Agenda of Council Controlled Organisations Governance and Monitoring Committee

I hereby give notice that an ordinary meeting of the Council Controlled Organisations Governance and Monitoring Committee will be held on:

Date:

Time:

Meeting Room:

Venue:

Tuesday, 3 March 2015

9.30am

Level 2, Reception Lounge
Auckland Town Hall

301-305 Queen Street
Auckland

Council Controlled Organisations Governance and Monitoring Committee

OPEN AGENDA

MEMBERSHIP

Chairperson	Deputy Mayor Penny Hulse
Deputy Chairperson	Cr Calum Penrose
Members	Cr Anae Arthur Anae
	Cr Cameron Brewer
	Cr Dr Cathy Casey
	Member Precious Clark
	Cr Ross Clow
	Cr Linda Cooper, JP
	Cr Chris Darby
	Cr Denise Krum
	Cr Dick Quax
	Cr Penny Webster
	Member Glenn Wilcox
	Cr George Wood, CNZM
Ex-Officio	Mayor Len Brown, JP

(Quorum 7 members)

Jaimee Maha

Democracy Advisor

25 February 2015

Contact Telephone: (09) 890 8126

Email: jaimee.maha@aucklandcouncil.govt.nz

Website: www.aucklandcouncil.govt.nz

TERMS OF REFERENCE

Responsibilities

The committee will undertake the Auckland Council’s responsibilities for CCOs through:

· Setting policy relating to CCO governance

· Director appointments

· Approving SOIs

· Monitoring performance

· The committee will also have responsibility for the over sight of, and making appointments to, Council Organisations and exempt CCOs and COs

Powers

(i) All powers necessary to perform the committee’s responsibilities.

Except:

(a) powers that the Governing Body cannot delegate or has retained to itself (see Governing Body responsibilities)

(b) where the committee’s responsibility is limited to making a recommendation only

(ii) Power to establish subcommittees.

EXCLUSION OF THE PUBLIC – WHO NEEDS TO LEAVE THE MEETING

Members of the public

All members of the public must leave the meeting when the public are excluded unless a resolution is passed permitting a person to remain because their knowledge will assist the meeting.

Those who are not members of the public

General principles

· Access to confidential information is managed on a “need to know” basis where access to the information is required in order for a person to perform their role.

· Those who are not members of the meeting (see list below) must leave unless it is necessary for them to remain and hear the debate in order to perform their role.

· Those who need to be present for one confidential item can remain only for that item and must leave the room for any other confidential items.

· In any case of doubt, the ruling of the chairperson is final.

Members of the meeting

· The members of the meeting remain (all Governing Body members if the meeting is a Governing Body meeting; all members of the committee if the meeting is a committee meeting).

· However, standing orders require that a councillor who has a pecuniary conflict of interest leave the room.

· All councillors have the right to attend any meeting of a committee and councillors who are not members of a committee may remain, subject to any limitations in standing orders.

Staff

· All staff supporting the meeting (administrative, senior management) remain.

· Only staff who need to because of their role may remain.

Local Board members

· Local Board members who need to hear the matter being discussed in order to perform their role may remain. This will usually be if the matter affects, or is relevant to, a particular Local Board area.

IMSB

· Members of the IMSB who are appointed members of the meeting remain.

· Other IMSB members and IMSB staff remain if this is necessary in order for them to perform their role.

CCOs

Representatives of a CCO can remain only if required to for discussion of a matter relevant to the CCO.

Council Controlled Organisations Governance and Monitoring Committee

03 March 2015

ITEM TABLE OF CONTENTS PAGE

1 Apologies 7

2 Declaration of Interest 7

3 Confirmation of Minutes 7

4 Petitions 7

5 Public Input 7

6 Local Board Input 7

7 Extraordinary Business 7

8 Notices of Motion 8

9 Council Controlled Organisations : Board Observers 2015 9

10 Council Controlled Organisation Second Quarter Performance Reporting 13

11 2015 Board Appointment programme for Auckland Council 123

12 Review of the Board Appointment Renumeration Policy: Appointments of councillors as directors

This report was unavailable when the agenda went to print and will be distributed in an Addendum Agenda.

13 Consideration of Extraordinary Items

PUBLIC EXCLUDED

14 Procedural Motion to Exclude the Public 129

C1 Auckland Regional Amenities Funding Board : Board Appointments 129

C2 Board Appointments Tamaki Redevelopment Company Limited

This report was unavailable when the agenda went to print and will be distributed in an Addendum Agenda.

1 Apologies

At the close of the agenda no apologies had been received.

2 Declaration of Interest

Members are reminded of the need to be vigilant to stand aside from decision making when a conflict arises between their role as a member and any private or other external interest they might have.

3 Confirmation of Minutes

That the Council Controlled Organisations Governance and Monitoring Committee:

a) confirm the ordinary minutes of its meeting, held on Tuesday, 3 February 2015, including the confidential section, as a true and correct record.

4 Petitions

At the close of the agenda no requests to present petitions had been received.

5 Public Input

Standing Order 3.21 provides for Public Input. Applications to speak must be made to the Committee Secretary, in writing, no later than two (2) working days prior to the meeting and must include the subject matter. The meeting Chairperson has the discretion to decline any application that does not meet the requirements of Standing Orders. A maximum of thirty (30) minutes is allocated to the period for public input with five (5) minutes speaking time for each speaker.

At the close of the agenda no requests for public input had been received.

6 Local Board Input

Standing Order 3.22 provides for Local Board Input. The Chairperson (or nominee of that Chairperson) is entitled to speak for up to five (5) minutes during this time. The Chairperson of the Local Board (or nominee of that Chairperson) shall wherever practical, give two (2) days notice of their wish to speak. The meeting Chairperson has the discretion to decline any application that does not meet the requirements of Standing Orders.

This right is in addition to the right under Standing Order 3.9.14 to speak to matters on the agenda.

At the close of the agenda no requests for local board input had been received.

7 Extraordinary Business

Section 46A(7) of the Local Government Official Information and Meetings Act 1987 (as amended) states:

“An item that is not on the agenda for a meeting may be dealt with at that meeting if-

(a) The local authority by resolution so decides; and

(b) The presiding member explains at the meeting, at a time when it is open to the public,-

(i) The reason why the item is not on the agenda; and

(ii) The reason why the discussion of the item cannot be delayed until a subsequent meeting.”

Section 46A(7A) of the Local Government Official Information and Meetings Act 1987 (as amended) states:

“Where an item is not on the agenda for a meeting,-

(a) That item may be discussed at that meeting if-

(i) That item is a minor matter relating to the general business of the local authority; and

(ii) the presiding member explains at the beginning of the meeting, at a time when it is open to the public, that the item will be discussed at the meeting; but

(b) no resolution, decision or recommendation may be made in respect of that item except to refer that item to a subsequent meeting of the local authority for further discussion.”

8 Notices of Motion

At the close of the agenda no requests for notices of motion had been received.

Council Controlled Organisations Governance and Monitoring Committee

03 March 2015

Council Controlled Organisations : Board Observers 2015

File No.: CP2015/02064

Purpose

1. To update the CCO Governance and Monitoring Committee on the Board Observer Programme and appoint a member of the CCO Governance & Monitoring Committee to the Board Observer Appointment Panel.

Executive Summary

2. The Board Observer programme will further advance the Council’s diversity portfolio.

3. The CCO Strategy Review Subcommittee approved the programme delegating the appointment process to a Panel including the Chief Executive (or his representative), Senior Council Officer from the Mayoral Office and the CCO Governance & External Partnerships department.

4. A councillor and IMSB member were also appointed to the Panel.

5. This report requests appointment of a councillor and an IMSB member from the CCO Governance and Monitoring Committee to the Board Observer Appointment Panel to assist with the selection and interview of candidates.

6. The following CCOs will participate in the 2015 Board Observer programme:

· Auckland Tourism, Events & Economic Development Limited;

· Regional Facilities Auckland;

· Watercare Services Limited; and

· Auckland Transport.

Recommendation/s

That the Council Controlled Organisations Governance and Monitoring Committee:

a) appoint a councillor and an IMSB member from the CCO Governance and Monitoring Committee to the Board Observer Appointment Panel.

Discussion

7. Auckland Council’s approach to CCO board diversity is to widen the pool of candidates so that women, young people and people from a range of ethnic backgrounds, who have the right skills but perhaps have not come through the normal company director channels, have an opportunity to be considered as possible directors.

8. The current CCO board appointment process includes casting the net widely across a variety of channels including advertising and seeking nominations from appropriate sources such as the Independent Maori Statutory Board, Ministry of Women and others.

9. The development of the Board Observer Programme will further enhance the council’s diversity policy and the Board Observer Appointment Panel are delegated to interview and select a candidate, for :

· Auckland Tourism, Events & Economic Development Limited;

· Regional Facilities Auckland;

· Watercare Services Limited; and

· Auckland Transport.

10. Staff recommend that the board observer programme not include Auckland Council Properties Limited, Waterfront Auckland Limited and Auckland Council Investments Limited given there are potential changes to all three CCOs.

11. A proposed timeline for the board appointment programme is outlined in Table 1.

Table 1 – Proposed Timeline

What	Purpose	Who	Date (by when)
Report	Appoint a councillor and an IMSB member to Board Observer Appointment Panel	CCO Governance & Monitoring Committee	3 March 2015
Candidate search	Advertising and Expression of Interest Programme	Sheffields CCO Governance staff	7 and 11 March 2015 (NZ Herald) 8 March 2015 (Sunday Star Times) Closing date 20 March 2015
Candidate selection	Selection candidates for interview	Board Observer Appointment Panel	27 March 2015
Candidate Interviews	Interview	Board Observer Appointment Panel	7 – 24 April 2015
Report to CCO Governance & Monitoring Committee	Approve appointment of candidates	CCO Governance and Monitoring committee based on feedback from Board Observer Appointment Panel	12 May 2015

Consideration

Local Board Views and Implications

12. Local Board are able to participate in the Expression of Interest programme through the nomination programme.

Maori Impact Statement

13. The council has a policy of board member diversity. Board appointments are always an opportunity to improve board diversity including increasing the number of Maori directors.

14. Staff are working with the IMSB and Te Waka Angamua to find ways of increasing access and participation to board directorships for Maori candidates.

15. A pilot programme delivering CV-Governance training for younger Maori directors was trialed in 2014.

16. A continuation of the above programme is planned for the second half of 2015 and will include potential director candidates who represent Maori, Pacific Island, Asian and other ethnicities.

17. As part of incorporating the IMSB Issues of Significance – Maori participation in decision-making, staff recommend the appointment of an IMSB member onto those Interview Panels where councillor representation is required.

General

18. The decisions arising out of this report do not trigger the council’s significance policy.

Implementation Issues

19. The CCOs support the continuation of the Board Observer Programme into their work programmes. These CCOs are requested to incorporate a scholarship amount of approximately $10,000 for their Board observer candidate into their current board expenses.

Attachments

There are no attachments for this report.

Signatories

Authors

Josie Meuli - Senior Advisor

Authorisers

John Bishop - Treasurer and Manager CCO Governance & External Partnerships

Roger Blakeley – Acting Chief Executive

Council Controlled Organisations Governance and Monitoring Committee

03 March 2015

Council Controlled Organisation Second Quarter Performance Reporting

File No.: CP2015/02115

Purpose

1. To receive the performance reports from each substantive Council Controlled Organisation (CCO) for the second quarter ending 31 December 2014.

Executive Summary

2. This report is part of the regular quarterly performance reporting to the CCO Governance and Monitoring Committee by the substantive CCOs.

3. The attached reports from each of the CCOs provide an update on strategic issues, achievements, risks and performance.

4. Each CCO is also requested to include sections outlining any key Local Board issues and the contribution to Māori outcomes, including associated spend.

5. In line with the current reporting obligations, it is the responsibility of the board of each CCO to keep the committee, as the shareholder, informed of key risks and issues, and the status of the operating and financial performance.

6. Auckland Transport’s report has not been included, and will be discussed at the 14 April 2015 CCO Governance and Monitoring Committee. This is to allow more time for discussion on transport.

Recommendation/s

That the Council Controlled Organisations Governance and Monitoring Committee:

a) receive the report for the second quarter ending 31 December 2014 from Auckland Council Investments Limited

b) receive the report for the second quarter ending 31 December 2014 from Auckland Council Property Limited

c) receive the report for the second quarter ending 31 December 2014 from Auckland Tourism, Events and Economic Development Limited

d) receive the report for the second quarter ending 31 December 2014 from Regional Facilities Auckland

e) receive the report for the second quarter ending 31 December 2014 from Watercare Services Ltd

f) receive the report for the second quarter ending 31 December 2014 from Auckland Waterfront Development Agency Limited.

Attachments

No.	Title	Page
a View	ACIL Second Quarter Report for 31 December 2014	15
b View	ACPL Second Quarter Report for 31 December 2014	29
c View	ATEED Second Quarter Report for 31 December 2014	45
d View	RFA Second Quarter Report for 31 December 2014	69
e View	Watercare Second Quarter Report for 31 December 2014	87
f View	Waterfront Auckland Second Quarter Report for 31 December 2014	107

Signatories

Authors

Robert Irvine - Financial Planning Manager CCOs

Authorisers

Matthew Walker - Manager Financial Planning, Policy and Budgeting

Stephen Town - Chief Executive

2015 Board Appointment programme for Auckland Council

File No.: CP2015/01764

Purpose

1. To provide information on the 2015 board appointment programme for Auckland Council.

Executive Summary

2. The 2015 board appointment programme for Auckland Council includes consideration of the following reappointments and/or new appointments for the following organisations:

a) Tamaki Redevelopment Company Limited: council’s delegated appointment and an additional joint appointment. A separate report for this committee’s consideration is presented later on this agenda.

b) Board Observers: four, one each on Watercare Services Limited, Regional Facilities Auckland Limited, Auckland Transport, and Auckland Tourism, Events and Economic Development Limited. A separate report for this committee’s consideration is presented later on this agenda.

c) Auckland Regional Amenities Funding Board: two candidates for Auckland Council approval and two candidates for Amenities Board approval. A separate report for this committee’s consideration is presented later on this agenda.

d) Substantive CCO board appointments: a two-phase programme of director board appointments:

- Phase One will include Regional Facilities Auckland Limited, Auckland Tourism, Events and Economic Development Limited, Auckland Transport and Auckland Council Investments Limited. A separate report for this committee’s consideration will form part of the April meeting agenda.

- Phase Two will include the directors on Waterfront Auckland Limited and Auckland Council Properties Limited, taking into consideration the Long Term Plan submission regarding the potential for a new CCO, Development Auckland. A separate report for this committee’s consideration will form part of a future agenda (as required).

3. In deciding whether to reappoint or retire any of the above board members and directors, the Committee will consider a range of factors including:

· skill gaps on each organisation;

· the policy to encourage diversity on boards; and

· the view of the board chairs, (if available the Chair/Deputy will attend the meeting or respond by memo).

4. The Chair or Deputy of each CCO board will provide additional information for the committee’s decision-making regarding board skills and composition, gaps, and reflections on directors who are due to retire.

Recommendation/s

That the Council Controlled Organisations Governance and Monitoring Committee:

a) receive the report.

Discussion

Governance

5. A sound board appointment process is an effective tool for achieving good governance.

6. By applying good governance practices, council can ensure that each board:

· is receiving high-quality leadership from the chair;

· is receiving a strong level of governance support from the deputy chair;

· has the right composition of governance and specialist expertise; and

· has high-performing directors who are valued as council’s trusted advisors.

7. The role of the chair and deputy is critical. If council has a high degree of confidence in the chair and deputy of each board, it can benefit from their advice in relation to skill composition, director performance and director appointments.

8. Given the number of board appointments to be potentially considered in 2015, staff recommend a phased approach.

9. The programme and timeline is attached at Appendix A.

Consideration

Local Board Views and Implications

10. Director appointments are the responsibility of the governing body. If vacancies arise local boards are able to participate in the Expression of Interest programme.

Maori Impact Statement

11. The council has a policy of board member diversity. Board appointments are always an opportunity to improve board diversity including increasing the number of Maori directors. CCO Governance staff have been working with the IMSB and Te Waka Angamua to find ways of increasing access and participation by Maori candidates Board appointments.

General

12. The decisions arising out of this report do not trigger the council’s significance policy.

Implementation Issues

13. All new directors appointed by Auckland Council receive appropriate background information and induction.

Attachments

No.	Title	Page
a View	2015 Board Appointment Programme	127

Signatories

Authors

Josie Meuli - Senior Advisor

Authorisers

John Bishop - Treasurer and Manager CCO Governance & External Partnerships

Roger Blakeley – Acting Chief Executive

Council Controlled Organisations Governance and Monitoring Committee

03 March 2015

Exclusion of the Public: Local Government Official Information and Meetings Act 1987

That the Council Controlled Organisations Governance and Monitoring Committee:

a) exclude the public from the following part(s) of the proceedings of this meeting.

The general subject of each matter to be considered while the public is excluded, the reason for passing this resolution in relation to each matter, and the specific grounds under section 48(1) of the Local Government Official Information and Meetings Act 1987 for the passing of this resolution follows.

This resolution is made in reliance on section 48(1)(a) of the Local Government Official Information and Meetings Act 1987 and the particular interest or interests protected by section 6 or section 7 of that Act which would be prejudiced by the holding of the whole or relevant part of the proceedings of the meeting in public, as follows:

C1 Auckland Regional Amenities Funding Board : Board Appointments

Reason for passing this resolution in relation to each matter

Particular interest(s) protected (where applicable)

Ground(s) under section 48(1) for the passing of this resolution

The public conduct of the part of the meeting would be likely to result in the disclosure of information for which good reason for withholding exists under section 7.

s7(2)(a) - The withholding of the information is necessary to protect the privacy of natural persons, including that of a deceased person.

In particular, the report contains information about the potential appointment of board members to the Auckland Regional Amenities Funding Board and discusses individual board members..

s48(1)(a)

The public conduct of the part of the meeting would be likely to result in the disclosure of information for which good reason for withholding exists under section 7.

C2 Board Appointments Tamaki Redevelopment Company Limited

Reason for passing this resolution in relation to each matter

Particular interest(s) protected (where applicable)

Ground(s) under section 48(1) for the passing of this resolution

The public conduct of the part of the meeting would be likely to result in the disclosure of information for which good reason for withholding exists under section 7.

s7(2)(a) - The withholding of the information is necessary to protect the privacy of natural persons, including that of a deceased person.

In particular, the report contains specific information about potential board appointments for the Tamaki Redevelopment Company and discusses individual directors..

s48(1)(a)

The public conduct of the part of the meeting would be likely to result in the disclosure of information for which good reason for withholding exists under section 7.