South East Water Corporation Service Delivery Committee Charter

Transcription

1 South East Water Corporation Service Delivery Committee Charter Created: October 2012 Document number: BS 2360 Reviewed: November 2015

2 1. Purpose The South East Water Corporation Board's Service Delivery Committee (the SD Committee) will assist the board in discharging its duties regarding the Corporation s responsibility to ensure that appropriate strategies and plans for the delivery of services to customers and other stakeholders are in place, and that performance of these services are effective and efficient. The SD Committee will review, monitor and, where necessary, recommend to the board for approval: The development of plans and master plans for the delivery of services to the Corporation s customers and stakeholders; Asset strategy and proposals for plans and master plans and associated program level expenditure budgets; and Annual capital, operations and maintenance budgets consistent with approved plans. 2. Responsibilities Service delivery functions The responsibilities of the SD Committee fall into several categories. The committee will discharge its responsibilities under each of these categories as follows: Service delivery reporting (i) (ii) (iii) (iv) Provide comment on the format and content of regular reports; Request management to undertake investigation and report on material variations from targets; Review post implementation reports on projects previously approved by the board; and Recommend as necessary to the board for approval or noting acceptance of performance reports. Infrastructure (v) (vi) Review and recommend to the board for approval asset related programs, master plans and project business cases including IT projects; and Review the ongoing content and performance requirements (principally costs, quality, asset capacity and condition and effectiveness) of current delivery vehicles in the delivery of services with respect to the plans and master plans and strategic KPIs of the organisation. 2

3 Asset creation (vii) (viii) Review the ongoing content and performance (principally costs, quality and effectiveness) of the Corporation s capital delivery programs, including the design and construction of South East Water built infrastructure assets, developer works and customer connection of new developer built assets; and Review the performance of current delivery vehicles in the delivery of services and execution of programs and major projects for the Corporation, as well as from time to time look at alternative delivery vehicles and contractual arrangements. Network services (ix) (x) Review the ongoing content and performance (principally costs, quality and effectiveness) of the operations and maintenance functions of the Corporation at regular intervals, including the operation and maintenance of South East Water s sewage and recycled treatment plants and water and sewerage supply systems; and Review the performance of current delivery vehicles in the delivery of services in the execution of operations and maintenance functions for the Corporation, as well as from time to time look at alternative delivery vehicles and contractual arrangements. Risk management The SD Committee will: (i) Review key risks and report on: Service delivery related risks contained in the corporate risk register; Major project risk; and Robustness and adequacy of the Corporation s delivery vehicles. (ii) Recommend for consideration by the Finance Assurance and Risk Management Committee, matters arising from the plans and performance reports that are considered by the committee to have a potential impact on any aspect of the risk status of the Corporation. 3. Membership Membership of and attendance at meetings of the SD Committee: A minimum membership will be two (2) independent non executive directors, the board chairman and the managing director; The term of appointment of the two (2) independent non executive directors will be for a period of two (2) years or such period determined by the board and these directors are eligible for re appointment subject to the composition and skill requirements for the committee; 3

4 (d) (e) (f) (g) (h) Each member should have skills and experience appropriate to the Corporation s business; Each member must understand the technical operations of the business with at least one member having an engineering or related qualification and experience and be allowed to explore relevant skills development opportunities when they occur; The Board of Directors will be responsible for appointment of the committee members and the secretary of the committee. Unless the board resolves otherwise the secretary will be the corporate secretary; The chairman of the committee will be appointed by, and be other than, the board chairman; Other attendees at committee meetings will, subject to the discretion of the committee, ordinarily comprise the general manager infrastructure, the general manager asset creation, the general manager network services and the corporate secretary; and The composition of the committee will be reviewed at least every two (2) years or such period determined by the board. 4. Authority The board authorises the SD Committee, within the scope of its responsibilities, to: Obtain any information it requires from management and employees or external parties; Obtain expert advice, where necessary, following consultation with the board chairman; and Ensure the attendance of the Corporation s officers at meetings as appropriate. 5. Independence The SD Committee has no executive powers in relation to the operations of the Corporation. It functions in an oversight and review role on behalf of the board and will make recommendations for board decision/approval when required. 6. Conflicts of interest Committee members are subject to processes put in place by South East Water to deal with conflicts of interest as documented in South East Water s board policies and board charter. In summary, these processes: Require members to make a full disclosure of the conflict of interest at board meetings (and committee meetings if applicable); Require the disclosure to be recorded in the minutes of the board or committee meeting; and Require the board or committee to determine whether that conflict of interest is material. 4

5 7. Meetings (d) (e) (f) (g) A quorum for any meeting of the committee will be two (2) committee members who are non executive directors; Should the committee chairman be absent from the meeting, the members of the committee present at the meeting have the authority to choose one of the other nonexecutive committee members to chair that particular meeting; The committee may invite such other persons to its meetings as it deems necessary, including persons to provide expert advice as considered necessary by the committee. Committee members may not appoint an alternate to attend on their behalf; Meetings shall be held not less than four (4) times a year. Special meetings may be convened as required. Internal and external auditors may request a meeting if they consider that it is necessary; The corporate secretary (or their delegate) in conjunction with the committee chairman shall determine an agenda at least one week prior to each meeting; The committee will meet with the Finance Assurance and Risk Management Committee as required and at least annually to identify possible overlaps and/or gaps in each committee s consideration of risk management matters; and A copy of the committee papers and draft minutes of each meeting shall be made available to all board members prior to the next board meeting. All matters referred to either the board or board committees will appear as an agenda item at the next applicable board or committee meeting. 8. Review cycle The committee s charter will be reviewed no less than every two (2) years. If changes are made they must be approved by the board. 9. Review of committee performance The committee will annually evaluate its performance against its responsibilities as set out in the charter. An external evaluation of the committee s performance will occur no less than every two (2) years, as part of a broader review of board performance. 5