Jack and Jill are fortunate to have a hard working, diverse, and committed Board of directors. Our aim in working on corporate governance compliance is to ensure collaborative board engagement in a strategic process and to futureproof governance capability.
We have been through a transformational transition from the original Board methodology (which was Founder- based) with operational change to adapt to the changed legislative and regulatory background now expected of Irish Charities; We felt there was a requirement to modify our Board charity ecosystem. Our Founder, Jonathan Irwin, has been fully supportive of and engaged in this process. Our Board is fully committed to transparency in the charitable process.
In putting measures in place to ensure that the Charity’s Governance Code was being complied with and adhered to, and thus future-proofing our governance compliance, we identified the need to upskill our Directors in this area, especially considering the further emphasis on the obligations of Directors under the new governance code 2018 to comply with the Charities Act 2009. This was addressed as follows:
- All board members are now fully appraised of their obligations and have read and signed off on the 2018 governance code;
- Two of the Board members, including the Chairman, have attended intensive training courses on governance, and a third has completed the IPA Course in Corporate governance; and
- All other members bar one have extensive experience of governance in their own
The two major areas discussed by the Board requiring further emphasis and analysis over the last year, over and above SORP which we adopted in 2017 in order to comply fully with the six principles of charity governance, were:
Risk Assessment and Risk
A Risk committee was set up in 2018 as a sub-committee to Internal Audit. This committee is comprised of two board members and two members of the senior management team. The adoption of a Risk Register, which is circulated in every board pack, has been hugely beneficial in allowing the organisation to identify, assess, and prioritise real and potential risks. It has highlighted areas which potentially needed addressing including our: investment strategy; internal audit; insurance indemnification; staff commitment to governance; GDPR risk and exposure; money handling and accounting practices; and HR and staff review processes, amongst others. Board buy-in and working with all stakeholders including all staff on these issues has improved communication and job satisfaction throughout the entire organisation. It has also allowed us to pitch to and win several large CSR corporate contracts based on our diligence, transparency, Triple-lock status, and governance compliance.
Board Induction and Education
The Board also identified a need for Board induction protocols and education. Due to the legacy founder- based structure of the organisation and the lack of emphasis on governance generally in Ireland at the time of founding Jack and Jill, there were some changes required in order to ensure compliance. Changes included Board rotation and the absolute need to provide all Board members with a full induction programme. The identification of gaps in Board-level knowledge in terms of, notably, corporate governance and GDPR, specifically as they relate to Charities in Ireland, were also addressed and rectified. Both the training undertaken and the emphasis on Board involvement has hugely and positively impacted the overall ethics and values of the organisation. Transformational change in this area, linked to our ‘Vision 2020’, has enabled Jack and Jill to modify the DNA of the organisation to one of a totally transparent and compliance-aware ethical charity fit for purpose under the new governance code.