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ANNUAL REPORT 2012 - University of South Africa

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UNISA <strong>ANNUAL</strong> <strong>REPORT</strong> <strong>2012</strong><br />

No matters remained unresolved or<br />

not brought before Council at yearend.<br />

Nominations and<br />

Governance Committee<br />

Chairperson: Dr NM Phosa<br />

The Nominations and Governance<br />

(N&G) Committee has the dual role<br />

<strong>of</strong> ensuring that all matters <strong>of</strong> sound<br />

governance pertinent to the Council<br />

are thoroughly considered and that<br />

the relevant principles are applied<br />

before a recommendation is made<br />

to Council for approval <strong>of</strong> a matter.<br />

Allied to its governance function, the<br />

committee further considers nominations<br />

for vacancies in the Council<br />

membership in terms <strong>of</strong> the Institutional<br />

Statute and makes recommendations<br />

for the approval <strong>of</strong> Council.<br />

In accordance with its governance<br />

responsibilities, the committee reviewed<br />

its structure and composition<br />

in order to accommodate the<br />

ministerial request that there be five<br />

ministerial appointees on the Council,<br />

and the recommendations were<br />

approved at Council for incorporation<br />

into the revised Institutional Statute.<br />

Additionally, the Declaration <strong>of</strong> Interest<br />

Form and Code <strong>of</strong> Conduct for<br />

Council Members were reviewed to<br />

ensure that the amendments to the<br />

Higher Education Act, promulgated<br />

in December 2011, were embedded,<br />

the independent conduct <strong>of</strong> an<br />

annual self-evaluation process <strong>of</strong><br />

Council, its committee and specific<br />

governance functions for 2011-2015<br />

was approved, the agenda for the<br />

annual strategic workshop <strong>of</strong> Council<br />

was finalised to ensure the appropriate<br />

macro- and microlevel framework<br />

for engagement, and advice provided<br />

on the Tender Committee review<br />

process to ensure (i) segregation <strong>of</strong><br />

powers, (ii) necessary expertise and<br />

(iii) real and perceived independence.<br />

The committee also reviewed the<br />

terms <strong>of</strong> reference <strong>of</strong> Council and<br />

Remco, and noted the importance <strong>of</strong><br />

continuous pr<strong>of</strong>essional development<br />

for all members <strong>of</strong> Council. In addition,<br />

the committee discussed some<br />

<strong>of</strong> the challenges <strong>of</strong> continuing the<br />

relationship with the Ethiopian Government<br />

and agreed that this was a<br />

strategic partnership that needed to<br />

be nurtured.<br />

The committee also considered the<br />

nominations received to fill the vacant<br />

positions on Council, as well as to<br />

appoint specialist advisors to the<br />

Council committees, and submitted<br />

its recommendations to the relevant<br />

committees and to Council for<br />

approval (which appointments were<br />

finalised during <strong>2012</strong>).<br />

There are no matters <strong>of</strong> significance<br />

that remain outstanding from <strong>2012</strong>.<br />

Information and<br />

Communication Technologies<br />

Committee<br />

Chairperson:<br />

Dr S Mokone-Matabane<br />

Information, and the technology that<br />

supports it, is a key resource for Unisa<br />

and the Information and Communication<br />

Technologies (ICT) Committee<br />

<strong>of</strong> Council is responsible for ICT<br />

governance and reports directly to<br />

Council. The ICT Committee also<br />

oversees and steers ICT strategy and<br />

policy on behalf <strong>of</strong> Council and was<br />

instrumental in leveraging the<br />

resources necessary for investment in<br />

infrastructure upgrades which have<br />

positioned the university to take<br />

advantage <strong>of</strong> the opportunities<br />

available for online learning, as well<br />

as to prepare for the changes in the<br />

university’s organisational architecture<br />

and business model.<br />

Due to the heavy dependence <strong>of</strong><br />

the university and all its functions,<br />

ICT-related risks loom large in the<br />

risk assessment and management<br />

processes <strong>of</strong> the university. The ICT<br />

Committee maintains oversight over<br />

risk management in the ICT domain<br />

as part <strong>of</strong> its governance oversight<br />

role. In <strong>2012</strong> there was an increasing<br />

awareness <strong>of</strong> the need to improve<br />

information security. This was driven<br />

by various factors including regulatory<br />

compliance mandates and the desire<br />

for better information technology (IT)<br />

alignment. In addition to focussing<br />

on IT risk management, IT governance<br />

also focuses on strategic<br />

alignment, value delivery, resource<br />

management and performance management.<br />

In 2011 ICT governance<br />

(albeit unverified) complied with principles<br />

1-4 and principles 7-8 <strong>of</strong> King<br />

III, and partially complied with principles<br />

5 and 6, and a similar picture<br />

pertained in <strong>2012</strong>. In 2013 the ICT<br />

Department will continue to mature<br />

governance processes using guidelines<br />

from best practice ICT management<br />

frameworks and standards,<br />

under the leadership and guidance<br />

<strong>of</strong> the ICT Committee.<br />

The ICT Committee also monitors<br />

the institutional expenditure on ICT<br />

projects and given the substantial<br />

allocation to the ICT initiatives, the<br />

institutional budgetary processes<br />

show the investment in ICT as a<br />

disaggregated item making it possible<br />

to monitor capital and operational<br />

expenses in this regard. Quarterly<br />

reports are produced on the progress<br />

with the programme <strong>of</strong> ICT projects,<br />

and the expenditure associated with<br />

this. Projects are reprioritised as<br />

necessary as the needs <strong>of</strong> the university<br />

shift.<br />

Audit and Enterprise<br />

Risk Management<br />

Committee<br />

Chairperson: Mr DV Kahla<br />

Unisa has a combined Audit and<br />

Enterprise Risk Management<br />

Committee (AERMC), which is<br />

chaired by an external member <strong>of</strong><br />

Council. Until September <strong>2012</strong> it<br />

comprised seven external members<br />

and four internal members.<br />

In September <strong>2012</strong> Council accepted<br />

the recommendation <strong>of</strong> the AERMC<br />

that the membership <strong>of</strong> the committee<br />

should comprise all external<br />

members, in accordance with<br />

benchmarked best practice. Since<br />

September <strong>2012</strong>, the AERMC<br />

comprises seven members <strong>of</strong> Council<br />

and one co-opted independent<br />

specialist. All members <strong>of</strong> the<br />

AERMC are independent <strong>of</strong> Unisa<br />

and not employed by the institution.<br />

The Vice-Chancellor and other<br />

members <strong>of</strong> the university Management<br />

participate in the AERMC at<br />

the invitation <strong>of</strong> the committee.<br />

Similarly, the external auditors and<br />

a representative <strong>of</strong> the Auditor-<br />

General’s Office attend AERMC<br />

meetings at the invitation <strong>of</strong> the<br />

committee. The Chairperson <strong>of</strong><br />

the AERMC is legally qualified and<br />

experienced in matters pertaining to<br />

the explicit role and functions <strong>of</strong> the<br />

committee.<br />

The AERMC derives its mandate from<br />

the formal Terms <strong>of</strong> Reference which<br />

are approved by Council. The Terms<br />

<strong>of</strong> Reference, AERMC Charter and<br />

Internal Audit Charter and Protocol,<br />

as well as all other relevant policy<br />

documents pertaining to the role,<br />

function and operations <strong>of</strong> the<br />

committee are reviewed annually<br />

(and were reviewed in <strong>2012</strong>) and<br />

approved by Council.<br />

The AERMC is diligent in adhering to<br />

the approved Terms <strong>of</strong> Reference and<br />

seeks to comply with sectoral best<br />

practices and the applicable principles<br />

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