We’re looking to expand our Board of Directors and are currently seeking a Finance Director and a Company Secretary. See below for details on the two specific roles – as well as a list of the gerneral responsibilities that apply to all our Directors.
Board Members need to be able to attend monthly Board Meetings in Belli Park on the Sunshine Coast in Queensland.
Our Board is small and friendly and we’d love to hear from you if you’d like to become involved.
Our style of governance is relaxed, supportive, consultative and relationship-oriented. The task of the Board is to nurture a vision of what could be, and then to inspire people to participate in its implementation. We encourage our Board Members to become as involved in the organisation as they are able.
Please apply in writing via email to Barb Blashki, Founder
The Board
The Board has total authority, under the law, unless some of that authority is parcelled up and given away (delegated) to others. Final decisions on important issues must always pass by the Board. It is up to the Board to create the other organisational structures that will make it possible for the CEO and her team to carry out the mission. The Board is an important link between IGAB and the broader community. It should represent the interests of the IGAB to the broader community and it should filter the diversity of stakeholder views back to IGAB.
The Board must:
- work closely with the CEO to:
- identify IGAB’s core values and ensure that they are adhered to
- determine IGAB’s long-term goals and strategies to achieve them
- define IGAB’s programs and services
- establish the guiding principles and policies of IGAB (including Confidentiality Policy, Media Policy, Discrimination Policy, Sexual Harassment Policy)
- regularly evaluate IGAB’s programs to monitor effectiveness
- ensure that there are adequate resources for IGAB to achieve its program objectives
- develop communication strategies that constantly build public awareness IGAB and reach new and broader audiences
- ensure that IGAB operates in an ethically, environmentally, and socially responsible fashion
- provide financial oversight and ensure IGAB meets its legal and financial requirements (monitor program activities by tracking key performance indicators, manage investments, and review financial statements)
- finalise and approve the annual budget and sign off on any items of expenditure outside that approved budget
- develop appropriate risk management practices (look at all activities undertaken by IGAB with a critical eye to ensure that risks are minimised, gain an understanding of the risks IGAB faces and its ability to obtain relevant insurances)
- ensure that IGAB meets all legal requirements and remains accountable to its donors and other stakeholders. Relevant Laws may include, but not be limited to:
- Occupational Health and Safety
- Trade Practices Act
- Anti-Discrimination
- Contracts Law
- Privacy Laws
- Food Safety Laws
- Defamation
- Fundraising
- ensure that IGAB acts according to its stated constitution and for the purpose for which it receives tax exemption
- ensure it is informed of not only the amounts raised in all fundraising campaigns but how and from whom the funds were raised. The public must feel confident that the Board will manage their donations and gifts exclusively to further IGAB’s stated mission and objectives
Individual Board Members
In addition to the relevant requirements above, individual Board Members must:
- on being elected to the Board, undertake an induction with the Founder, Barb Blashki
- consider, debate, and vote on issues before the Board on the basis of the best interests of the organisation only
- where Board papers are circulated in advance of the Board Meeting, read papers and consider issues before the Meeting
- at all times conduct Board business politely and with consideration for others
- comply with the rules, policies, and standing orders of the organisation
- do their utmost to attend all Meetings, or, if absolutely unavoidable, apologise in advance for absence. Minimum attendance requirements are detailed in the Constitution
- assist the CEO to identify potential grants or corporate sponsors
- participate enthusiastically in any fundraising approved by the Board
- provide input into or develop fundraising plans
- chair or be a Member of the fundraising committee once established
- organise a fundraising event within their circle of contacts as often as is practicable
- promote IGAB in the community as opportunities arise
- personally approach key sponsorship targets within their circle of contacts
- help to thank sponsors, donors and others supporters where appropriate
- be familiar enough with IGAB’s programs and appeals to be able to clearly articulate IGAB’s mission, accomplishments and goals
- be willing to speak at industry or other conferences and seminars and events to introduce IGAB and it’s mission to potential sponsors
- be willing to be included in a roster for Board Members to write an article or column for the IGAB newsletter in order to build credibility
- serve on Board Committees as required
- avoid making any improper use of their position, or any information acquired by virtue of their position, in IGAB so as to gain any material advantage for themselves, or for any other person, or to the detriment of IGAB
- inform the Board immediately if:
- they have any direct or indirect pecuniary interest in any contract with IGAB, and not vote in the Board on that issue
- they have any non-pecuniary conflict of interest in any matter before the Board, or believe that the perception of such a conflict might arise and follow the Board’s rulings as to proper procedure
Finance Director
Responsibilities:
- ensure that the Board maintains the degree of financial literacy necessary to conduct the business of IGAB
- advise the Board on matters of finance
- ensure that appropriate financial policies and procedures are in place and fully documented
- report to the Board at each Meeting on the financial situation of IGAB
- report to the Board at each Meeting on variances from the approved budget
- notify the Company Secretary of any financial items to be placed on the Board Meeting Agenda in advance of the Meeting
- report to the Annual General Meeting on the financial situation of IGAB
- chair the Finance Committee once established
- ensure IGAB’s financial records are adequate, protected, backed up, and accessible
- oversee the maintenance of IGAB’s asset register
- ensure IGAB’s financial control procedures are adequate and that appropriate safeguards against fraud are in place
- with the CEO, oversee IGAB’s investment strategy and report to the Board
- oversee the preparation of the Budget for the coming year
- oversee the review of income and expenditure against the budget on a continuous basis
- ensure IGAB’s compliance with all applicable tax arrangements
The Company Secretary
The Company Secretary is the chief governance specialist within IGAB and the Board is reliant on them for advice and implementation of good governance practices. Company secretaries fall under the definition of a company officer (s 9 of the Corporations Act 2001), so they have the same duties and obligations as Directors. In addition to those duties, the Company Secretary must:
- ensure the preparation and adoption of appropriate Board policies
- ensure Members’ and Board Meetings are properly called and held
- organise the venue for Board Meetings
- prepare the Agenda in advance of each Board Meeting – using information provided by the Chair, the CEO and the Finance Director
- oversee the distribution of Meeting papers before the Meeting (agendas, proposals, discussion papers etc.)
- take minutes at each Board Meeting and circulate to Board Members
- take minutes at each Members’ Meeting and circulate to Members of IGAB
- ensure records of Members’ and Directors’ Meetings are kept in compliance with the Corporations Act and IGAB’s constitution;
- oversee the maintenance of a Register of Members
- oversee the procedures for the admission of new Members
- oversee the procedures for the resignation of Members
- oversee the procedures for the discipline, suspension and expulsion of Members
- receive nominations for positions on the Board
- keep under their control all books, documents and securities, and make them available to Members as requested
- record in the minutes any disclosure given by the Director in pursuance of this Constitution or the Corporations Law
- maintain the Board Manual
- lodge notices regarding personal details of Directors and Secretaries with ASIC and the various State-based fundraising registration and licensing bodies
- respond to questions from ASIC and the various State-based fundraising registration and licensing bodies
- notify ASIC and the various State-based fundraising registration and licensing bodies of a change to the principal place of business or registered address of IGAB
- lodge financials with ASIC
- notify ASIC of change to Member Register
- ensure legal requirements with ASIC and other regulators are met, including continuous disclosure
- provide advice to Directors regarding the Corporations Act, Constitution and other legal and regulatory needs
- advise the Board on good practice in corporate governance, e.g. giving guidance on the legal implications of the way it discharges its duties, runs meetings, makes decisions, etc.
- counsel the Board on standards of ethical and corporate behaviour
- ensure the Board has the information it needs to make informed decisions (for the Business Judgment Rule defence)
- assist the Board in risk management and corporate responsibility matters
- assist the Board in Policy formulation
- organise Directors’ & Officers’ insurance
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