Michele Embling
s 9(2)(a)
Dear Michele
Reappointment to the External Reporting Board
It is my pleasure to inform you that the Governor-General has reappointed you as
Chair of the External Reporting Board, for a term commencing on 1 May 2024 and
expiring on 30 April 2025. Attached is your
Notice of Appointment. A notice wil be
published in the
New Zealand Gazette.
Legislative framework of the appointment
Your appointment is made under the Crown Entities Act 2004 (the Act). I encourage
you to refamiliarise yourself with the fol owing provisions in the Act relating to: the
term of office of members (section 32), removal of members (section 39), resignation
of members (section 44), the collective duties of the Board (sections 49-52),
individual duties of members (sections 53-57), and the conflict of interest disclosure
rules (sections 62-72).
Term of office
Section 32(3) relates to the term of office of members of a statutory entity. Under this
section, you can continue as a member despite the expiry of your term until you are
reappointed, your successor is appointed, or you are informed in writing that you are
not to be reappointed and that no successor is to be appointed at that time.
RELEASED UNDER
ACT 1982
Removal
Section 39 states that the Governor-General may remove a member at any time for
just cause, on my advice, after consultation with the Attorney-General. Just cause,
as defined in section 40, includes misconduct, inability to perform the functions of
office, neglect of duty, and breach of any of the collective duties of the Board or the
individual duties of members (depending on the seriousness of the breach).
Section 44 of the Act states that a member may resign from office by written notice
to the responsible Minister (with a copy to the entity) signed by the member.
THE OFFICIAL INFORMATION
Collective and individual duties
As a member of the External Reporting Board, you are required to comply with the
col ective duties of the Board, and individual duties of members, of a statutory entity
as set out in the Act.
The individual duties of the Board’s members are to:
comply with the Financial Reporting Act 2013 and the Crown Entities Act
act with honesty and integrity
act in good faith and not at the expense of the interests of the External Reporting
Board
act with reasonable care, diligence and skil
not disclose, or make use of information, that would otherwise not be available to
you.
Disclosure of interests
In accordance with the disclosure of interest rules under sections 62-72 of the Act, I
encourage you to continual y disclose your interests in matters relating to the
External Reporting Board to ensure that any perceived, potential or actual conflicts
are managed appropriately during your term.
Remuneration
Your remuneration is determined by the Remuneration Authority. The Authority wil
soon inform you of your remuneration to recognise governance activities and
meetings as Chair of the External Reporting Board.
Acknowledgment of the Appointment
I would be grateful if you could formal y acknowledge your appointment by signing
the attached letter and returning it to the Ministry of Business, Innovation and
Employment, who wil record it on my behalf.
A copy of this letter and your notice of appointment have also been provided to the
Chief Executive of the External Reporting Board, and the Chair of the Remuneration
Authority. I wish you wel for your term on the External Reporting Board.
Yours sincerely
Hon Andrew Bayly
RELEASED UNDER
Minister of Commerce and Consumer Affairs
ACT 1982
cc:
Board Appointments and Governance team
Email: [email address]
cc:
Ms April Mackenzie
Chief Executive, External Reporting Board
Email: [email address]
THE OFFICIAL INFORMATION
cc:
Mr Geoffrey Summers
Chair, Remuneration Authority
Email: [email address]
Hon Andrew Bayly
Minister of Commerce and Consumer Affairs
Dear Minister
I acknowledge receipt of your letter advising me of my reappointment as Chair of the
External Reporting Board for a term of office commencing on 1 May 2024.
I wil ensure that I continue to keep myself ful y familiar with the obligations and
responsibilities of the position. I am aware of the need to disclose and manage any
conflicts of interest as they arise.
Signed:
Name:
Michele Embling
Date:
RELEASED UNDER
ACT 1982
THE OFFICIAL INFORMATION
