Meals on Wheels Central Coast Limited

S1-EM-CP / BOARD PROCESSES
Authorized by:Board / Version: 1.1
Date of Issue:25/11/2015 / Date approved: 25/11/2015
Next review date: 25/11/2016
Policy context: This policy relates to
Standards or other external requirements / Community Care Common Standards – Standard 1 Effective Management
Legislation or other requirements / Home & Community Care Act 1985
Corporation Act 2001
Corporations (Change of Incorporation) Regulation 2002
Contractual obligations / Department of Health
Department of Family & Community Services

POLICY ON BOARD PROCESSES

1The Boards Role

2.1Is accountable for exercising the authority given to it in its Constitution and the law of the land.

2.2Sees its role as one of governance and holds its Manager accountable for the management of all delegated responsibilities.

2.3Is accountable for the overall performance of the organization.

2.4Is responsible for determining Board development, discipline and for its own performance and processes.

2.5Sets the Board’s strategic plan and agenda for the year.

2.6Establishes the extent of the Manager’s authority to establish programs, budget, administer finances and otherwise manage the organization according to sound practice.

2.7Exercises due diligence, fiduciary responsibility and ensures that risk is identified and managed.

2.8The Board must ensure that all collective and individual employment contracts are not in any way compromised by any decision the board may make, without appropriate legal advice.

The Chairperson’s Role

The Chairperson:

2.9Is responsible for maintaining the relationship between the Board, the Manager and organization.

2.10Is the chief representative and spokesperson for the organization unless another Board member or the Manager is delegated the responsibility.

2.11Chairs the meetings of the Board after developing the agenda with the Manager which is based on the Boards strategic plan and the agenda for the year.

2.12Serves as an ex officio member of any sub-committees and attends their meetings when appropriate.

2.13Discusses major issues confronting the organization with the Manager and reports such concerns back to the Board.

2.14Guides and mediates Board actions with respect to major organizational priorities and governance concerns.

2.15Ensures that the annual performance of the Board and Manager are conducted in a professional and timely manner.

2.16Performs other responsibilities assigned by the Board.

2.17Ensures Board members are satisfied with their contribution to the Board.

BoardMembers’ Role

Board Members undertake to:

2.18Serve with respect, courtesy, concern and responsiveness.

2.19Observe Board solidarity re decisions reached and authority to act.

2.20Endeavour to attend all Board meetings of which they are members.

2.21Be informed about the organization’s Aim, Philosophy, Objectives and services.

2.22Review the agenda and supporting materials prior to Board meetings.

2.23Systematically consider information that evaluates the organization’s performance.

2.24Serve on Board and offer to take on special tasks.

2.25Cannot speak on the Board’s behalf unless they have been authorized by the Board to do so.

2.26Inform others about the organization.

2.27Suggest potential Board members.

2.28Adhere to and maintain the Board policies

2.29Keep up to date on developments in the organization’s area of service.

2.30Attend a reasonable number of organizational and staff events, when considered appropriate by the Board.

Board Sub Committees:

2.31Are created by the Board when it becomes apparent that the business of the Board requires a more focused approach than can be done with the full Board.

2.32Develop policy options for the Board and recommend actions for consideration and approval.

2.33Operate at Board level, not at operational/managerial level.

2.34Do not make decisions on behalf of the Board unless the Board has charged the Sub Committee with the authority to do so, in a specific circumstance.

2.35Require a membership that pays attention to a mix of skills and experience with the task of the particular Sub Committee.

2.36Require a “Terms of Reference” that outlines the Sub Committee’s purpose, length of appointment, responsibilities, membership, meeting frequency and annual goals.

2.37May invite a staff member to join a Sub Committee because he/she has particular information and expertise that will assist the Sub Committee in its work.

2.38Evaluate annually and give the evaluation report to the Board.

Board – Manager Relationship

The Board:

2.39The Board’s relationship with the operations of the organization is through the Manager.

2.40Individual Board members may have a relationship with the Manager and staff that isacceptable to the Manager.

2.41Using a commonly agreed upon interpretation of the Board’s policies, the Manager is authorized to establish all further management/operational policies, decisions and actions.

2.42The Board ensures that there is an annual performance appraisal of its Manager in keeping with sound HR practice.

Manager – Board Relationship

The Manager:

2.43Acts as the Executive Officer of the Board.

2.44Reports directly to the Board through written and verbal reports.

2.45Supports the Board with strategic information, ideas and reports that are relevant, timely and accurate.

2.46Plans, co-ordinates and implements the programs and policies established by the Board.

2.47Assures the Board of compliance to its policies through agreed upon reporting processes at least annually or as otherwise specified.

Board Member Recruitment, Appointment and Development

2.48All Board members are responsible for identifying prospective Board members through a variety of processes.

2.49When the needs arise, the Board decides which prospective Board members should be cultivated and recruited in the light of Board composition and skills need.

2.50The Board conducts a regular skills audit of its members in order to identify the skills the Board requires in new members to enable it to govern well.

2.51It is the responsibility of the Board to develop an orientation program for new Board members.

2.52It is the responsibility of the Board to develop an annual evaluation and development plan for the Board as well as regular informal ones.

2.53The Board includes the cost of these ongoing developments in its annual budget.

Board Governance Policy Review

2.54It is the Board’s responsibility to review, and if necessary change, these governance policies annually.

DOCUMENTATION

Documents related to this policy
Related policies / MOWCC Policies and Procedures
Forms, record keeping or other organizational documents / Meals on Wheels Central Coast Ltd Constitution
Organizational Chart
Reviewing and approving this policy
Frequency / Person responsible / Approval
Annually / Manager / Board

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Policy review and version tracking
Review / Date Approved / Approved by / Next Review Due
1 / 20/06/2011 / Management Committee / 20/06/2012
2 / 25/11/2015 / Board / 25/11/2016
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