Book references
Getting to Grips With Not-for-Profit Governance, contains citations and references throughout the book. These have aggregated into this web page, chapter by chapter, for your information and ease of finding out more about leadership, governance and directorship.
External governance references
Epigraph
Robbie Deans, International Rugby Coach: https://www.stuff.co.nz/sport/rugby/128775702/robbie-deans-plea-to-nz-rugby-about-future-of-game-and-false-god-of-money
Preface
Learning for Purpose: Increasing the governance capability of not-for-profit organisations. August 2022. Dr Jo Cribb. https://www.jocribb.co.nz/research
Introduction
No website links
1. Why would you want to be a director?
Organisational information
Incorporated Societies Register: https://is-register.companiesoffice.govt.nz/
Charitable Trusts Register: https://ct-register.companiesoffice.govt.nz/
What value can you add?
Financials. “How to read financial statements” https://www.business.govt.nz/business-performance/strategic-finance/how-to-read-financial-statements/
2. On becoming a director
No website links.
3. Oversight of organisational performance
Committee reports
China Brief: The state of the economy. March 2019 https://www.mckinsey.com/featured-insights/china/china-brief-the-state-of-the-economy
4. Who does what
"Governance is about guiding … the balance of control between the stakeholders, managers, and directors of an organisation" https://www.dictionary.com/browse/corporate-governance
Committee’s terms of reference
Finance committee. Corporate-Governance-Handbook, 2018, Page 14 https://www.fma.govt.nz/assets/Guidance/180228-Corporate-Governance-Handbook-2018.pdf
Behaviours
Embattled Hutt councillor will be forced to make public apology after 7-hour meeting, 9 Oct 2020. https://www.stuff.co.nz/dominion-post/news/hutt-valley/123032517/embattled-hutt-councillor-will-be-forced-to-make-public-apology-after-7hour-meeting
Cyber security
Privacy Act 2020: www.legislation.govt.nz/act/public/2020/0031/latest/LMS23376.html
Remuneration of the CEO
See the Stuff article ''Shareholder activism needed to curb excessive executive pay" https://www.stuff.co.nz/business/opinion-analysis/300165769/shareholder-activism-needed-to-curb-excessive-executive-pay
5. Here’s to the future
No website links.
6. Risk management and mitigation
No website links.
7. Financial information
How to read financial statements
The business.govt.nz website https://www.business.govt.nz/business-performance/strategic-finance/how-to-read-financial-statements/
8. Reporting back to members
No website links.
Final words
No website links.
Appendices
1. Types of incorporated societies
Charities. Which may also operate under the Charities Act 2005: www.legislation.govt.nz/act/public/2005/0039/latest/DLM344368.html
Racing clubs. Which may also operate under the Racing Industry Act 2020: www.legislation.govt.nz/act/public/2020/0028/latest/LMS291924.html
As an aside, …there are approximately 24,000 incorporated societies in New Zealand. https://www.mbie.govt.nz/about/news/greater-clarity-and-protection-for-incorporated-societies-passes-into-law/
Of these some 7,000 are also charities.https://www.charities.govt.nz/news-and-events/blog/5-things-charities-need-to-know-about-the-new-incorporated-societies-act/
2. Incorporated Societies Act 2022
A transition period
There is a transition period to when the new Act applies: https://is-register.companiesoffice.govt.nz/law-changes-for-societies/
Start transitioning now
…the Companies Office has provided a tool called the Constitution Builder: https://isb.companiesoffice.govt.nz/constitutionbuilder/startscreen/
3. Constitution
Under the 1908 Act www.legislation.govt.nz/act/public/1908/0212/latest/whole.html
and the 2022 Act www.legislation.govt.nz/act/public/2022/0012/latest/whole.html
For a more complete analysis go to the key changes portion of the Incorporated Societies website: https://is-register.companiesoffice.govt.nz/law-changes-for-societies/key-changes/
7. The difference between an audit and a review
… the Government’s charities website. www.charities.govt.nz/reporting-standards/new-statutory-audit-and-review-requirements/
9. Useful sources of information
Regulatory aspects
a) The Government’s website for Incorporated Societies: https://is-register.companiesoffice.govt.nz/ The website includes helpful hints and tips, for example a “Sample financial statement”:
b) Financial Markets Authority for all things financial: https://www.fma.govt.nz/ especially the PDF article “Corporate governance in New Zealand - Principles and guidelines”, 2018 https://www.fma.govt.nz/assets/Guidance/180228-Corporate-Governance-Handbook-2018.pdf
The earlier edition was published in 2014. So maybe a new edition is due sometime soon.
C) Charities often operate under the Charities Act 2005: www.legislation.govt.nz/act/public/2005/0039/latest/DLM344368.html
d) Racing clubs also operate under the Racing Industry Act 2020: www.legislation.govt.nz/act/public/2020/0028/latest/LMS291924.html
Other useful websites
a) Governance New Zealand Inc. a professional body “...dedicated to providing leadership in the areas of governance, compliance and risk management.” The website is: www.governancenz.org/. More to the point it offers:
to all – not just members.
b) Institute of Directors New Zealand website is www.iod.org.nz/.
The organisation has a section (hub) on not-for-profit governance at www.iod.org.nz/nfp/.
c) Business.govt.nz with the website www.business.govt.nz/.
Again, much of what’s contained here is relevant to not-for-profits: https://www.business.govt.nz/business-performance/governance/governance-overview/
Other governance resources
I hope you find these resources of use as you continue on your discovery of what it means to be a director or committee member on a not-for-profit or incorporated society.
Governance templates
The book’s appendices refer to free governance downloads relating to a board agenda, a board work plan, a brain storming process for creating a risk management plan, and an associated risk assessment table.
Governance articles
There are various articles on the blog page relating to leadership, governance and being an effective director (directorship). These too, may be of use to you as you explore the world of governance, leadership and directorship.
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