestricted access to all District functions, organizational records, systems, personnel, vendor records, and physical properties relevant to the performance of audit activities.
  • Authority to review and report on any area of the District’s operations and to communicate findings, observations and recommendations directly to the Board.
  • Independence in fact and appearance to perform audits without interference from management or any other influence that could impair objectivity.
  • Allocate resources, set frequencies, select subjects, determine scopes of work, and apply the techniques required to accomplish audit objectives.
  • Obtain the assistance and cooperation of District personnel where audit activities are conducted, as well as other specialized services from within or outside the District.

• Scope

  The internal audit function covers all aspects of the organization’s activities, including financial, operational, compliance, performance, and information technology areas.

  The scope of internal audit includes:

  • Evaluation and development of risk management processes.
  • Evaluation of significant business, process, and organizational changes to assess impact on the District’s control structure.
  • Assessment of governance processes.
  • Ensuring compliance with laws, regulations, policies, procedures, ordinances, Board rules, and contractual agreements.
  • Assessing the accuracy and completeness of financial records and reports to ensure they accurately represent the District’s financial position.
  • Examining the controls related to Information Technology (IT) to ensure the integrity, confidentiality, reliability, and availability of information.
  • Advisory services to enhance the efficiency and effectiveness of operations.
  • Identifying opportunities to improve the efficiency, effectiveness, and economy of government processes and programs.
  • Determining whether public resources are adequately safeguarded and used appropriately to provide services in an equitable manner.
  • Assessing whether the District's performance aligns with its strategic objectives and goals.

• Independence and Objectivity

  To maintain independence and objectivity in fact or appearance, the Chief Internal Auditor (CIA) reports functionally to the Board and administratively to the Chief Executive Officer (CEO) and is accountable for:

  • Delivering audit plans and reports.
  • Communicating significant issues related to risk, control, and governance.
  • Ensuring that the internal audit function is free from any interference in determining the scope of internal auditing, performing work, and communicating results.

• Responsibilities

  The internal audit function is responsible for:

  • Developing a flexible and risk-based internal audit plan using a risk assessment methodology, which addresses key risk areas and aligns with the organization’s strategic objectives.
  • Adjusting the audit plan as necessary to reflect changes in the District's risks, operations, programs, systems, controls, and audit resources.
  • Executing audit engagements in accordance with the approved plan and The Institute of Internal Auditors (IIA) Global Internal Audit Standards (Standards).
  • Reporting audit findings, observations, and recommendations to the Board, management, and other relevant stakeholders, as appropriate.
  • Monitoring the implementation of audit recommendations and reporting on remediation efforts to the Board and Senior Management.
  • Performing special tasks or projects as requested by management or the Board within the scope as defined in Board Rule 1-9.V.D.
  • Providing periodic updates to the Board and Senior Management summarizing audit activities and highlighting significant issues identified and resolved.
  • Partnering with management on risk management activities and facilitating the Risk Management Committee (RMC) to form strategic alliances to identify, assess, manage, and monitor risks to add value and drive improvements of the District’s operations. The RMC Charter outlines authority, responsibility, and membership of the committee.
  • Notify the Office of Inspector General if fraud, waste, or abuse is encountered.
  • Respecting the value and ownership of information received and not disclosing information without appropriate authority unless there is a legal or professional obligation to do so through exercising professionalism and prudence in the use and protection of information acquired in the course of conducting audit activities.
  • Maintaining professional proficiency and staff competence through continuous learning and development.

• Quality Assurance and Improvement

  The internal audit function will implement a quality assurance and improvement program (QAIP) designed to evaluate and promote the internal audit function’s conformance with the Standards, achievement of performance objectives, and pursuit of continuous improvement that includes:

  • Periodic internal assessments.
  • External assessments performed at least once every five years by a qualified, independent assessor or assessment team.
  • Continuous professional development and adherence to the IIA Ethics and Professionalism Standards.
  • Communication to the Board and Senior Management on the internal audit function’s QAIP, including scope, frequency, and results of internal and external assessments.

• Reporting and Communication

  The internal audit function will ensure effective communication with the Board, Senior Management, and other stakeholders through the following:

  • Regular reports on audit activities, findings, and risk management issues.
  • Annual assessment on the audit plan and results in regard to the scope areas identified in Board Rule 1-9.V.D.
  • Ad hoc reports on significant issues or emerging risks.

• Review and Updates

  This policy will be reviewed annually by the internal audit function to ensure its continued relevance and alignment with IIA Standards and organizational changes. If updates are deemed necessary, the CIA will coordinate with the Board, with input from Senior Management.

• Professional Standards

  The internal audit function shall adhere to the Institute of Internal Auditors (IIA) Global Internal Audit Standards (Standards) and other relevant professional standards.

VI. Chief of Staff to the Board

The CEO shall provide for the necessary resources to appoint a Chief of Staff to the Board of Education. The Chief of Staff to the Board of Education shall oversee all operations of the Office of Board of Education, support the execution of the Board’s vision, establish the onboarding and training of Board Members, and support the Board’s efforts to meet its fiduciary, legal, and organizational responsibilities.