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Governance Structure

council chart

 

The Council

 

The Council serves as the governing body of the Institute, and makes decisions on the overall strategy, policy and direction as well as matters stipulated in the Professional Accountants Ordinance. It provides guidance on the Institute's governance and operations with the assistance of several monitoring and advisory committees.

 

The Council consists of 21-23 members, all of them being non-executive and non-compensated. Fourteen individuals are CPAs directly elected by the membership and the immediate past president who completed her elected term also remains on Council for an additional year to provide continuity. There are also six government appointed members to provide independent views, including two ex-officio government members and four lay members of high standing in society. Finally, Council can co-opt up to two CPAs to round out the skills set of Council.

 

Through a balance of members from within and outside the accounting profession, the Council benefits from a wide scope of views when debating and addressing issues. All Council members follow strict rules to avoid conflict of interest, such as the forbiddance of members in taking part of discussions or decisions where a real or apparent conflict of interest is present. Council members are also not to disclose any information pertaining to their work while serving as a member of the Council.

 

With the exception of a break in August, Council meetings are held monthly. Attendance of individual members can be found here and abridged Council minutes in the Members' area.

 

Monitoring committees

 

Under the Council, the Institute is further guided by monitoring committees including the Audit Committee, Qualification Oversight Board and Regulatory Oversight Board. They ensure that the operations of the Institute's management and relevant committees are aligned with the strategies and policies set by the Council.

 

The Audit Committee is appointed by Council and consists of five members who help Council fulfil its governance and oversight responsibilities in relation to financial reporting and internal controls. It reports directly to Council and holds regular meetings with management, and both internal and external auditors in order to effectively discharge its delegated responsibilities.

 

The two oversight boards are in charge of monitoring the regulations, standards and quality, and professional qualifications of the Institute. By maintaining a vigilant eye over the work of management and relevant committees, the boards are able to ensure that the Institute's operations follow the directions provided by Council.

 

Executive committee

 

The Executive Committee is responsible for the day-to-day management decisions and operations of the Institute. The Executive Committee comprises the Institute's Chief Executive and Registrar, executive directors, and directors, and the President and Vice-Presidents. It meets monthly and reports to Council.

 

Advisory committees

 

Advisory committees include the Governance Committee, Nomination Committee, Remuneration Committee, and Registration and Practising Committee.

 

The Governance Committee is tasked with the development and review of existing policies and rules that the Institute adheres to. Through recommendations to Council, the Governance Committee aims to strengthen the Institute's standards of governance via both objectivity and efficiency.

 

The Nomination Committee provides recommendations to Council over the appointment of Institute members to committees, panels and working groups, the co-option of Council members and nomination of Institute representatives to take on positions in overseas bodies. It also approves, on behalf of Council, the nomination of Institute representatives to take on positions in external local bodies.

 

The Remuneration Committee is one of the leading forces behind the Institute's strong management of human resources. It is responsible for providing recommendations to Council on annual pay adjustments, performance bonuses and other employment terms and conditions.

 

Recommendations from the Remuneration Committee and chief executive are taken into account by the Council when it decides on the overall remuneration for general staff. Decisions for individual staff are made based on documented assessments.

 

For the remuneration of directorate staff, Council takes into account the recommendations of the leadership team, comprising the president, vice-presidents and the chief executive, and the parameters established by the Remuneration Committee. Council members and relevant committee chairs also provide input for the performance appraisals of directorate staff.

 

The remuneration of the chief executive is determined on an annual performance review by Council.

 

The Registration and Practising Committee is a statutory committee responsible for examining the qualifications of applicants for registration as CPAs. It provides recommendations to Council as to whether to accept or reject the applicants.

 

In addition, it serves as an advisor to Council on applications of CPAs for practising certificates, and will conduct necessary inquiries to determine whether applicants have the qualifications needed according to the Professional Accountants Ordinance. It also advises Council on the applications of members for specialist designations and other matters as required.