Appointment Process

CCMAU considers all candidate directors’ CVs for any vacancies that arise during the year. However, CCMAU runs specific appointment ‘rounds’ throughout the year when a large number of terms expires. The following steps detail the process for these rounds.

1. Skills profiling

In conjunction with Ministers and the chair of each company where a vacancy arises, CCMAU will analyse the board’s make-up to determine the general skills and experience required and those that would be ideal in any new appointee. A position specification will be prepared.

2. Candidate identification

The position specification will be distributed by Ministers to their colleagues and will appear on the CCMAU website. We will also request nominations from other agencies, such as:

• Ministry of Women’s Affairs.
• Te Puni Kokiri.
• Ministry of Pacific Island Affairs.
• Office of Ethnic Affairs.
• Office of Disability Issues.

We will also search our database for candidates matching the requirements of each board.

3. Short-listing

Ministers consider all applicants for each role and short-list possible preferred candidates that appear to match the skill needs for each board.

4. Due diligence and identification of conflicts of interest

Short-listed candidates are put through a due diligence process before final decisions are made. This is a chance for the candidates to assess whether they will accept any role if offered, and for CCMAU and the chair to form a view about each short-listed candidate’s suitability.

Due diligence will allow you to determine whether or not you can add value to a board, the degree of risk entailed in the appointment, and whether or not there are any known or potential conflicts of interest. The chair will review possible conflicts of interest from the company’s viewpoint.

Conflicts of interest occur when a director, or a prospective director, has personal or business interests that are in common (or could be perceived to be so) with the operations of the company. The law requires directors not to place themselves in a position of a conflict of interest (other than to the extent allowed under the Companies Act 1993 and the company’s constitution). Examples of situations that can lead to conflicts of interest include:

• directorship of, employment with, shares in, or ownership of another company that undertakes work for the Crown company,
• existing personal or professional links with the Crown company or its management,
• family connections.

All companies are required to maintain a formal and ongoing disclosure of interest regime, in accordance with the provisions of the Companies Act 1993.

All new directors receive guidelines on the Government’s expectations, above and beyond those contained in the Companies Act 1993. These guidelines discuss conflicts of interest from the perspective of Crown company boards. Any conflicts of interest must be assessed before the appointment may proceed.

Where a conflict is identified, a decision will be made as to whether that conflict renders the appointment unsustainable, or whether the appointment can proceed with appropriate conflict management regimes in place. Generally this will mean that directors absent themselves from any board deliberations concerning the area of conflict.

5. Appointment

After the preferred candidate has confirmed his or her availability to serve on a board, the Minister will advise the Cabinet Appointment and Honours Committee accordingly. After further consideration by the full Cabinet, the appointment is confirmed, and the company and successful candidate advised.