Corporate Governance Group Terms of Reference

Introduction

• The purpose of the Corporate Governance Group (CGG) is to provide effective oversight and ensure the highest standards of Corporate Governance within Coventry City Council (the Council).
• The CGG has been established to review, monitor, and advise on the Council's corporate governance practices, processes, and procedures.

Objectives

• To promote transparency, accountability, and integrity in the Council's decision-making processes and operations.
• To ensure compliance with relevant legal and regulatory requirements, including but not limited to legislation, statutory codes of practice, and best practice guidelines.
• To identify and manage risks associated with Corporate Governance and propose measures to mitigate those risks.
• To review and evaluate the effectiveness of the City Council's corporate governance framework, policies, and procedures.
• To provide recommendations for improvements in Corporate Governance practices to enhance the Council's performance and maintain public trust.

Composition and membership

• The CGG shall consist of Officers with expertise and experience in Corporate Governance, law, audit, finance, and other relevant fields.
• The Chief Legal Officer shall appoint the Officers, ensuring a diverse representation and avoiding conflicts of interest.
• The Chief Legal Officer is the designated Chairperson responsible for coordinating the activities of the group, chairing meetings, and representing the CGG to the Council.

Responsibilities and duties

• Review and monitor the effectiveness of the Council's Corporate Governance policies, practices, and procedures regularly including undertaking an annual review of the effectiveness of the Local Code of Corporate Governance which is required to produce the Annual Governance Statement.
• Produce the Annual Governance Statement, ensuring that it is a fair reflection of the Council’s Corporate Governance arrangements including an opinion on whether they are fit for purpose.
• Review and monitor the action plan arising from the Annual Governance Statement.
• Support the Council in putting systems in place to promote compliance with relevant legislation, regulations, and Codes.
• Identify gaps and areas for improvement in Corporate Governance and propose appropriate measures to address them.
• Review and provide guidance on the Council's risk management framework, including the identification, assessment, and mitigation of risks.
• Support the Council in ensuring that appropriate systems of internal control are maintained within service areas.
• Review and provide recommendations on the Council's ethical standards, conflicts of interest, and whistleblowing policies.
• Assess the Council's transparency and accountability mechanisms, including the handling of public complaints and feedback.
• Monitor the Council's performance against agreed Corporate Governance objectives and targets, including the Local Code of Corporate Governance.
• Provide advice and support to the Council on matters related to Corporate Governance.
• Monitor the national situation and report on matters of interest.
• Consider any other matters that are relevant to the Corporate Governance of the Council, its Members or employees.

Reporting and communication

• The CGG shall provide regular reports to the Council detailing its findings, recommendations, and actions taken.
• The Chief Legal Officer as Chairperson of the CGG shall liaise with the Council Leader and other relevant stakeholders to ensure effective communication and implementation of the CGG's recommendations.
• The CGG may engage with Council Officers and Members, external experts, consultants, or auditors as necessary to fulfil its responsibilities.

Meetings

• The CGG shall meet at least bi-monthly, or more frequently if necessary, to discuss relevant matters.
• Meeting agendas and minutes shall be prepared and circulated in advance to all members.

Review of Terms of Reference

• These Terms of Reference shall be reviewed periodically to ensure their continued relevance and effectiveness.
• Proposed amendments to the Terms of Reference shall be submitted to the CGG for approval.

Confidentiality and Conflict of Interest

• CGG members shall maintain strict confidentiality regarding Council information and discussions.
• Members shall declare any potential conflicts of interest and refrain from participating in discussions or decisions where a conflict exists.