21
2017 WEL Networks
|
Annual Report
wel.co.nz
RISK MANAGEMENT
The Audit and Risk Committee of the Board oversees the
Company’s risk management programme. The Company
has an Executive Risk Management Committee which
ensures that appropriate risks are identified and mitigated
where possible and that all policies and procedures
consider risk when drafted. This committee is responsible
for providing detailed risk reports to the Audit and Risk
Committee of the Board on a six monthly basis, and a
summarised report on risk to each full Board meeting.
Reporting is immediate in the case of extreme residual
risks. In addition to normal risk management practices,
key controls are reviewed as part of the Company’s internal
audit programme to ensure they are effective in managing
or mitigating known risks.
COMPLIANCE
The Company has a programme in place to review
compliance on an ongoing basis across all aspects of its
business. To enhance the existing programme ComplyWith
a compliance assessment has been introduced to assist
in ascertaining the level of compliance with generic legal
and regulatory requirements. The findings from these
assessments assist in directing the programme of internal
audit. The 2016-17 internal audit programme was provided
by KPMG and our internal auditor. During the year specific
external reviews were undertaken in the areas of; health
and safety governance, works planning, scheduling and
dispatch, third party contributions, month end financial
processes and a review of historical capitalised costs in
assets under construction.
CORPORATE
GOVERNANCE
BOARD OF DIRECTORS
The Board is appointed by the shareholder and is
responsible for setting and monitoring the direction of the
Company. It delegates day to day management of the
Company to the Chief Executive. The Board operates in
accordance with the WEL Networks Corporate Governance
Charter, adopted in October 2005 and most recently
amended in July 2016 after rigorous review by the Board to
capture the current governance regime for the Company.
Additionally, the Board endorses the principles set out in
the IoD Code of Practice for Directors. The Board receives
monthly reports from management and meets at least eight
times during each financial year. The Constitution specifies
that there shall be no less than four and no more than six
Directors of the Company at any time.
The Board has two operating committees:
(a) The Remuneration Committee; assists the Board to
develop the Company’s remuneration policy, sets the Chief
Executive’s and his direct reports’ remuneration packages
and all other matters relevant to ensuring a committed and
competent workforce; and
(b) The Audit and Risk Committee; oversees the
Company’s compliance with legal and regulatory
requirements, financial statements, treasury policy,
preparation of the annual report, liaises with the
external auditors and reviews internal and external
controls relevant to financial reporting, risk management
and associated matters, operating under a charter
approved by the Board.
