HKICPA Annual Report 2015

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8
CONSTITUTION,
GOVERNANCE AND
FINANCE
As both the guardian of the accounting profession and
statutory organization acting in the public interest, the
Institute is committed to leading by example when it comes
to corporate governance. Through world-class levels of
governance, we ensure that we maintain the confidence of our
members, users of their services and the public.
We continually scrutinize our internal processes and
controls to keep up with the times. An increasing focus of the
Institute is how to utilize technology to enhance efficiency,
security and accountability of our internal operations.
Another equally important focus is human resources, and how
to attract and keep the most talented people at the Institute
who will deliver the highest quality services that help our
members and our profession flourish.
The Council
The Council is the governing body of the Institute and
makes decisions on matters stipulated in the Professional
Accountants Ordinance and on overall strategy, policy
and direction. It oversees the Institute’s operations and
governance with the assistance of several monitoring and
advisory committees.
This year, the Council consists of 23 members, all non-
executive members who are not compensated. Fourteen are
CPAs directly elected by the membership. The Immediate
Past President has completed his elected term and remains
on the Council for one year to provide continuity. Two
ex-officio members are from the government and four
lay members, who have high standing in the community,
are appointed by the government to provide independent
views. Two additional CPAs were co-opted by the Council to
round out its skills.
The combination of members fromwithin and outside
the accounting profession gives the Council a balanced
perspective to debate about the issues it faces. The Council
applies strict rules to prohibit its members and other
committee members from taking part in any discussions or
decisions on matters in which they have a real or apparent
conflict of interest. Council members are prohibited from
disclosing any matter coming to their knowledge in the
performance of their function as Council members.
Council meetings are held monthly, with a break in
August. Individual member attendance can be viewed on the
Institute’s website at .
Monitoring committees
The monitoring committees consist of the Audit Committee
and four accountability boards that ensure the Institute’s
management and relevant committees are working according
to the strategies and policies determined by the Council.
The Audit Committee plays a central role in helping the
Council fulfil its governance and oversight responsibilities in
relation to financial reporting and internal controls. It holds
regular meetings with management, the internal auditor
and external auditors in order to effectively discharge its
delegated responsibilities, and reports to the Council. The
Audit Committee is appointed by the Council and consists of
five members.
In March 2015, the Institute set up a new whistle-
blowing policy to further strengthen its corporate
governance. The Audit Committee has contributed to the
development of this policy and will continue to provide an
independent oversight of the whistle-blowing arrangement
to ensure it works effectively.
The four accountability boards oversee the following
operations of the Institute: regulatory; standards and quality;
professional qualifications; andmember services. Each board
reviews the work of management and relevant committees
to ensure that operations of the Institute are executed in
accordance with the directions set out by the Council. Details of
these activities are covered in respective sections of this report.
Advisory committees
The advisory committees consist of the Governance
Committee, Nomination Committee, Remuneration
Committee, and Registration and Practising Committee.
Constitution, Governance and Finance