Page 11 - CEnet Governance Roadmap

Governance Roadmap
Governance Roadmap
OBJECTIVE 3:
Review the existing board committee structure and consider whether changes are required to reflect established good governance practice.
Priority - Tier 2
Completion date: 30 June 2021
EG Review Recommendation
REC #11: Apart from the committees identified as governance committees in this report, all other committees currently reporting to the board report to the CEO, who in turn can summarise the outcomes and performance of these committees to the board.
REC #12: That the Audit and Risk Management Committee specify skill requirements for membership of the committee such as appropriate financial knowledge and expertise and sufficient availability for the additional work of the committee.
REC #13: That the CEnet board explore broadening the terms of the current Audit and Risk Management Committee to that of a Finance, Audit and Risk Management Committee.
REC #14: The remit of the Remuneration Committee be widened to include oversight of the organisation’s culture.
REC #15: That the CEnet board establish a Governance and Nomination Committee should the members change the structure of the board’s composition.
Matter for
Existing board
Yes
Develop a recommendation for the new board.
Members
No
New board
Yes
Establish a new committee structure.
Constitution
Yes
Consideration required as to whether committee structure is to be enshrined in the constitution.
Background
CEnet currently has six committees identified as governance committees. Except for the Audit and Risk Management Committee and the newly formed Remuneration Committee, the remaining committees appear to be more management committees than governance committees.
In reviewing the charters of each committee, several suggestions for improving the overall committee structure and operations have been outlined in the report. Board committees should include:
● Finance, Audit & Risk Management Committee
● Remuneration Committee
● Governance & Nominations Committee
Potential consideration required to be given to the establishment of an IT Strategy Committee.
Governance Roadmap
Key actions required
3.1 Develop recommendations for the new governance model.
3.2 General meeting of members (constitutional changes).
3.3 Establish the new committee structure.
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