paper5 - Remuneration Policy
Key principles
o the process for setting directors’ fees for each of the business unit boards will be consistent across all boards
o the remuneration paid to the directors on each of the business unit boards will reflect the required level of skill and contribution, within the general expectation that the rates in a non-profit Society will also reflect an element of service to the common good (i.e. they will be lower that they would in a fully commercial entity)
o fees for each business unit board will be approved by the shareholder or membership, as appropriate
o the fees should be reviewed at regular intervals but the review should not result in an obligation to increase the fees. This review will also include the fees paid to the InternetNZ Council
o the President of the Society should receive a 100% loading (i.e. twice the fee payable to other members of the Council)
o the Vice-President of the Society should receive a 25% loading
o the Chair of a business unit board should receive a 100% loading (i.e. twice the fee payable to other members of the board)
o the Deputy Chair of any business unit board, (if such a position is created) should receive a 25% loading
o the Chair of a committee of Council or any of the business unit boards (e.g. Audit and Risk, Nominations Committee etc) should receive a 10% loading (unless the individual is also the Chair or Deputy Chair, in which case the relevant loading for that role would prevail and the loading would not be cumulative)
o for individuals appointed to more than one board (e.g. a Council member appointee on a business unit board), the fees will be cumulative, since the duties and responsibilities are also cumulative
o InternetNZ should continue to use the fee framework and scales set for members of Crown entity boards, and if necessary, supplement this with advice from the Institute of Directors
Process
The process of using the Crown entity board fee framework and fee scales to assess each business unit board should be undertaken by the external governance appointee to the Nominations Committee of the Council, assisted by the Council administrator.
