Overlap Boards delivering across the four cornerstones of governance

Transcription

1 Agreeing strategy and measures setting the strategy and the Key erformance Indicars (KI) that will measure success Recommend the corporate strategy & KI the of Aster Aster Entity s Entity s Approve the corporate strategy & KI Recommend the parameters for the financial plan and budget the of Aster Entity s Approve the parameters for the financial plan and budget Recommend the entities Business lan (including financial plan) the of Aster Entity s Approve the group's consolidated business plan (including financial plan) Recommend the entities living business plan the of Aster Entity s Approve the group's consolidated living business plan Recommend the entities annual budget the of Aster Entity s Approve the group's consolidated annual budget Approve the corporate social responsibility strategy and KI Approve the culture strategy and KI Approve the information technology strategy and KI Approve the communications strategy and KI Approve the information management strategy and KI Approve the human resources strategy and KI

2 Approve asset management strategy and KI Approve corporate building strategy and KI Approve value for money strategy and KI Recommend development strategy and KI and appraisal assumptions the of Aster Approve development strategy and KI and appraisal assumptions Treasury Committee Approve Treasury plan and KI Managing risk & compliance ensuring the strategy maximises opportunities innovate and ensures our policies and procedures provide a proportionate response threats that may impact our strategies Aster Entity s Approve the strategic risk appetite Approve the strategic risk map Approve the performance management framework

3 GAC Recommend accounting policies the of GAC Approve the accounting policies for the group GTC Approve the group treasury management policy Recommend development gateway policy the of Aster Entity s Approve the group development gateway policy Formally approve delegation matrix Approve board & committee members code of conduct Recommend share membership policy of Entity s Approve group share membership policy Approve board membership & recruitment policy Approve board remuneration & expenses framework policy CCN Approve corporate social responsibility policy Approve role profiles for Chairs, Senior Independent Direcr, Non- Direcrs, Independent Members and Co-optees and CEO Recommend intra group agreements the board of Entity s Approve intra group agreements Approve anti-modern slavery and human trafficking policy and public statement Approve executive remuneration and executive pensions policies

4 Approve group pensions policy Approve rent setting policy Approve group health & safety policy Delivering performance ensuring the delivery of strategy through strong assurance provided by the performance and compliance frameworks Aster Entity s Monir delivery of the corporate strategy and KI Monir delivery of the communications strategy and KI Monir delivery of the culture strategy and KI Monir delivery of the information technology strategy and KI Monir the delivery of the corporate social responsibility strategy, action and plan and KI Monir the delivery of the information management strategy, action and plan and KI Monir the delivery of the human resources strategy and KI Monir the delivery of the asset management strategy and KI Monir the delivery of the corporate building strategy and KI Monir the delivery of the value for money strategy and KI Monir the delivery of the development strategy and KI Monir the delivery of health & safety and KI GAC Recommend the entity statury accounts the of Aster Entity s Approve the consolidate statury accounts Monir delivery of the budget through the management accounts Entity s Monir overall group performance through management accounts GTC Approve financing arrangements

5 GTC Recommend loan, guarantee, collateral and support arrangements between Members (including letters of support) the of Aster Entity s Approve that Overlap Entities may enter in loan, guarantee, collateral and support arrangements between Members (including letters of support) Entity Approve loan, guarantee, collateral and support arrangements between Members (including letters of support) following Aster approval Entity Approve strategic alliances within business plan Consider strategic alliances outside the business plan and present views Aster Approve strategic alliances outside the business plan following consultation with entity boards Recommend strategic business acquisitions or disposals following consideration of due diligence the of Aster Entity s Consider strategic business acquisitions and either approve (for Aster matters) or give recommendations relevant entity boards Entity s Approve strategic business acquisitions following limited consideration Development Direcr Investment anel Development Direcr Growth & Assurance Direcr Commit potentially abortive development costs in excess of 100K Approve developments which trigger the entity development approval gateway Receive summary of development decisions & exception reporting of potential issues at discretion of the Development Direcr Approve major changes the employee benefit structure as determined by the eople & Transformation Direcr Monir the use of the entity seals Monir the management of risk & opportunity & the business environment Monir legal and regulary compliance Receive notification and consider reports on material breaches of risk limits in accordance with the Framework for Opportunity and Risk Management

6 Entity s Receive all minutes the group entity boards including joint ventures CCN Receive assurance through the minutes that the Cusmer & Community Network is fulfilling its objectives Receive assurance through the minutes that the Risk & Compliance Committee is fulfilling its objectives GAC Receive assurance through the minutes that the Audit Committee is fulfilling its objectives GTC Receive assurance through the minutes that the Treasury Committee is fulfilling its objectives Receive assurance through the minutes that the Remuneration & Nominations Committee is fulfilling its objectives EB Receive assurance through the minutes that the is fulfilling its objectives Growth & Assurance Direcr Call general meetings and annual general meetings Recommend new subsidiaries of subsidiary entities as a group member the of Aster Entity s Approve that subsidiary boards may resolve register a new subsidiary and approve registration of new subsidiary Aster Approve registration of new subsidiary of a subsidiary

7 Recommend that a subsidiary changes its constitution Entity s Approve that subsidiary or Aster may propose shareholders a change of its constitution Approve a resolution propose shareholders a change of constitution Consider and approve matters that manage board, committee and individual performance and the composition, diversity and succession planning Set Remuneration within policy Set Non-, Independent Member and Co-optee remuneration Appoint CEO and Direcrs Growth & Assurance Direcr Appoint principal advisors the Aster Options lus ermit Aster Options lus admit new member the Cost Sharing Vehicle Approve board re/appointments including Senior Independent Direcr Ltd, Aster Communities, Synergy Housing Ltd, Aster Living, Aster Homes Ltd, Aster roperty Ltd & Aster 3 Ltd. & non executives other subsidiary boards. Approve committee appointments and reappointments Approve the appointment and removal of the Company Secretary & any assistant company secretary Receiving independent assurance Audit Direcr ensuring the delivery of strategy is real and compliant through regular independent assurance. The Audit Strategy dovetails the Framework for Opportunity and Risk Management providing the greatest assurance against the greatest risks Receive audit reports referred the boards by the Direcr of Audit Aster Entity s