Page:Wikimedia UK gov review rpt v5.djvu/22

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  • organising the review of the performance of trustees before they seek re-election
  • managing the process of electing trustees including checking that potential conflicts of interest are declared in advance and are permissible and manageable, and proposing any policies to inform the election
  • when required, advising the board on the eligibility for company membership, including whether company members who are blocked from editing or from other principal activities of the movement should have their company membership terminated
  • informing the organisation's members of the skills and experience the organisation requires on the board and when appropriate actively encouraging people with those skills to stand for election
  • organising the review of the overall performance of governance at least once every two years
  • anticipating and managing the process of succession of the Chair.
7.
The Governance Committee should be chaired by the board Chair, except when decisions are being made about chair succession. It could include one or two independent external people with governance expertise if board members felt this was helpful, and should both have regard to and seek advice from the Wikimedia Foundation on governance matters that relate to the wider movement.
8.

The board should have an Audit and Risk Committee of at least three people to take primary responsibility for audit and risk matters on behalf of the board. It should be responsible for:

  • making recommendations to the board on the appointment of auditors
  • previewing the annual report and accounts, to ensure a quality document goes to the board
  • reviewing the charity's annual statement on internal control and its compliance with regulatory guidance and recommending it to the board
  • previewing the risk register to ensure that a considered document goes to the board

Compass Partnership
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