Terms of Reference
The Interim Governance Committee (the Committee) of the RIAS Council shall provide assistance to the Council by developing and recommending to the Council a set of governance principles, policies, standards, and practices that best support RIAS strategic priorities.
The Committee will be supported by the Acting Secretary and Senior Managers responsible for Administration/HR and the Director: Policy and Development.
It will fulfill its responsibilities primarily by carrying out the activities stated in its remit below.
Constitution and Membership
The Committee will report to Council with recommendations arising from its work, highlighting required actions and where appropriate options for discussion and approval. It is anticipated that all reports will be written and available for submission to PPC meetings ahead of Council Meetings.
This is an Interim arrangement anticipated for 1 year, and will be reviewed in the context of any amended governance arrangements.
The following membership will apply to the Interim Committee:
- A Chair and Vice Chair
- Membership will include three members of Council and a minimum of two externally appointed members
- Report to Council and append the minutes of the meetings.
- The Interim Governance Committee will liaise with the Audit and Finance Committee as required to ensure necessary financial and audit policy and guidance is in place and processes for review and scrutiny are established.
- Where future legal / HR opinion may be required the Interim Governance Committee has a role in agreeing the purpose of the opinion and the information to be shared with legal / HR advisors, etc, before reporting back to Council.
Governance Review of the Incorporation
To put in place robust guidance for Trustees and Staff to enable appropriate governance of the Incorporation in the future and to ensure it fulfils it necessary obligations as a Scottish charity by:
- Overseeing the ongoing governance review, including review of organisational structure and all policies including human resources policies
- Recommending necessary change and required additional policies and guidance
- Identifying any required clarification or alterations to the Charter/Bye-laws
- Recommending any interim arrangements required associated with organisational change
- agreeing the purpose of any required legal opinion in connection with RIAS activity and the information to be shared with legal / HR advisors and recommending same to Council.
Strategy Review of the Incorporation
The Committee to work with the Chapter Presidents/Representatives in connection with the proposed consultation with the Membership to develop and agree the RIAS Strategy for 2018-23.
Human Resources Specific Work
In relation to HR policies and guidance the Committee is asked to work with Senior Staff to review:
- Roles, remits, reporting and responsibilities of all staff and ensure they are clearly set out.
- Staff structure taking account of required skills for effective delivery of RIAS strategy
- Recruitment procedures and policy.
- Staff remuneration including the application of a standard scale of salaries
- The Staff Handbook and required new HR policy and updates on existing policies
- Committee Members will advise the Chair with any suggested agenda items to meet this timetable and should declare any suggested AOB items at the beginning of each meeting.
- In the absence of the Chair the Vice Chair will chair the meeting.
- To be quorate at least three members plus the Chair or Vice Chair must be in attendance.
- A majority approval of any actions/recommendations.
- Committee decisions will be by majority agreement. In the event of a tied vote the Chairs vote will carry.