SUB COMMITTEE

CHARTERS

TEAM COMMITMENT

The QRA board is supported by multiple sub-committees to focus on particular tasks or areas such as finance, governance or risks. Each QRA sub-committee has its own charter to clarify the respective roles, responsibilities and authorities.

QRA Governance

Committee Charter

Purpose

The QRA Governance Committee (the ‘Committee’) is a group of individuals tasked with ensuring that the QRA’s Board of Directors is functioning appropriately and efficiently.

The Committee is primarily concerned with monitoring the activities of the Board of Directors, rather than those of the QRA, though both groups will usually be in frequent contact with the Executive of the QRA.

The Committee will function in accordance with current version of the QRA Rules.

Membership

The makeup of the Committee shall be as follows:

Three representatives, from those people nominated by the Zone representatives who may be QRA Members;
Two external non members (by invitation); and
One Board member

Tenure

Governance Committee members shall be appointed by the Board for a term of up to three (3) years, or less by mutual agreement.

Criteria

As with all governance positions within QRA, we seek diversity. Members of this committee should demonstrate one or more of the following:

Completion of an appropriate Governance course
Work experience in an industry with significant compliance standards
Past experience on Boards, Advisory Committees or Senior Government employees

Authority

The committee shall have the authority:

To recommend persons as candidates to the Members at an AGM for election as Board Members;
To recommend persons as candidates to the Board for Association Executive positions.

Responsibilities

The following is a list of responsibilities of the Committee:

Develop and implement a system of review for the ongoing performance of the Board, including adherence to Policies;
Develop and implement a succession plan for Board Directors and Association Officers;
Develop and recommend a governance training plan for Board Members, Association Officers and others as required;
Annually review and recommend any pay/condition changes for paid officers of the Association.

The Committee will report its activities back to the Board at least on a quarterly basis and give feedback on Board performance as required.

Meetings

The committee will meet at least quarterly and more often as needed.

A majority of the Committee members shall constitute a quorum.

The Committee chair may invite any Director, Officer, staff member, expert or other advisor who isn’t a member of the Committee to attend, but these individuals have no voting power.

The Committee chair may seek secretarial support, but this individual has no voting power.

The Committee will review its charter at least annually and recommend any proposed changes to the Board for review.

Summary

Role	Elected/Appointed by	Voting Rights
Board Member	Board	Yes
Individuals (3)	Zone Representatives/Board	Yes
Non Member (2)	Board	Yes
Secretary	Board	No

Applicable reference to QRA Rules

30 Governance Committee

30.1. The Governance Committee shall be appointed by the Board.

30.2. The Governance Committee shall comprise at least one Board Member and at least one individual appointed in accordance with rule 30.3.

30.3. A maximum of three members of the Governance Committee shall be nominated by the QRA Zone representatives.

30.4. The majority of Governance Committee members shall not be Board Members or employees.

Revision History

Version	Date	Description
0.01	23.01.2020	Initial draft charter
0.05	27.01.2020	EO review
0.05	07.02.2020	Approved by QRA Board – meeting 7/2/20
0.06	27.02.2020	Wording change to EO/Secretary to clarify
0.07	25.06.2020	Amendment to responsibilities (adherence to policy)
0.08	14.04.2020	Criteria for selection to the committee, summary table, reference to QRA Rules
0.09	06.11.2021	Refine criteria, membership, secretarial support

QRA Assurance, Audit and Risk

Committee Charter

Purpose

The QRA Assurance, Audit and Risk Committee (the ‘Committee’) is a group of individuals tasked with ensuring that the QRA’s Board is properly informed, prudent and proactive in its management of the QRA.

The Committee is primarily concerned with quality assurance of the QRA’s operations both financially and operationally.

The Committee will function in accordance with current version of the QRA Rules.

Membership

The makeup of the Committee should be as follows

Three representatives, from the QRA Membership;
One Board members;
Other invited specialists appointed by the Board; and
EO.

Authority

The committee will operate under a ‘prepare, review and approve process’ where information is prepared by ‘others’, reviewed by the Committee with committee report back/recommendations proposed for the Board approval.

Responsibilities

The following is a list of responsibilities of the Committee:

Review and further develop a Risk Register
Review the QRA annual external audit report for approval at the AGM and advise the Board on its findings;
Annually review (and recommend changes) if required on the insurance needs of the Association;
Annually review the compliance of the Association with all relevant government legislative requirements and advise the Board of its findings;
Annually review the compliance of affiliated organisations with QRA affiliation requirements and advise the Board of its findings;
Quarterly review the QRA Compliance Register and advise the Board on its findings;
Quarterly review compliance with the Delegation of Authority and advise the Board of its findings;
The Committee will review its charter at least annually and recommend any proposed changes to the Board for approval.

The Committee will report its activities back to the Board at least on a quarterly basis.

Meetings

The committee will meet at least quarterly and more often as needed. A majority of the Committee members shall constitute a quorum. The Committee chair may invite any Director, Officer, staff member, expert or other advisor who isn’t a member of the Committee to attend, but these individuals have no voting power.

Revision History

Version	Date	Description
0.01	22.01.2020	Initial draft charter
0.02	27.01.2020	EO review
0.02	07.02.2020	Approved by the Board – Board Meeting 7/2/20
0.03	22.11.2021	Amended to remove overlap with other sub-committees

QRA Finance

Committee Charter

Purpose

The QRA Finance Committee (the ‘Finance Committee’) is a group of individuals tasked with ensuring that the QRA’s banking, finances and Investments are managed prudently while achieving the best possible outcome for the QRA.

The Committee shall function in accordance with current version of the QRA Rules.

Membership

The makeup of the Finance Committee should be as follows

Four representatives from the QRA membership;
Two Board members;
Other invited specialists appointed by the Board; and
EO.

Authority

The committee will operate under a ‘prepare, review and approve process’ where information is prepared by ‘others’, reviewed by the Finance Committee with committee recommendations proposed for the Board approval.

Responsibilities

The following is a list of responsibilities of the Committee:

Review the annual QRA operating budget as prepared by the EO and advise the Board on it findings;
Review the annual QRA capital budget as prepared by the EO and advise the Board on its findings;
Annually review QRA asset valuations and inventory levels and advise the Board on it findings (including any policy amendment recommendations);
Annually review the QRA’s investment strategy and investment portfolio and recommend any changes;
Annually review all banking arrangements to ensure the QRA is using the most appropriate banking services;
Annually review the QRA Foreign Exchange Management Policy and transactions and recommend any changes;
Annually review the Delegation of Authority and recommend any changes;
Review and recommend any loans the QRA may provide to affiliated associations, including terms and conditions;
The Committee will review its charter at least annually and recommend any proposed changes to the Board for approval.

The Committee will report its activities back to the Board at least on a quarterly basis.

Meetings

The committee will meet at least quarterly and more often as needed.

A majority of the Committee members shall constitute a quorum.

The Committee chair may invite any Director, Officer, staff member, expert or other advisor who isn’t a member of the Committee to attend, but these individuals have no voting power.

Revision History

Version	Date	Description
0.01	22.01.2020	Initial draft charter
0.02	07.02.2020	Approved by Board 7/2/20
0.03	17.11.2020	Minor amendment to reflect expansion of Zones

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