How Boards
Work

• Recruiting directors/trustees
  • Letter of appointment
• The chair
• Committees for specific tasks
  • Terms of Reference for an audit committee
• Managing meetings
• Managing board dynamics
• Using outside experts
  • Outside experts policy
• Board self-evaluation

• GLOSSARY
• CONTACT US
• FEEDBACK

Toolbox

Example terms of reference for an Audit Committee

Example charters for an Audit Committee and a Remuneration Commmittee
On Air New Zealand's website

Related Resources

Securities Commission.
The Commission has published their "Corporate Governance in New Zealand - Principles and Guidelines". Also has speeches on Corporate Governance.

Committees for specific tasks

As directors'/trustees' time together is limited, some specific tasks are carried out by a sub-group of the board working as a committee. Committees can be established for:

• A short term purpose, like monitoring a building project
• For regular work as “standing committees”, for example, Audit

A committee's job is to fully investigate and analyse relevant information, then report back to the board with recommendations for decisions. Committees do not have authority to spend funds, appoint people, or make decisions. The board as a whole remains fully responsible for making all decisions.

The most important committee is the Audit Committee which monitors all financial reporting, appoints and monitors the external auditor, and makes sure all legal reporting requirements are met. See an example Terms of Reference for an Audit Committee.