The purpose of the Nominating Committee is to make recommendations to the Board and Council regarding the composition of IFAC boards and committees in accordance with the Constitution and Bylaws.
The Nominating Committee is guided by the need for transparency in its decision-making process balanced with issues of privacy and propriety in order to maintain a respectful, fair and judicious environment. While it must have discussions amongst itself and other parties of a proprietary nature, it must also ensure that discretion is maintained. The committee seeks to achieve transparency via periodic reporting to the Board and Council regarding its objectives, the process followed during the nominations cycle, and any significant issues that arose as part of that process.
In making recommendations on appointments, the Nominating Committee is guided by the principle that the primary criterion for selection of nominees is the best persons for the available positions, taking into consideration factors such as leadership ability, experience and other personal skills and attributes. Notwithstanding the foregoing, the committee also takes into consideration geographic balance, industry balance, size of employer and gender balance.
A representative of the Public Interest Oversight Board (PIOB) is entitled to observe meetings or parts of meetings of the Nominating Committee devoted to the selection of nominees for membership of the Public Interest Activity Committees (PIACs) and of non-ex-officio members of the Nominating Committee, and to participate in the discussions and deliberations of the meetings, but is not entitled to vote.
The Nominating Committee has the power to request and receive such information from a Member Body, the Forum of Firms, or other nominating organizations or individuals as it considers appropriate to enable it to carry out its responsibilities.
The responsibilities of the Nominating Committee are to recommend to the Council:
- The candidates to be elected to the Board;
- Upon expiration of the President’s term of office, whether the Deputy President should become the President; and
- The candidate to be elected to the office of Deputy President.
The responsibilities of the Nominating Committee are to recommend to the Board:
- The composition of the IFAC boards and committees, other than the Board;
- The appointment of chairs and deputy chairs to the IFAC boards and committees, other than the Board;
- Candidates for appointment to the Nominating Committee for recommendation by the Board for approval by the Council, and subject only to the PIOB’s approval of the non-ex-officio members of the committee;
- The nominees for appointment of one member of the PIOB;
- The appointment of observers on Public Interest Activity Committees; and
- When required in terms of the Forum of Firms’ Constitution, the establishment and composition of a panel to consider and decide appeals relating to suspension or exclusion from membership of the Forum.
Based on a proposal by the Officers, the responsibilities of the Nominating Committee are to recommend to the Board:
- The appointment of non-ex-officio members of the IFAC Regulatory Liaison Group;
- The composition of the Governance and Audit Committee; and
- The composition of the Planning and Finance Committee.
The Nominating Committee may recommend the removal of the President, Deputy President, chair or member of an IFAC board or committee for non-performance or other good cause as provided for in the Constitution and Bylaws.
The Nominating Committee may fill casual vacancies in the Presidency, Deputy Presidency, chairmanship or membership of an IFAC board or committee as provided for in the Constitution and Bylaws.
The Nominating Committee may recommend that the Extended Term for a chair of a Public Interest Activity Committee or the International Public Sector Accounting Standards Board be a maximum of six years, rather than three years. The committee is responsible for determining the circumstances in which this exception may be applied.
The Secretary of the Nominating Committee is responsible for collecting all the different types of declaration required by the Bylaws in terms of the Presidency, Deputy Presidency, and membership of the IFAC boards and committees.
The Nominating Committee is composed of the President and Deputy President ex–officio, and no less than four additional members appointed by the Council on the recommendation of the Board and subject only to the PIOB’s approval of the non-ex-officio members of the committee. The non-ex-officio members should each be a member of a Member Body, and no more than two non-ex-officio members may be members of the Board. The non-ex-officio members’ service is for a period not exceeding two terms of two years. The rotation of the committee is such that each year at least one rotation occurs. A non-ex-officio member may be re-nominated if the member is willing to continue and term limits are not exceeded.
The Nominating Committee is required to consult with the Board in terms of its own composition throughout the nominating process and recommend from a slate of candidates the filling of any vacancies on the committee for approval by the Council and subject only to the PIOB’s approval of the appointment of the non-ex-officio members of the committee. In doing so, the Board has regard to the principle that the primary criterion is the best persons for the available positions, recognizing also the importance of geographic representation in the composition of the committee. In applying these criteria the Board also considers such factors as leadership and other personal skills and attributes, industry balance, size of employer and gender balance.
The Chief Executive is the Secretary to the Nominating Committee. The Secretary has speaking rights but not voting rights, and is not subject to rotation requirements.
Each member shall sign an annual statement declaring that they will act in the public interest and with integrity in discharging their role within the Nominating Committee.
The Nominating Committee meetings are chaired by the President or, in their absence, the Deputy President. In the event of the absence of both, the members present select a member to take the chair for the duration of the meeting or for the duration of the absence of the President and Deputy President. A quorum of four members is required.
Each member of the Nominating Committee has one vote. The affirmative vote of a simple majority of members present at a meeting in person or by simultaneous telecommunications link, is required for decision-making which include the recommendations for appointments to the IFAC boards and committees and policies related to the committee’s responsibilities. In the case of an even number of votes, the chair has an additional overriding vote.