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Resolutions
That Hawke’s Bay Regional Council:
1. Receives and
considers the Report and Recommendations from the 16 March 2022 Corporate
and Strategic Committee meeting
2 Agrees that
the decisions to be made are not significant under the criteria contained in
Council’s adopted Significance and Engagement Policy, and that Council
can exercise its discretion and make decisions on these items without
conferring directly with the community or persons likely to have an interest
in them.
Order of Candidates Names on Voting Documents
3 Resolves that the names
of candidates at the 2022 Hawke’s Bay Regional Council elections and
any intervening by-elections be arranged in fully random order.
Proposal to Participate in Regional Sector Council-Controlled
Organisation
4 Agrees that the decisions
to be made are in accordance with section 56 and 82 of the Local Government Act.
5 Agrees to participate in
a Regional Sector Shared Services Council Controlled Organisation subject to
consultation.
6 Agrees to the
‘streamlined’ public consultation process proposed.
HBRIC and Foodeast Draft Statements of Intent
7 Further considers the
HBRIC Ltd 2022-2023 draft Statement of Intent (SoI) and undertakes to provide
any additional feedback on the Draft SoI to HBRIC Ltd by 1 May 2022 (LGA Sch8
cl3) to enable delivery of the completed Statement of Intent to Council on or
before 30 June 2022 for adoption.
Reports Received
8 Notes that
the following reports were provided to the Corporate and Strategic Committee:
8.1 HBRIC Quarterly Update
8.2 Report from the Finance
Audit and Risk Sub-committee meeting
8.3 Financial Report for the
Period 1 July - 31 December 2021
8.4 Organisational
Performance Report for the Period 1 October - 31 December 2021
8.5 Corporate Plan Implementation.
Kirton/van Beek
CARRIED
Clifton to Tangoio Coastal Hazards Strategy - Memorandum of
Transition
9 Endorses the Memorandum
of Transition as proposed.
10 Instructs the Chief
Executive to execute the Memorandum of Transition on behalf of the Hawke’s
Bay Regional Council following satisfaction of consultation requirements
under Clause 7 of the Hawke’s Bay Region’s Triennial Agreement
for the Triennium October 2019-2022.
11 Delegates to the Chief
Executive authority to approve changes to the Memorandum of Transition should
they be required by the Hastings District Council and Napier City Council in
consultation with the Hawke’s Bay Regional Council members of the
Clifton to Tangoio Coastal Hazards Strategy Joint Committee.
van Beek/Williams
CARRIED
Updated HBRC Appointment and Remuneration of Directors Policy
12 Adopts, in principle,
the Appointment and Remuneration of Directors Policy as amended to
incorporate the following preferences resolved by the Corporate and Strategic
Committee, subject to the Policy being reworked in the intervening period and
provided to the 27 April 2022 Regional Council meeting for adoption.
12.1 HBRIC should continue to
be governed by a blend of commercial and councillor directors to support integrated
objectives setting and strategic alignment between Council and HBRIC, while
incorporating independent perspectives and commercial skills, with a minimum
of two independent directors within an overall maximum of eight directors.
12.2 Councillor directors are
to be paid for their director duties on the board of HBRIC only if they are
not already remunerated for higher duties as Council committee chairs or
Council Chair or Deputy, and in such event are to be paid the difference
between a base councillor salary and that of a Council committee chair.
12.3 In the event a
Councillor director is appointed Chair of HBRIC, remuneration should be
equivalent to that which would be paid to an Independent Chair.
12.4 HBRIC’s commercial
subsidiaries should be run by independent directors only, for commercial
objectives, in order to maintain separation between active commercial
investment activity and the role of councillors as community representatives
overseeing this activity via HBRIC and Council, enabling councillors to hold
the investment entities accountable for their performance without being
conflicted.
12.5 In the event that
Council, by resolution, suspends the Policy in respect of 12.4 above and
enables councillors to be considered for appointment by HBRIC to a subsidiary
company in response to special circumstances, the appointment is to be made
by independent directors of HBRIC to ensure councillors being appointed to
commercial entities attracting market-based fees are only appointed following
an objective and apolitical assessment of the suitability of their skills for
the role.
12.6 Commercial subsidiaries
and CCOs must have skills-based boards, constituted of directors with the
relevant industry experience and knowledge, governance and commercial skills.
12.7 All boards of entities
for which HBRIC holds significant shareholdings are required to consider how
they support diversity and inclusion, with open and transparent appointment
processes.
12.8 HBRIC is delegated the
authority to appoint directors to its subsidiaries in consultation with
Council.
12.9 The Chair of HBRIC
should be an Independent Director.
12.10 Board fees should be
paid for all non-councillor Director positions, and that Council supports
payment of market-based fees.
12.11 Existing councillor
directors on HBRIC subsidiaries should stand down from their roles in a
managed transition that minimises disruption to the commercial interests of
their entities, and Council with board fees paid for all work to that point.
12.12 In consultation with
Council, HBRIC may appoint executive directors to HBRIC subsidiaries with
directors’ fees paid by the subsidiary or CCO to the parent company,
unless otherwise agreed as part of a modified remuneration package for the
executive that reflects adjusted responsibilities and accountabilities.
12.13 In consultation with
Council, HBRIC will nominate two directors for the board of Napier Port for
as long as a majority shareholding is held by Council via HBRIC.
Barker/Ormsby
Foss
abstained
CARRIED
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