Board Communiqué for 29 March 2023
The Board met in person at 8:30am for an in-camera session. Due respects to the fallen by the President, and an acknowledgement of Country by the Chair were made.
The Chair thanked the directors for participating in the Strategy Day, conducted on 28 March, noting the conduct of the detailed Strategic Plan annual review process, and wider sector view. The review process culminated with the Board agreeing to amendments to the Strategic Plan which will be released after the next Board meeting on 4 May 2023. The main amendments include the continuation of the network of ATDP qualified volunteer wellbeing and compensation advocates beyond 2026. Volunteers would be assisted by a complete support system including mentors, technical training and common IT systems backing; and changes to the outcome measure for the District Rationalisation initiative.
The President briefed the Board on his observations and extensive member feedback from phone calls and visits around the State. Areas of interest included:
- Positive feedback on Strategic Plan initiatives being implemented.
- Meetings with the Federal Minister for Veterans Affairs, particularly regarding veteran policy issues and seeking support for the proposed expanded network of Veterans’ and Families’ Hubs, was set out in the RSL NSW Strategic Plan.
- Feedback on proposed policies and SOPs, as well as Congress.
RSL Australia Ltd (National)
RSL Australia Director, Mr Bryan Slattery, provided a report to the Board. He raised concerns about the effectiveness of RSL Australia’s lobbying, particularly through ESORT. The National Strategy is being reviewed, and the RSL NSW Board, as the Member of RSL (National) provided feedback on the RSL National Strategy, including investment in a capable and sustainable advocacy (lobbying) function, and effective brand management. The Board agreed that service delivery, focussed on the network of sub-Branches, should remain a State Branch responsibility.
The CEO’s report, including the CFO and Program Management Office (PMO) reports (Strategic Plan implementation), were discussed and noted, as were issues and actions to be taken, including:
- Progress on the applications for five new Veterans’ and Families’ Hubs (Formerly ‘Veteran Wellbeing Centres’).
- Funding Model – Progress was noted (see later item in this report) but ongoing funding constraints on ANZAC House are leading to higher levels of risk, particularly in areas such as support to sub-Branches, membership management, communications, advocacy and regulatory compliance. The Board asked the CEO to provide options for increasing staffing levels to reduce risks and eliminate staff fatigue.
- District Rationalisation – The Board noted the DPC endorsed plans to conduct a new consultation process to achieve the District Rationalisation objective but asked for in-depth advice on the detailed consultation plan.
- Membership – The Board noted the significant membership growth, but also acknowledged the challenge of engaging, retaining, and developing the next generation of office holders. It was noted that the sub-Branches which had moved forward with Strategic Plan related reforms were performing very well, with elevated levels of engagement of new members.
- Royal Commission and Advocacy – The Board noted the submissions on legislative reform and progress toward a second national ESO Forum to occur on 30 May 2023 to develop a veterans sector ‘peak organisation’.
- Program Report: Strategic Plan – The report was noted, see this page of the RSL NSW website. The Board acknowledged significant progress on many initiatives that are supporting sub-Branches around membership, Office Bearer training and support, (such as the sub-Branch Portal upgrade), and the Written Directions Framework.
CFO Report and Business Performance Report
Due to revenue improvements, the CFO reported an adjusted full year FY22-23 forecast, predicting a small surplus for the financial year. The Board congratulated the CFO and staff on achieving this, but noted the increasing risks raised in the CEO’s report and importance of financial sustainability in the future to sustain and improve services.
MATTERS FOR DECISION:
Related Entity and Committee Matters
Audit & Risk Committee
It was agreed that the Risk Appetite Statement would be reviewed again in 12 months, since the previous review, conducted in February 2022, remained relevant to the current operational and strategic environment.
Quarterly Risk report was approved.
Quarterly WHS report was noted.
Veteran Services & Policy Committee
The Committee Charter review was noted, with no changes recommended. The Board noted advancement of issues associated with the Royal Commission, including the scheduled second national ESO forum, and RSL submissions and advocacy relating to legislation changes to streamline veterans’ compensation, rehabilitation, and associated legislation.
The Committee Chair updated the Board on ongoing initiatives including implementation of interim recommendations from the Royal Commission, establishing the advocacy network (which had contributed to RSL NSW Strategic Plan amendment,) support to veterans in custody and the recent submission to the Senate Inquiry about adaptive sports, where the RSL NSW Sport and Recreation Pilot report was part of the submission.
More information about the RSL NSW Veterans’ Services & Policy Committee can be found on the RSL NSW website by clicking here.
Interim Fundraising Committee
The Inaugural Charter for the Fundraising Committee was approved, and the intention to undertake preliminary research and strategy development was noted.
Approval of SOPs and Policies
The Board noted that the District Presidents’ Council (DPC) had endorsed the following SOPs and policies, with some minor changes. Adopting those inclusions and changes, the Board approved the following:
- Amendments to SOP 12 – RSL NSW Board Election Procedure, (updated SOP 12 available on the website)
- Policy 01 – Funding the Charitable Purpose
- SOP 01 – Funding the Charitable Purpose
- Policy 00 – RSL NSW Written Directions Framework.
The Board also noted:
AR01 – Donation Oversight Committee Charter (AR = Additional Resources under the Written Directions Framework).
The Board noted that the approval of the Written Directions Framework will enable the creation of a single library of accessible governance and support documentation such as Policies, Procedures (SOPs), guides and additional resources, including Charters and Processes to enable the efficient and compliant operation of the RSL NSW, including sub-Branches and Chapters. The he Board also noted the priority by which governance policies will be reviewed and which will be reserved for Board approval.
The Board also noted the extensive communications and training required to support the release of these critical documents, as they make changes to the way we operate, and significantly enable the realisation of the RSL’s vision in NSW.
The new Policies and Procedures will be announced via circular which will prescribe commencement dates, reference explanatory communications, and point to the documents on the website and in the sub-Branch Portal. This is expected to occur after ANZAC Day.
The Board considered two matters. Both were referred to the Tribunal.
An additional volunteer was appointed to the Tribunal panel.
MATTERS FOR DISCUSSION:
The Board reviewed the Charter, noting developments in good governance, and minor amendments will be approved at the next meeting.
Board meeting routine/scheduling. Several directors raised concerns about all-day Board meetings, as it was dissuading potential candidates, particularly those still working, from standing for election. The Board agreed that given meeting dates for 2023 are already set from 2024, it will schedule some Board meetings to commence at 4pm and seek to act on more matters by Circular or short, out-of-cycle meetings.
Preparation for 2023 election. The Board noted the plan, including the pending procurement of an independent Returning Officer and schedule, as conveyed in the Reveille, and noted the proposed communication plan.
The Board discussed the risks associated with all service member Directors being elected concurrently, and requested management to consider and present options on how this can be ameliorated in the future to align with better governance principles.
David McCann advised the Board he intends to nominate for election as President/Director of RSL NSW.
The Executive has been asked to produce an information pack for potential candidates, including ways potential candidates can contact current Directors, and run an information session for candidates.
The Board considered the delegates’, members’, DPC and Executive’s feedback on last year’s Congress. Changes will be made based on that feedback. Congress 2023 will be extended by half a day. Unfortunately, the venue is booked every weekend in October, so it will be conducted Sunday 22 October to Tuesday 24 October 2023.
With respect to the review of AGM procedures, it was agreed that counterarguments for motions would be provided in the Notice of Meeting, settled by the representative Congress Agenda Committee, not the Board. It was stressed that counterarguments would be provided to members for their consideration along with what the implications of voting in for or against the Motions were. The counterarguments would not represent the views or recommendations of the Board or individual Directors.
RSL LifeCare Update
The Board noted progress with the draft Funding/Services Agreement between RSL NSW and RSL Lifecare and that the CEO of RSL LifeCare would present its new Strategic Plan to the RSL NSW Board at the May Board meeting.
Related Entity and Committee Matters
Young Veteran’s Committee
While the paper made no specific recommendations for the Board, consideration was given to how the YVC is consulted on matters that impact younger veterans, families, and members.
ANZAC House Trust
The Board approved the extension of terms of the three Public Members and noted progress on the matter of a permanent location for ANZAC House.
Nominations, Remuneration & Performance Committee
The Board noted the updated Skills Matrix and discussed how it can be included in the candidate information package for the upcoming election.
Dual Membership – Affiliates and Auxiliary Members
The Board considered a motion from the District Presidents’ Council. The Directors noted that this only became an issue after the Auxiliary membership was added to the Membership Register, accessed through the Portal. It was agreed to ‘grandfather’ the 36 dual members on the Register so as not to interrupt their qualifying service for awards and suspend the current practice of being able to hold dual membership while members are consulted on the Policy, or appetite to amend the Constitution.
MATTERS FOR NOTING:
Life Memberships and Awards
The Board recommended four members for Life Membership and approved four Auxiliary members for Life Membership.
Sub-Branch and Member Matters
The Board noted the decisions made under delegation, including the non-approval of the application made by a sub-Branch to forgive rent to a registered club.
District Presidents’ Council Report and Minutes
The Board noted the DPC Minutes and Report. The CEO was instructed to draft the response reflecting the Board’s discussion.
Combined Board/DPC meeting minutes were noted.
Key Board Correspondence
Items of correspondence were discussed, noting actions that had been taken.
The next Board meeting is 4 May 2023.