Position Description for a Member of the Priory Board

Position	Priory Board Member
Reporting to	Chancellor (Chair of Priory Board)
Business Group/Function	Governance – Priory Board
Location	Flexible and required to travel to main centres
Date Issued	May 2020

St John Mission

We step forward when help is needed. For better. For life.

Our Values

Our future success depends on us being a united and purposeful organisation, supporting each other and all headed in the same direction.

We have in place clear, action oriented values that help us work together better to become an even more integral part of New Zealand’s community health solution of the future.

Our values set the tone for everything each of us does and provide the framework for how we treat each other.

• Do the Right Thing – Mahi Tika
  Take responsibility, make the tough calls and think of others.
• Side by Side – Tū Tahi
  Respect, value and support what others contribute.
• Make it Better – Whakapai Ake
  Find solutions, step up, own it, do it.
• Straight Up – Mahi Pono
  Act with honesty, courage and kindness.
• Open Minds – Whakaaro Nui
  Listen openly, encourage ideas and welcome feedback.

Position Purpose

Priory Chapter (Chapter) is the presiding governing body for the Order of St John in New Zealand with obligations to the International Order. Chapter is responsible for the affairs of the Order in New Zealand and for setting the strategic direction and values of the organisation. The Chapter delegates to the Priory Board (PB), the governance supervision and control of all St John work and activities in New Zealand and monitors the performance of PB in their role.

The role of a Priory Board Member is to provide governance of the organisation and day-to-day activities of St John and fulfil the duties of the delegated authorities from the Chapter. This includes strategic and financial sustainability oversight of St John, monitoring the performance of the Chief Executive Officer and management, the organisations legal and regulatory compliance, and the oversight of the Region Trust Boards (RTB).

Please note: the Priory Board Charter and Competency and Skills Framework documents should be read in conjunction with this position description for fuller information on the role, processes and operation of the PB and requirements of PB Members.

Key Outcomes

Strategic Direction and Planning

• Regularly assess organisational performance within the Performance Measurement Framework (PMF) and use this and executive challenge to gain assurance that St John is providing the best possible patient care, customer service, people management and support and donor support.
• Regularly assess the operating environment and recommend adjustments to strategy as part of the regular refresh process.
• Review and and recommend for approval by Chapter the five-year Integrated Business Plan (strategy) and Long-Term Financial Plan.
• Review and approve the annual operating plan and budget.

Performance

• Set the Chief Executive’s (and organisational) performance objectives and targets.
• Monitor and review the results achieved by management in relation to St John’s strategic intent and Integrated Business Plan (IBP) and realisation of the long-term outcomes and annual performance targets (reported in the monthly PMF).
• Receive, review and approve from the Chief Executive the prepared annual report and financial statements ready for approval by Chapter Chapter.
• Be certain that the financial structure of St John is adequate and sustainable for its current needs and its long-range strategy.
• Approve major initiatives, such as capital expenditure, and major program and service changes.
• Contribute to the annual performance review of the Board and take steps to improve its performance.
• Provide leadership, support and guidance to the RTBs in the delivery of their assigned functions and the Chief Executive as required.
• Regularly attend and actively and constructively contribute to Board meetings.

People

• Appoint the Chief Executive with the guidance of the Chancellor and set the delegated authorities for the Chief Executive.
• Annually approve the performance review of the Chief Executive and establish his/her remuneration based on recommendations of the People and Capability Committee and Chancellor.
• Promote and oversee the implementation of the Health Safety and Wellness Charter and gain assurance through regular reporting from the Chief Executive and performing periodic governance due diligence on the organisational status of reducing / minimising harm, promoting wellness and the meeting of legislative responsibilities.
• Be assured that the status of organisational capability and people development will meet the long-range goals.
• Approve appropriate remuneration and reward policies and practices.

Risk and Compliance Management

• Ascertain that management has established appropriate policies, assurance and compliance systems to identify and manage strategic and key organisational risks.
• Regularly review the corporate Consolidated Risk Register and Board Assurance Framework and ensure management actions, and Board investments and strategies are focused on reducing extreme and high risks.
• Appoint independent auditors.
• Be assured that the Board and its sub committees are adequately and currently informed - through reports and other methods - of the health and condition of St John and its operations.
• Be assured that published reports properly reflect the operating results and financial condition.
• Review compliance with relevant material legislation and regulations affecting St John.

Critical Areas of success

The critical areas of success, which are to be achieved over the next five years (2020-2025, involve:

• Commitment to Tikanga and the principles of the Treaty of Waitangi. Fostering a culture of inclusion to enhance diversity and improve equity of service and community health outcomes for all New Zealanders.
• Ensuring the financial sustainability of the St John social enterprise model, including implementing and maintaining a sustainable baseline funding model with Crown agencies (including MoH, ACC, MSD and all DHBs), maximising commercial revenue and fundraising opportunities, and ensuring the optimal and most effective utilisation of St John funds.
• Positioning St John as an integrated part of the health and social care systems and securing new opportunities where we can play a greater role to improve outcomes for our patients, customers and supporters (e.g. coordination of access to services) where this is financially sensible in the medium to long term. This includes operating a future innovation portfolio and developing closer relationships with key health organisations (e.g. MoH, ACC, DHBs, and Rest Homes) and other key health and community stakeholders.
• Ensuring the St John’s service delivery model transforms and evolves with St John playing a fundamental delivery role at the front line in communities on delivering the New Zealand Health Strategy – the right care at the right time and right place (especially closer to home) and that all New Zealanders stay safe and well. That we make the best care decisions for patients and practice clinical excellence throughout our service delivery.
• Developing and improving Community Health programmes to focus on quality, sustainability, geographical and cultural reach and wherever possible improving equity and access. The partnering and co-design of local health and well-being services with Area Committees, health providers, Maori, Pacifica communities and our anchor partners.
• Continuing to invest in developing our core information technology capability to deliver SMART, connected and seamlessly integrated services across the health sector, our partners and to our customers and patients.
• Contribute to a safe and healthy workplace through consistent support for health, safety and wellness activities, including application and promotion of associated initiatives, policies, procedures and risk management to help achieve St John’s desired Think Safe, Act Safe, Home Safe HS&W culture.
• Raising the satisfaction of our membership to targeted levels (measured through regular survey), ensuring their health & safety and ensuring the long-term sustainability of volunteering. Successfully implementing fully double crewed ambulances and paramedic professional registration.
• Maintaining the organisation’s charitable status and ensuring our commitments to the International St John body are met.

Dimensions of Role – Governance oversight

• People – approx. 19,000 Members (paid and volunteer)
• Assets – approx. $360m
• Revenue – approx. $320m rising to 400m if 95% funded (St John is significantly funded by Government – c. 74%)

Delegations

As per delegated authorities, amended from time to time and guided by St John Rules & Regulations

Key Relationships

Internal	Nature and Frequency
Chancellor, Priory Chapter, Priory Board Members, CEO, Region Trust Board Members	Priory Board meets bimonthly, and PB Members may be invited to attend other meetings and forums from time to time.

External	Nature and Frequency
Various key organisation and community stakeholders.	Supporting the promotion and advocacy work led by the Chancellor and CEO with key stakeholders.
Other External Stakeholders	Partnership approaches developed to enhance organisation activities, the interests of members, managers and the communities we serve, including Tangata Whenua. Active support for St John’s commitments under Te Tiriti o Waitangi.

Person Specification

Skills, Knowledge and Experience Required (ideally)

• Ability to take a New Zealand-wide view and promote “one St John”.
• Willing to undertake a senior governance role as a volunteer and to commit the time required to the role
• A tertiary qualification or relevant experience in a particular business area would be an advantage (e.g. finance, commercial, management, legal, clinical)

Governance

• Experience as a Board or Committee member in large / complex organisations and the community and volunteer environment
• Demonstrates absolute integrity in conduct and all interactions
• Understands corporate governance, director responsibilities and obligations to members and community stakeholders
• Understands management / governance boundaries while demonstrating the required level of independence.

Communication and Leadership

• Self-aware and relates well to others at all levels (e.g. other governors, the CEO, Youth members, ambulance officers, community area committees and community (regional) fundraisers.
• Effective relationship development and advocacy skills, both internally and externally
• An effective and open communicator, with strong listening and questioning skills that enhance understanding and decision-making.
• Demonstrated and effective leadership skills through role modelling behaviours in line with St John’s core values and desired culture

Critical Thinking

• Demonstrates an ability to think both logically and laterally in a constructive and independent manner; open to feedback and the ideas, opinions and suggestions others provide; actively seeks feedback to inform thinking and decision-making.
• Participates effectively in specific strategic decision-making and encourages others to do so; probes and challenges key strategic issues to support positive outcomes, continuous improvement and innovation that enhances St John’s role, work and contribution.

Sector Knowledge and Organisation Perspective

• Well informed understanding of St John core activities, communities, healthcare and primary health environments.
• Has experience in, and/or an appreciation of, the wider environment and trends that have potential to impact on St John.
• Understands the mix, balance and challenges associated with key drivers (e.g. relating to community, volunteer / paid unionised membership, charitable, government, health sector and commercial interests/drivers)

Business and Financial Acumen

• Understands organisational functioning, is commercially astute.
• Has good financial literacy and the ability to dissect data and information to properly understand its implications.
• Is experienced in monitoring and analysing organisational performance indicators – preferably in a health-care setting.

Cultural Awareness

• Knows about and understands the principles of Te Tiriti o Waitangi and is committed to applying them in their work with St John – helping to ensure they are considered in the organisations work, including in the community and health-care environments
• Models and promotes an appreciation of diversity – in thinking, planning and discussion - to support outcomes in St John’s Maori and Diversity strategies, and the commitment to help develop truly multicultural communities across New Zealand.

Terms and Conditions of Appointment

This is a volunteer appointed position, that requires preparation for and attendance at Priory meetings and other meetings from time to time. Additionally, Priory Members will commit time to

• engaging in their communities and with key stakeholder groups internally and externally
• their own professional development and continuing education to keep their knowledge up to date on governance trends, organisation matters, and broader environmental and health and community sector trends.

The appointment term is typically three years - with a right to be considered for re-appointment for a second term, and to serve up to a maximum of six years. A Priory Board Member may be re-appointed after a break of at least three years. All appointments are on the recommendation of the Chancellor and the approval of the Chapter.

All appointments are subject to a satisfactory police check.

Consistent with good governance practice, Priory Members will be required to participate in formal annual review and feedback of their individual and Priory Board performance and effectiveness and to undertake professional education and training.

It is expected that Priory Board Members’ reasonable costs will be met by St John; this includes

• covering any required travel and accommodation costs.
• out of pocket expenses in line with St John’s Expense Reimbursement policy, following the approval of the Chancellor.

Organisation Overview

Part of a world-wide organisation, St John is one of New Zealand’s largest charitable organisations, providing emergency care and community health services to improve the health and well-being of New Zealanders for more than 125 years. In New Zealand, St John is best known for its work as an ambulance provider, serving more than 85 per cent of the population.

St John is the New Zealand Priory of the International Order and is headed by Priory Chapter that is led and chaired by the Prior (the Governor General) and Chancellor. Chapter is the presiding body and provides oversight and strategic stewardship to ensure St John remains true to the objects and purpose of the Priory in New Zealand.

Chapter delegates authority for day to day governance of the organisation’s affairs and activities to the Priory Board, including making delegations of authority to and overseeing the activities of the Regional Trust Boards. The Priory Board is chaired by the Chancellor.

Acting under delegation from the Priory Board, the Region Trust Boards oversee the delivery of prescribed functions in each Region.

Organisational Positioning

Please note: the statements contained within this Position Description outline the general nature and type of work to be performed in the role; they are not intended to be an exhaustive description of all the responsibilities, duties, accountabilities and skills required. From time to time, as required, incumbents may be required to perform duties outside the scope of their normal activities.