The constitution of the Perth International Arts Festival Board.
Members must also act in accordance with the Senate Code which applies to Senate and Senate committees. In accordance with the Code members must among other things:
‡ act always in the best interest of the University as a whole, with this obligation to be observed in priority to any perceived duty a member may owe to those electing or appointing him or her;
‡ maintain confidentiality and, except with the approval of the Chair or if required by State or Commonwealth legislation, not divulge information at any time to any person external to the committee.
Constitution
Definitions
'The Festival' is the Perth International Arts Festival.
Position of the committee within the University of Western Australia
1. The Perth International Arts Festival Board is a committee of the UWA Senate.Role
2. The role of the Perth International Arts Festival Board is to oversee the Festival and advise The University of Western Australia Senate on Festival operations, including guiding Festival management in the ongoing development of strategy, policy, financial sustainability, programming, risk management and senior appointments. In doing so, the Board shall pursue the objects of the Festival which are set out below—
(a) to promote and encourage the arts and the study of the arts, and for these purposes to organise, promote, manage and conduct festivals of music, drama and other entertainments in Perth annually or at such longer intervals as may be determined by the board;
(b) to encourage and employ persons, firms or companies to present and produce such performances and events in Perth and in other cities and territories of Australia as may tend to promote and encourage the arts in Australia; and
(c) to raise money for the purposes of the Festival by grants, guarantees, gifts or donations and to accept the same and to conform so far as it lawfully may to any conditions upon which such grants, guarantees, gifts or donations may be made.
Reporting
3. The Board will report to the Senate twice each year, after the conclusion of the Festival and after the budget is approved. The report will include but will not be limited to information on the annual budget, management of variances, capital expenditure in excess of $100,000, compliance, risk management and senior appointments.
Membership
4.(1) The board comprises:
(a) a Chair appointed by the Senate;
(b) the Vice-Chancellor or nominee; and
(c) seven members appointed by the Senate.
(2) The following are standing invitees to meetings of the board:
(a) the Deputy Vice-Chancellor (Community and Engagement);
(b) the Artistic Director of the Festival;
(c) the General Manager of the Festival;
(d) Chief Executive Officer of Lotterywest; and
(e) Chair UWA Senate Strategic Resources Committee.
Terms of office
5. The term of office of members appointed under 4(1) is three years.
Eligibility for a second term of office
6.(1) At the end of a term of office, members appointed under 4(1) are eligible to be reappointed should their skillset remain relevant to the needs of the Festival, but must not normally serve for more than two consecutive terms.
(2) In exceptional circumstances the Board may recommend extension of a member's term by 12 months or such period as is required to meet the specific needs of the Festival.
Skills and/or qualifications of members
7. Members appointed by the Senate under 4(1) must have expertise in one or more of the following areas: arts; marketing; media; accounting; and business.
Quorum
8. The quorum for the Board is five members. A member will be counted as present when attendance is via phone or skype.
Decisions
9. All questions which come before the Board are decided by a majority of the members present and voting. The Chair may call for a decision of the Board by circular resolution when required to deal with a matter needing resolution between board meetings.
Frequency of meetings
10.(1) The Board must meet at least four times each year.
(2) The Board may meet separately without Festival management present at least once per year.
Delegation
11. The Board delegates to the Chair its responsibility for:
(a) Establishing the agenda for Board meetings in consultation with the General Manager.
(b) Liaison with the UWA Senate through the Chancellor.
(c) Initiating Board and Member performance evaluations.
(d) Providing input on the recruitment, selection and performance evaluation of the General Manager.
Deputy Chair
12. At the beginning of the year the Board must appoint a Deputy Chair.
Sub-committees
13. The Board may establish sub-committees from time to time with approved charters. The Board may appoint its members to these committees and/or co-opt individuals with expertise in the relevant field. Sub-committees of the Board are the Programming, Finance and Audit, Nominations and Stakeholder sub-committees.
General Manager
14. As a direct employee of the University of Western Australia, the General Manager will be appointed by the University consistent with its selection and appointment processes and in consultation with the Chair. The General Manager will report to the UWA Deputy Vice-Chancellor (Community and Engagement).
Artistic Director
15. While a direct employee of the University of Western Australia, the Artistic Director will be selected by the Board on recommendation of an appointments sub-committee of the Board which will include the Deputy Vice-Chancellor (Community and Engagement). The Artistic Director will report to the General Manager. The Artistic Director is appointed for one non-renewable term to present four festivals.
Director Liability
16. Directors and Officers Liability Insurance and all other forms of insurance including public liability will be covered under standing UWA policies.
