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Guidance for Statutory Crown Entities - Resource for Preparation of Governance Manuals

  1. Section 01
    Relevant legislation
  2. Section 02
    Functions and powers of the entity
  3. Section 03
    Boards as leaders: organisational culture
  4. Section 04
    Critical relationships
  5. Section 05
    Collective duties of the board and individual duties of board members
  6. Section 06
    Role of the board chair
  7. Section 07
    General responsibilities of members
  8. Section 08
    Members' interests and conflicts: identification, disclosure and management
  9. Section 09
    Disclosure of information
  10. Section 10
    Gifts, benefits and hospitality
  11. Section 11
    Board meeting procedures
  12. Section 12
    Board committees
  13. Section 13
    Delegations
  14. Section 14
    Crown entities as employers
  15. Section 15
    Subsidiaries
  16. Section 16
    Planning and reporting
  17. Section 17
    Board and member performance evaluation
  18. Section 18
    Board appointments and reappointment
  19. Section 19
    Remuneration and expenses for board members
  20. Section 20
    Liability and protection from legal claims or proceedings
  21. Section 21
    Summary of minimum content for a governance manual
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Crown entities are part of the public sector and, in the case of Crown agents, part of the core Public Service under the Public Service Act for some purposes. Specifically, Crown agent boards must ensure the entities they govern uphold the public service principles when carrying out their functions [s12(6) of the Public Service Act]. 

Ministers expect Crown entities to consider themselves as part of the wider public sector and to bring a public service ethos to their entities and their governance. 

The governance manual should clearly articulate the kind of organisation the board wishes the public to experience in terms of purpose, services delivered, the face-to-face experience of the public and the entity’s internal culture. 

Leaders, in particular the chair and chief executive, must embody a desired culture of public service, embedding this at all levels and in every aspect of the entity’s work. Boards have a specific responsibility to act where leaders do not deliver. 

A healthy organisational culture is a valuable asset and vital to the creation and protection of long-term public value. It is the board’s role to ensure the entity’s legislative purpose and functions are achieved and to ensure that the entity’s values, strategy and operating model are aligned to them. The board should not wait for a crisis before it focuses on organisational culture.

Effective Governance 

The OAG identifies eight essential elements of effective public sector governance (Figure 1) 

Figure 1: The essential elements of public sector governance (OAG) 

Essential element 

Summary features 

1. Set a clear purpose and stay focused on on it 

Board members need to contribute to, and challenge, the strategic planning process, based on an understanding of stakeholder expectations and the wider context in which their organisations operate 

2. Have clear roles and responsibilities that separate governance and management 

Clear roles and responsibilities make the differing interests transparent and foster effective decision-making 

3. Lead by setting a constructive tone 

A suitable tone from the top shapes the culture and demonstrates the desired values and ethics of the organisation 

4. Involve the right people 

An effective board will have members who bring multiple perspectives, who debate issues robustly, and who then speak with unity of voice and message about the decisions made 

5. Invest in effective relationships built on trust and respect 

Good practice involves preparing formal stakeholder engagement plans or formal relationship protocols with important stakeholders 

6. Be clear about accountabilities and transparent about performance against them 

Governance structures should include a clear accountability framework that shapes how an organisation's (or project's) financial and operational performance will be monitored and reported 

7. Manage risks effectively 

Effective risk management by public organisations involves identifying, analysing, mitigating, monitoring, and communicating risks 

8. Ensure you have good information systems and controls 

The Board needs relevant, accurate, and up-to-date information to make good decisions. Assess the design and effectiveness of an organisation's internal systems and controls 

For more information go to  Elements of effective governance — Office of the Auditor-General New Zealand (oag.parliament.nz)  

Summary: Boards as leaders – organisational culture 

At a minimum, a good governance manual should cover: 

  • Ministers’ expectation that Crown entities consider themselves as part of the wider public sector and to bring a public service ethos to their entities and their governance
  • the kind of organisation the board wishes the public to experience in terms of purpose, services delivered, the face-to-face experience of the public and the entity’s internal culture.

 

  1. Section 02
    Functions and powers of the entity
  2. Section 04
    Critical relationships