Vice President's Paper on Executive Committee 30/08/03
Personal Thoughts on an Executive Committee
This paper is purely some personal thoughts on the pros and cons of changing Administration Committee into an Executive Committee, and some suggestions about safeguards if Council does decide to do so.
BACKGROUND:
The role of the Administration Committee has changed greatly from when it was first established in 1996. Back then there were no staff, around $50,000 annual budget and a focus mainly on the DNS.
We now have half a dozen staff, around $1.5 million a year in expenditure and the breadth of activities we are involved in has also increased significantly. This has had a flow-on effect to the workload and purview of the Administration Committee where it has become almost a de facto Executive Committee, but without explicit recognition.
1ST DRIVER:
One can make a case for the Administration Committee to stay as it is, and restrict itself to administrative financial and employment issues only. The main problem I see with this, is that it would be very difficult to do its job of supervising and setting priorities for the Executive Director without the Committee knowing in some detail what is happening in each area of the society’s operations, what problems need to be fixed etc.
Under our governance model where we have delegated operational authority to the ED to achieve the outcomes laid out in our strategic and business plans, it seems a necessity for the body he or she reports to, to have a purview wide enough so that it can sensibly set priorities for the ED. This means knowing what each Committee is up to, what progress is being made on projects, what obstacles there are etc.
2ND DRIVER:
The ED needs a person or group of people who can act as a sounding board on issues which arise with various projects, people, committees and relationships, as we are not large enough to have a management team. If one does not have a smallish Committee which can do this role, then the choices are either it is the President alone or the full Council which will move into this role. Assuming Council sees itself as too large to function effectively in this role, then the likely result of not having an Executive Committee is that the President will be the only major reference point for the ED.
3RD DRIVER:
This driver is related to how the overall InternetNZ Group (Society, DNC, NZRS and Domainz) has been governed.
I see the role Council has been evolving towards is focusing on
oversight of the entire INZ Group, and policy setting for InternetNZ. A
diagram of how this may work is below:
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Obviously it is not quite as simple as that, as two are Boards of subsidiary companies (and one about to leave), but it does give a useful feel of the role I see Council has been moving into – policy setting and oversight.
It is worth considering that NZOC has considerable more ability to govern .nz issues, than Administration Committee has over non .nz issues.
POWERS OF AN EXECUTIVE COMMITTEE:
Chris Streatfield has done an excellent list of proposed powers at http://tinyurl.com/l20j - the only changes I would make are adding on a specific increase in the ability to approve unbudgeted expenditure from $5,000 to say $15,000 and clarifying that the responsibility for employee relationships is through the Executive Director.
LIMITS ON AN EXECUTIVE COMMITTEE:
If Council does decide to have an Executive Committee, it should make sure it is able to properly supervise the Executive Committee so that one doesn’t end up with a meaningful role for Council. The hope is that Council will have more time to devote to policy issues, but it still has the ultimate responsibility on behalf of the members.
I would suggest that if Council does decide to have an Executive Committee, it should consider the following obligations:
1. The Executive Committee must formally report monthly to Council on its activities (whether or not Council is meeting)2. Agendas and Minutes should be made available to all members for any non confidential information
3. There should be two, rather than one, non Officers on it, and possibly Council should elect the non officers?
4. The Constitution should be amended to recognise the role of the Executive Committee, but make it clear Council can over-ride when necessary.
FINAL THOUGHTS:
As an Officer I would be on the Executive Committee if created. I think it is worth stating that I am very happy for the Administration Committee to remain as it is. I do believe on balance of evidence that it would be better and more transparent to make the Administration Committee an Executive Committee, but regardless I am sure all Officers are committed to working within whatever structure Council decides, in the best interests of InternetNZ.
