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Advice from Outside the Square

Category Archives: Managing Indigenous Organisations

Managing Conflicts of Interest

Directors of a corporation incorporated under the Corporations Act and the Corporations (Aboriginal and Torres Strait Islander) Act have a duty to avoid conflicts of interest. This duty is derived from statutory provisions, as well as common law, and this duty requires Directors to exercise their powers and discharge their duties with reasonable care and diligence, act in good faith in the best interests of the corporation, not use their position to gain an advantage for themselves or a third party, and not to improperly use information gained through their position to obtain an advantage for themselves, a third party, or to cause a detriment to the corporation. (more…)...
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How To Establish An Effective Audit Committee

An Audit Committee is one of the major operating committees of the Board. An Audit Committee is in charge of overseeing financial reporting and disclosure. In some corporations, this committee is combined into a Finance, Risk, and Audit Committee and in this form also takes into its purview the areas of risk management and other financial matters including investment policies. While an Audit Committee is generally a committee of the Board, and therefore will comprise mainly of Directors, one of its main objectives in the oversight role is to be independent of the operational functions surrounding finance, corporate reporting and risk management undertaken by the CEO and staff. Hence, depending on factors such as the size of the corporation and any inherent conflicts of interest, its membership is likely to comprise of those Directors who are not also employees (Non-Executive Directors) of the corporation and is likely to include "independent" Non-Directors. (more…)...
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Revitalize Your Indigenous Corporation’s Board

I have consulted to many Indigenous Corporation Boards on a multitude of matters from governance to decision-making, strategic planning, succession planning and efficient Board processes. One of the challenges I see these Boards face is that many of their members sit on several different Boards at the same time. Apart from potential conflicts of interest that may arise, this means that many Board members are used to bringing the same Board cultures into each different Board meeting. This leads to staleness, and all meetings start to look the same. This has long-term and pervasive negative consequences for the Boards they serve. Sometimes, they become passive through tiredness, being on so many stressful and important Boards. Respectfully, some of these people may have even stopped working hard or conscientiously. Other members don't apply the very different objectives of each Corporation into their separate Board roles. No matter which Corporation meeting they attend, they ask the same questions, they make the same responses, and they make the same decisions. So, how can you make your Board wake up and act and behave and govern differently within your Corporation? First, I believe you need to re-examine your Corporation's vision and mission. I would do this "off" Board meeting, with perhaps...
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What Does Your Vision Statement Mean?

Let me ask those of you who are Chairpersons, Directors and CEO's of Indigenous organisations: "Do you really know what your vision statement means?" Do you know what your organisation will look like when you have got there? How will your people behave in the future - do they behave as the vision statement imagines they might? I have been helping Indigenous organisations prepare strategic and business plans for decades. All too often, I see organisations with a Vision Statement that is printed in plans, brochures, documents and written on the "About Us" page of their websites. And yet, when I ask those questions, although people might say "sure, we do," they can rarely translate their vision into concrete steps and goals to help them actually work towards their vision. All too often the published Vision Statement is a nice set of words that don't mean anything in their work. I have to ask, why don't people make more of their Vision Statement? Why isn't their Vision Statement the ultimate goal of all planning and operational management? How do you make it so? (more…)...
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