HIGHEST STANDARDS

OF GOVERNANCE

HIGHEST STANDARDS OF GOVERNANCE

STRATEGY, PERFORMANCE AND REPORTING

COMMITTEES OF THE BOARD: PRINCIPLE 8 APPLIED

The Board ensures that its arrangements for delegation within its own structures promote independent judgement and assists with the balance of power and the effective discharge of duties.

STRATEGY, PERFORMANCE AND REPORTING

COMMITTEES OF THE BOARD: PRINCIPLE 8 APPLIED

The Board ensures that its arrangements for delegation within its own structures promote independent judgement and assists with the balance of power and the effective discharge of duties.

BOARD COMMITTEES

In terms of the constitution, paragraph 6.7.3, the Board has the power to make any decision in respect of the affairs of the Institute which has not been reserved for decision by the members. The Board is also empowered to constitute Board and other committees and to delegate powers to such committees. The following are the current Board committees with delegated authority from the Board. The authority of each committee is set out in formal terms of reference which are annually reviewed and approved by the Board.


To support it in its broader oversight and governance role, the Board has six standing committees through which it executes some of its duties, namely:

The Audit and Risk
Committee

The Digital Transformation Governance Committee

The Nominations and Governance Committee

The Human Resources and Remuneration Committee

The Social, Ethics and Transformation Committee

The Education and Assessment Committee

See Board committee reports for more information

BOARD COMMITTEES

In terms of the constitution, paragraph 6.7.3, the Board has the power to make any decision in respect of the affairs of the Institute which has not been reserved for decision by the members. The Board is also empowered to constitute Board and other committees and to delegate powers to such committees. The following are the current Board committees with delegated authority from the Board. The authority of each committee is set out in formal terms of reference which are annually reviewed and approved by the Board.


To support it in its broader oversight and governance role, the Board has six standing committees through which it executes some of its duties, namely:

The Audit and Risk
Committee

The Digital Transformation Governance Committee

The Nominations and Governance Committee

The Human Resources and Remuneration Committee

The Social, Ethics and Transformation Committee

The Education and Assessment Committee

See Board committee reports for more information

The Disciplinary Panel

In addition to the Board Committees set out above, the Board must annually appoint a Disciplinary Panel from which the members of the Professional Conduct Committee and the Disciplinary Committee are appointed. These disciplinary committees have the powers to carry out the duties and exercise the functions granted to them under the by-laws. The powers and duties of the Professional Conduct Committee and the Disciplinary Committee referred to in the by-laws (paragraph 7) are deemed to have been delegated to those committees by the Board.

The Professional Conduct Committee (PCC)

PCCs, as and when required, shall be appointed from members of the disciplinary panel who have declared that they have no conflict of interest. A PCC must consist of two members in the case of advisory matters and of three in any other matter. The functions of the PCC are set out in paragraph 7 of the Disciplinary Code.

The Disciplinary Panel

In addition to the Board Committees set out above, the Board must annually appoint a Disciplinary Panel from which the members of the Professional Conduct Committee and the Disciplinary Committee are appointed. These disciplinary committees have the powers to carry out the duties and exercise the functions granted to them under the by-laws. The powers and duties of the Professional Conduct Committee and the Disciplinary Committee referred to in the by-laws (paragraph 7) are deemed to have been delegated to those committees by the Board.

The Professional Conduct Committee (PCC)

PCCs, as and when required, shall be appointed from members of the disciplinary panel who have declared that they have no conflict of interest. A PCC must consist of two members in the case of advisory matters and of three in any other matter. The functions of the PCC are set out in paragraph 7 of the Disciplinary Code.

The Disciplinary Committee (DC)

DCs, as and when required, shall be appointed from the members of the disciplinary panel who have declared that they have no conflict of interest in the matter at hand and must consists of three members, of whom the Chairperson must be a lawyer. The functions of the DC are set out in paragraph 7 of the Disciplinary Code.

The ad hoc Tax Practitioners Committee (TPC)

The Board appointed an ad hoc Committee of Inquiry at the meeting held on 23 November 2022 to deal with the various legal and operational issues related to tax practitioners. The committee must comprise at least three members of the Board, being the Chairperson of Council, Chairperson of SETCO and Chairperson of ARC, and the chair of the committee must be a Board member and appointed by the committee.

Collective skills and experience

Board committee members are nominated to serve on specific Board sub-committees based on their individual core skills, working experience, track record and time availability. In the case of the Board and each Board sub-committee we seek to ensure the appropriate balance of diverse and complementary expertise and experience.

Committee membership

For representation by the various directors on the Board committees see Board Committee reports

The Disciplinary Committee (DC)

DCs, as and when required, shall be appointed from the members of the disciplinary panel who have declared that they have no conflict of interest in the matter at hand and must consists of three members, of whom the Chairperson must be a lawyer. The functions of the DC are set out in paragraph 7 of the Disciplinary Code.

The ad hoc Tax Practitioners Committee (TPC)

The Board appointed an ad hoc Committee of Inquiry at the meeting held on 23 November 2022 to deal with the various legal and operational issues related to tax practitioners. The committee must comprise at least three members of the Board, being the Chairperson of Council, Chairperson of SETCO and Chairperson of ARC, and the chair of the committee must be a Board member and appointed by the committee.

Collective skills and experience

Board committee members are nominated to serve on specific Board sub-committees based on their individual core skills, working experience, track record and time availability. In the case of the Board and each Board sub-committee we seek to ensure the appropriate balance of diverse and complementary expertise and experience.

Committee membership

For representation by the various directors on the Board committees see Board Committee reports