GOVERNANCE FRAMEWORK - July 2007
1.
INTRODUCTION
Corporate Governance in
the Auditor-General (“the AG”) is guided
by the Constitution of the
Republic of South Africa, the
Public Audit Act, 2004 (the PAA) and some
aspects of the King
Report II
which have been considered to be relevant to the AG. The
Constitution and the PAA
establish a one-person
unitary board and the governance framework therefore
strives to adhere to governance best
practices within this unique,
hybrid, public
sector framework.
1.1.
Corporate
Governance
in the context of the public sector
Good governance,
according to the Good Governance Standards for Public Services; Commission for
Good Governance in Public Services, London 2004, means:
·
focusing on the organisation’s
purpose and outcomes for citizens and service users;
·
performing effectively
in clearly defined functions and roles
·
promoting values for the whole organisation and
demonstrating the values of good governance through behaviour
·
taking informed, transparent
decisions and managing risk
·
developing the capacity and
capability of the governing body to be effective; and
·
engaging stakeholders and making
accountability real.
1.2.
General guidelines for the governance
framework:
The Auditor-General is a one-person
unitary board and thus requires a robust governance structure that includes the
right skills, attitudes and appropriate safeguards. Therefore
the following guiding principles were developed:
1.2.1 The Auditor-General (the
organisation) is
established as a state institution in terms of
Chapter 9 of the Constitution to strengthen constitutional democracy in the
1.2.2
It is
accountable to the National Assembly and must report on its activities and
performance of its functions to the Assembly at least once a year.
1.2.3
The management and control of the
administration and affairs of the Auditor-General are governed, as far as
reasonably possible and within the constitutional
and legal constraints
as highlighted above, by the principles of good corporate governance as
accepted by entities in both the private and the public
sector.
1.2.4
These guiding principles may only be
amended with the express written consent
of the Auditor-General or necessary legislative amendments,
where applicable.
2 THE NATURE OF
CORPORATE GOVERNANCE
Whilst being independent and impartial, the AG is
accountable to the National Assembly. The
PAA in turn provides for the establishment of a parliamentary oversight
mechanism to assist and protect the AG to ensure its independence,
impartiality, dignity and effectiveness as
well as to advise Parliament. The
PAA further provides for the
formation of and defines the functions of other key structures of the AG, as
listed below:
·
the Oversight
Mechanism (“SCoAG”);
·
the Auditor-General
(as an institution);
·
the Auditor-General
(as an individual);
·
the
Deputy Auditor-General;
·
the
Audit Committee; and
·
the advisory
and other structures
In
addition, the Public
Audit Act refers to:
·
the National
Assembly; and
·
National Treasury
The AG has created the Management
Executive Committee (“Exco”) and other internal committees to
further strengthen
and demonstrate his/her commitment to
good governance, in addition to the statutory creatures referred to above.
Vital elements of the governance framework
and corporate governance process in the AG are:
·
the interaction between the AG and SCoAG;
·
the interaction between the organisation’s executive (i.e. the AG, the DAG and
Exco) and non-executive structures (namely, the Audit
Committee; the Quality Control Assessment Committee, the Remuneration
Committee and the Risk Management Committee); and
·
the significant emphasis placed on corporate governance, as well as
the resources and structure given to the
Business Executive for Governance[1] to champion
corporate governance on a day-to-day basis and to pro-actively
assist governance structures and AG employees with corporate governance
responsibilities.
The Business Executive for Governance is a critical link in the governance
framework between the executive and non-executive structures as well as
with SCoAG. For good governance, a direct
link is therefore required from the Business Executive for Governance to the highest executive authority,
namely Auditor-General purely on
governance issues. S/he must table a report to the AG during quarterly closed
sessions to enable the AG to
interrogate the Business Executive for Governance
on governance issues.
6 MONITORING
GUIDING
PRINCIPLES
The AG has formalised its general guiding
principles as set out previously. At least annually the AG will monitor and
document whether the system of corporate governance
successfully achieves these objectives and guiding principles. This
monitoring process aims to achieve the following:
Determination
of corrective actions to be taken and improvements to
be made in the system of corporate governance;
Communication
to appropriate stakeholders of the inadequacies identified
or the compliance with it.
Adequate
follow-up of inadequacies identified so that modifications are
promptly made to the system of corporate governace.
7 GOVERNANCE STRUCTURES
7.1 National Assembly
The National Assembly is the
ultimate governance structure of the AG to whom the
AG is accountable. The AG must account on his/her
activities and performance at least annually in terms of
the Constitution.
The Constitution[2] requires
that the National Assembly assists and
protects the AG.
The PAA sets out the following duties for the National
Assembly:
·
the Speaker must initiate the process for the appointment of
AG; and
·
provide for a mechanism to maintain oversight over the AG
In addition, the PAA
stipulates that the National Assembly must receive the following
reports:
·
activities and performance;
·
overall control of administration;
·
Annual Report, financial statements and Audit Report;
·
recommendations regarding the budget and
business plan of the AG from the oversight mechanism; and
·
regulations to facilitate application of
the Public Audit Act.
7.2 Standing Committee on the Auditor-General
The Standing
Committee on the Auditor-General as the
oversight mechanism has been established
by the National Assembly in terms of the Constitution to:
·
assist and protect the Auditor-General in
order to ensure its independence, impartiality,
dignity and effectiveness; and
·
to advise the National Assembly on matters affecting and/or
relevant to the AG.
SCoAG has
the following duties in terms of the PAA:
1. consider the budget and
business plan and submit its recommendations to the National Assembly;
2. approve the amount of
surplus, if any, to be retained for working capital
and general reserves; and
3. appoint the external
auditor, on the recommendation of the Audit
Committee.
In addition
the PAA requires that SCoAG be consulted on:
·
the Code of Conduct;
·
standards for audits;
·
nature and scope of audits;
·
procedures for handling complaints relating to audits
·
the basis for calculation of audit fees;
·
the appointment of DAG; and
·
the regulations to facilitate application of the Public Audit
Act.
The PAA
stipulates that the AG provides SCoAG with:
·
the Annual Report, financial statements and the Audit Report;
·
the Budget and the business plan;
·
any actual or impending:
(i) under-collection
of revenue due.
(ii) shortfalls in
budgeted revenue.
(iii) overspending of the budget or expenditure not in
accordance with the budget.
·
any decision by the AG to proceed with a
decision that may result in irregular expenditure
7.3 The Auditor-General
The
Auditor-General as the
individual is in overall control of and is accountable
for the administration of the Auditor-General (the organisation). S/he
appoints the DAG, in consultation with the oversight
mechanism. S/he may
delegate any power and duty assigned to him/her in
terms of the PAA or
any other legislation to the DAG or any other member of staff, including the
executive and other committees in operation from time-to-time.
S/he will
delegate such responsibilities, duties and powers as s/he
deems necessary, the said delegation
is set
out in the Management Approval Framework
(MAF) which may
be revisited by him/her as
and when required.
The
AG will define his/her reporting requirements with
the assistance of the Business Executive for Governance
in order to effectively monitor the
exercise of all delegated powers and duties by the relevant persons.
The AG
may appoint advisory and other structures outside his/her
administration to provide specialised
advice to him/her.
The
following advisory structures have been appointed:
·
the Remuneration
Committee;
·
the Quality
Control Assessment Committee; and
·
the Risk Management Committee.
A comprehensive list of the duties
of the AG are set out in full in the PAA.
7.4 The Deputy Auditor-General ( the “DAG”)
The DAG is the head
of administration and is responsible
for the administration of the
Auditor-General. S/he has
to exercise his/her responsibilities, duties and powers of office subject to
the directions of the AG. The
DAG also acts as the accounting officer.
S/he has
to carry out the decisions of the AG, subject to section
45(2) of the PAA, and
must perform such duties and may exercise such powers as the AG may delegate to
him/her. The AG remains
ultimately accountable for the administration of the Auditor-General while the
DAG is responsible for the administration on a day-to-day basis.
The DAG may delegate any power and
duty assigned to him/her in
terms of the PAA, provided
that such delegation is set
out in the MAF. The duties and powers of the DAG
are defined in full by the PAA.
7.5 The Management Executive Committee (Exco)
The powers, duties
and responsibilities of Exco, as
delegated to it by the AG and/or the DAG, are
set out in its
terms of reference, read in conjunction with the MAF.
Exco has further
delegated some of
its powers and duties to individual members of the Executive
Management
Team
and/or to its sub-committees as set out in the MAF.
The sub-committees
which have been created to
assist Exco in
fulfilling its obligations are:
·
the Tender
Committee; and
·
the Technical
Committee
7.5.1 Membership:
·
The DAG and Corporate Executives
(“CE’s”).
·
The DAG may appoint any other
employee in his/her discretion as appropriate.
·
Members
must be appointed to
ensure that
Exco has diverse skills,
balanced between general business
management and audit skills.
·
The DAG shall act as the chairperson
of Exco.
·
Membership of Exco may be
rotated on a two-year
basis.
·
Corporate Secretariat will act as
secretary to Exco.
For
ease of reference the terms
of reference
of Exco are
available on the intranet.
7.6 The Quality Control Assesment
Committe
(the
“QAC”)
The responsibilities of the QAC are to:
i.
approve the Quality Control Strategy of
the AG;
ii.
determine quality re-review criteria;
iii.
communicate overall results of the reviews to the
appropriate oversight body and Exco;
iv.
set criteria for positive recognition and a framework for
non-compliance; .
v.
consider whether review reports and recommendations are
consistent and of an appropriate quality;
vi.
decide the outcome of the individual review findings; and
vii.
provide guidance to the Governance Business Unit and/or the Independent Regulatory Board of Auditors
(IRBA) with regard to problems and difficulties encountered.
The above-mentioned responsibility does not, in any anyway,
absolve management of its responsibility relating to the design, implementation
and monitoring of quality control.
7.6.1 Membership
Membership is made up of an external
independent member/s, the Deputy Auditor-General and the Auditor-General,
who chairs the committee. The external members appointed
as well as technical advisers such as IRBA representative/s are chosen
on the basis of their quality control skills, both
audit and non-audit. The Quality Control Manager shall provide the necessary
support and attend the committee meetings at the discretion of the Committee.
The role and functioning of the Committee
is set out in more detail in its terms of reference, which are available on the
intranet .
7.7 The Remuneration Committee (“Remco”)
The AG
has established the
Remuneration Committee to provide specialised
advice on all
remuneration-related
matters including human resource matters. IT has
no decision-making powers and the extent to which the advice provided by it is
considered and/or followed, is at the
sole discretion of the AG.
7.7.1
Membership
Remco consists of at least three
external members, each of whom shall be appointed by the AG. In
addition, the
Deputy Auditor-General and the Chief Operating Officer are
also members.
Remco will
advise the AG and make
recommendations on the
following matters:
i.
the general trends and practices
regarding employment benefits, including the structuring of conditions of
employment and remuneration packages;
ii.
the framework or broad policy for
the remuneration of the organisation’s
executive and senior management;
iii.
the targets and rules for any
performance-related pay schemes operated or to be operated by the organisation;
iv.
general salary increases and
mandates for negotiations, where applicable;
v.
within the terms of the agreed
policy, the total individual remuneration packages of each executive member of
the management team of the organisation, including, where appropriate, bonuses
and incentive payments; and
vi.
any other human resources management
issue which the AG may wish to table for discussion/advice by Remco
The role and functioning of Remco is
set out in more detail in its terms of reference which are available on the
intranet.
7.8 The Audit Committee
In terms of section
40 of the Act, the DAG must
establish an Audit Committee,
the composition and functions of which are set out in the PAA. The
DAG must
consult with the AG on the appointment of the members of the Audit Committee.
7.8.1 Membership
The Audit Committee consists of at
least three members, but not more than five members, appointed by the DAG in
consultation with the Auditor-General, the majority of whom may not be in the
employ of the Auditor-General.
The
majority of the members of the Audit Committee will be
independent of management of the organisation and free from any business or
other relationship that could interfere with the exercise of their independent
judgement.
The Committee
will elect a Chairperson
from its members who is independent, knowledgeable of the status of the
position and has the requisite business, financial and leadership skills and is
not a political office bearer.
7.8.2 Statutory duties
The Audit Committee
is an advisory committee and has
the following responsibilities in terms of the PAA:
·
to comment in the Annual Report on
the effectiveness of internal control and its evaluation of the
Auditor-General’s annual financial statements;
·
to control and direct the system of
internal audit function within
the organisation; and
·
in addition, it may communicate any concerns to the AG, SCoAG and the
external auditors’
The role and functioning of the Audit
Committee is set out in more detail in its terms of reference which are
available on the intranet.
7.9 The
Risk Management
Committee
The Risk Management Committee, a sub-committee of the Audit
Committee, is responsible for the total process of the AG’s risk management and
internal control system. The Committee’s main function is to oversee the adequacy and
effectiveness of the AG’s risk management and internal control system and to
ensure that this system is communicated to and
implemented throughout the organisation.
The above-mentioned responsibility does not, in any anyway,
absolve management of its responsibility relating to the design, implementation
and monitoring of risk management.
7.9.1 Membership
The Committee shall consist of the Deputy Auditor-General,
who shall become the Chairperson of the Committee, at least
one member of the Audit Committee, Corporate
Executive for Advisory Services, and the Business
Executive for Governance. The internal auditors; Risk Manager and the
Compliance Manager shall provide the necessary support and attend the committee
meetings at the discretion of the Committee.
7.9.2 Duties of the Risk
Management Committee:
Ultimately, the Risk Management Committee shall be
responsible for providing effective support to the Audit Committee on, among other
things:
·
Setting risk management strategy and
policies as well as approving any changes thereto;
·
Overseeing an annual review of the effectiveness of the
risk management process;
·
Monitoring and overseeing compliance with risk management
policy;
·
Consideration of risk management reports and Control Self
Assessment (CSA) Compliance Reports from the Risk
Manager as well as assurance providers to enable them to conclude on the
effectiveness of risk management in the organisation;
·
Ensure that the AG has in place sufficient policies,
procedures and processes to ensure that it complies with all legal
requirements;
·
Ensure that appropriate and timely action is taken by the
relevant managers to rectify major areas of concern identified by internal
and/or external auditors; and
·
To report to the Audit Committee:
§
by furnishing its minutes to the Audit Committee;
§
on any pressing matters, after reporting to the DAG
before that time;
§
once a year an overview of risk management matters.
8. Exco SUB-COMMITTEES
Exco has two sub-committees chaired by a Corporate
Executive. These are:
8.1 Technical Committee
The Technical Committee functions as
a sub-committee of the Executive Committee. Although it is not mentioned in the
PAA, the Committee has been established as an advisory body to give effect to
the requirements of section 13 of the PAA,.
8.1.1 Duties
of the Technical Committee:
The
Technical Committee’s duties are:
·
To consider developments regarding
auditing standards and best practice and make recommendations to the Deputy
Auditor-General and the Exco regarding the AG’s response, including the
adoption and implementation of the said standards.
·
To consider developments regarding
applicable accounting standards and make recommendations to the Deputy
Auditor-General and Exco regarding the AG’s response, including changes
required to the audit methodology and/or guidance.
·
To consider the relevance of audit
reporting by the Auditor-General and recommend to the Deputy Auditor-General
and Exco the most appropriate product mix for the Auditor-General, including
the nature and scope of audits.
·
To inform and guide the work
schedule of the Audit Research and Development unit at the beginning of each
development period.
·
To consider the processes
underpinning the finalisation of all technical developments and guidance, as
per the work programme.
·
To consider, at a process level, the
outcomes of audit quality assurance processes and the Auditor-General’s
response to these.
·
To inform and guide the technical
learning curricula for auditing staff.
·
To undertake any other function, as
delegated by the Auditor-General,
Deputy Auditor-General or
Exco, from time to time.
·
References to technical development
cover all aspects of audit as referred to in the Public Audit Act and required
by best practice auditing.
8.1.2 Membership
Membership of this Committee includes
·
Exco member who will be the Chairperson;
·
Audit business units – three representatives, as follows:
o
A representative from the Technical Forum at national level
o
A representative from the Technical Forum at provincial
level
o
A representative from the Business Executive Forum.
·
The Special Audit Services Unit - one representative
·
The Information System Auditing Unit - one
representative
·
The Audit Research and Development Unit - one
representative
·
The Organisational Learning Unit - one
technical representative
·
The Quality Control Unit - one
representative
·
The Independent Regulatory Board of Auditors - one
representative
·
Any other key stakeholders (co-opted at the discretion of
the Chair of the committee).
The role and functioning of the Technical
Committee is set out in more detail in its terms of reference which are
available on the intranet.
8.2 The Tender Committee
To ensure proper and effective
procurement decisions are
taken throughout the organisation, the Executive Committee
has established the Tender Committee as its sub-committee.
The role and functioning of the
Tender Committee is set out in more detail in its terms of reference, read in
conjunction with the MAF, which is available on the intranet.
Exco has mandated the Tender
Committee in terms of the MAF to evaluate, approve and/or recommend tenders for
consideration and/or approval by Exco.
8.2.1 Membership
The Tender Committee shall
comprise of a maximum of six members, one of whom
shall be the Chief Operating Officer and another Exco member. One member
must be from Legal Services, and at least two other members. The Tender
Committee members shall be appointed by the DAG on the basis of the individual’s
knowledge of and experience in procurement, contract law and auditing.
9. MONITORING FUNCTIONS OF THE GOVERNANCE
BUSINESS UNIT
9.1 Compliance Function
The primary responsibility for the compliance function(compliance
with what?) rests with the relevant CE and senior management whilst the
Business Executive for Governance is responsible for guidance and monitoring.
In addition, the Corporate Secretariat is tasked to:
·
ensure that the AG complies with applicable laws,
regulations, and supervisory requirements;
·
promote a compliance culture throughout the AG which
contributes to the overall objective of
risk management;
·
develop and formulate compliance frameworks, policies and
procedures pro-actively to ensure that they correctly and timeously
reflect any changes in the laws, regulations or supervisory requirements;
·
develop and formulate compliance frameworks, policies and
procedures pro-actively to assist all business units in the practical implementation of
effective and efficient compliance functions;
·
ensure that effective compliance functions are in operation
in all business units; and
·
report on concerns, deficiencies or breakdowns in
compliance at all levels and bring these to the attention of the DAG/AG, Audit Committee
and assist with the prompt resolution thereof.
9.2 Internal Audit
The AG has an established internal audit function as
required by section 43(3))(b)(ii) of the Public Audit Act. This function plays
an important and independent assurance role in ensuring that the AG’s
governance, risk management and internal control processes are in place and and operating
effectively.
The role of management and that of the internal audit
function are clearly distinguished within the AG, with management being responsible
for the day-to-day effective operation of the internal
control and risk management system, while the internal auditors are responsible
for providing independent assurance on the adequacy and effectiveness of the
implemented system.
The internal auditors report directly to the Audit Committee
and function in accordance with the approved
internal audit charter, which outlines, among other things, the role and
responsibilities of the function within the AG, scope of
work and reporting lines for line management purposes.
The internal auditors’ activities are conducted in
accordance with an internal audit coverage plan as annually approved by the
Audit Committee. To ensure effectiveness of the function, the Audit Committee
periodically monitors and reviews the
activities of the function and, where necessary, provide
feedback and guidance to enable the internal auditors to improve their
effectiveness.
9.3 The Risk Management Function
Section 43(3)(b)(i) of the PAA, requires the AG to
establish an effective, efficient and transparent system of risk management and
internal controls. To this end, the AG has established a dedicated risk management function whose key
responsibility is to provide overall strategic leadership
and direction for the AG’s risk management system.
The above will be done through, among other things,
developing and implementing best practice risk management frameworks as well as
policies and procedures for identifying, managing and reporting risks.
The primary role of this function is to act as the line
managers’ coach in assisting them to implement risk management
strategies of the AG.
Tasks expected from this role include:
Facilitate
risk
identification,
evaluation as well as control.
Improving
the AG’s risk management capacity through raising risk and control awareness
and training;
Providing
the consolidated risks to be monitored at Exco level.
9.4 External Auditors
The external audit provides an independent
assurance on risk management to the Risk
Management Committee and the Audit Committee, focusing their concentration
towards the financial activities of the organisation. The focus of external audit tends to be on a
specific past period (re-active).
To ensure independence of external auditors, the Audit
Committee initiates and reviews the appointment process. The Audit Committee
recommends the external auditors to be appointed to SCoAG. The final
appointment is made by SCoAG in terms of
the PAA.
10. DELEGATION OF AUTHORITY
A critical
aspect of governance and internal controls is the clear identification of
approval levels and for this purpose, the AG has
compiled a Management Approval Framework based on good governance practices.
A
comprehensive MAF is available on the intranet.
11. CODE OF ETHICS
A Code of Ethics which is an essential part of the
Auditor-General’s corporate governance is in place and seeks to commit the
Auditor-General’s staff to the highest standards of behaviour. The Code is sufficiently detailed to provide
reasonably clear guidelines to employees.
The Code is
available on the intranet.
12. GOVERNANCE OF
MEETINGS
The governance of any meeting is a critical base for
the governance of any organisation. Well-run
meetings have a direct impact on the governance of an organisation as a whole.
As good governance of meetings is the coal-face of
governance, it is important that some good governance best practices are
recorded.
Best practice indicates that the length of a meeting should
be no more than 4 hours with a maximum of 5 hours at worst.
When is a
meeting valid?
A meeting
is valid if:
-
it is convened by a duly authorised person/s;
-
proper notice was given to all required attendees; and
-
it is properly constituted (e.g. the quorum).
How does one give proper notice?
Proper notice is given if it is a proper[3] and
timeous notice.
A proper
or valid notice must:
-
be unconditional;
-
indicate the nature of a meeting;
-
ensure that the meeting takes place at the venue and time
indicated[4] in the
notice;
-
be sent to every member entitled to receive it; and
-
be sent in good time in terms of a committee’s
pre-approved
timelines.
The
meeting is not invalid if:
-
steps were taken to trace and inform a member of a meeting;
-
the member is not within reach;
-
the member has changed the address without informing the AG
and notice was sent to a member’s last known address;
-
at a previous meeting, all
members were present and it was unanimously agreed not to send notices for the following
meeting;
-
notice was given in good time in terms of policy ; and
-
notice clearly states date, time and
venue.
Consequences of non-compliance:
A meeting is invalid due to
non-compliance and any resolutions flowing therefrom are invalid and are of
no conequence. An aggrieved member or party may challenge the decisions/resolutions
of that meeting and the Court may:
-
declare a notice invalid; and/or
-
compel that a valid notice be sent out.
Effect of resolutions
-
a decision of a meeting becomes a resolution of the meeting
-
it is binding unless/until rescinded by another resolution in a
subsequent meeting;
-
a discussion cannot just be ignored simply
because it is no longer relevant. It
must be rescinded; and
-
a resolution has legal status and is binding
Characteristics of good minutes
-
they are in the past tense;
-
they are sufficiently clear to be able
to give a full picture to people who did not attend the meeting;
-
compiled soon after
a meeting while everything is still fresh;
-
the Chairperson approves the draft
before circulation; and
-
ideally all meetings must be taped to avoid disputes.
Meeting
etiquette for the AG
entails:
Meeting etiquette refers to the expected behaviour of
members/attendees in a meeting. This is regulated
by a Code of Conduct.
If a long meeting is anticipated, avoid afternoons as this
means a meeting takes place during the “grayeyard session” and leads to unproductive
sessions. As most
members will be mentally preparing for week-end
activities, do not schedule meetings on Friday
afternoons or before long-weekends.
Meetings must start at the scheduled
times. The notice must indicate the duration of
a
meeting
and the Chairperson must adhere to
it as research shows that once the stated time is past, members tend to be
disorientated (in other words lose focus), and do
not pay attention to the proceedings e.g send out e-mails and have
mini-meetings within a meeting.
It is unacceptable to arrive late in meetings
as
this affects the duration of meeting. If one will be
unavoidably late, courtesy requires that the Chairperson/Secretariat must be
informed in good time.
When attendees who are crucial for the meeting have not
arrived within 15 minutes of the scheduled time without any apology, the
Chairperson or most senior person present must postpone or cancel the meeting.
Laptops may not be brought to meetings as this
leads to distractions in terms of e-mails received/being
sent out . If a laptop is
taken to a meeting, it may not be used to send out e-mails or
do other work unless authorised by the Chairperson. Cell phones should be switched-off
unless permission has been obtained from the Chairperson.
Role of Chairperson
The Chairperson plays a
crucial role in the governance of a meeting. The Chairperson must protect
presenters and the Secretariat.
He/she must summarise the proceedings and resolutions
for
the meeting to ensure that resolutions are properly recorded.
The agenda:
The agenda
is compiled in a preceding meeting in accordance with:
-
the Corporate Events Calendar
-
instructions from the Chairperson
-
reports by relevant committees
-
requests by members
-
matters arising from the previous minutes
-
only a member of a committee may submit agenda items to the
Secretariat before the meeting with the Chairperson.
-
In the case of Exco meetings, the relevant Corporate
Executive must review any agenda inputs.
Recommended duration of meetings
It is recommended that a meeting not last longer than 4 hours.
-
A lenghthy agenda is not advised as attendees’ attention
span lasts for 15 minutes at the start of a meeting, dips and
then rises again 10 minutes before the anticipated end of a meeting[5]
-
The maximum time that a meeting should last without a break
is 90 minutes[6]
Failure to end a meeting on time antagonises attendees. Regular
breaks enable differences to be ironed out in small group discussions and allows
attendees to relax a little.
If a meeting clearly will exceed the scheduled time, the
Chairperson should consult the attendees regarding their time constraints and
re-assess the agenda and identify items that should be postponed. Members should be afforded the opportunity to
advise other parties who will be affected by the delay.
Once the meeting resumes, the Chairperson should discourage
unnecessary discussions and guide the meeting to resolve agenda items as
speedily as possible.
The overall
purpose is to ensure greater productivity.
[1] Requires the BE: Governance to report to the Executive Chairperson i.e. AG as per Best Practice Governance Frameworks
[2] 181(3) of the Constitution
[3] in terms of the rules governing the convening of meetings e.g. if the rules define the format of the notice in terms of time, reasonable notice, or that the Corporate Secretary must issue the notice. Noticet will not be proper if issued by someone else.
[4] Unless the Rules or Constitution allows for postponements or a change of venue
[5] Essential Manager’s Manual by R Heller and T Hindle
[6] Essential Manager’s Manual by R Heller and T Hindle