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Management Committee

Terms of Reference

Purpose

The Management Committee is entrusted with the general management of the organization with the exception of:

  • The determination of the strategy and general policy of the organization; and
  • The powers reserved to the Board of Directors by law or the Article of Association.

Members and Chair

The Management Committee members and its chair is appointed and dismissed by the Board of the organization In the absence of the Chair, the members present will nominate one of the other Management Committee members to chair the meeting.

The Management Committee comprise:

  1. Executive Director/ Deputy Executive Director (Chair)
  2. Program Manager
  3. Admin and Finance Manager
  4. Monitoring and Evaluation Expert
  5. Any additional invitees as deemed necessary or appropriate by the Chair

Frequency of meetings

Normally bi-weekly.  Additionally the Chair, may call for additional meetings when required.

Quorum 

  • At least half of the members of the Management Committee are physically present at the meeting or by telephone/video conference. 
  • Members of the Management Committee may participate in a meeting from separate locations by means of conference calls or other communication equipment which allows those participating to hear each other.
  • In exceptional circumstances, the meeting may be held through email exchange, provided at least half of members take part to the email exchange and voting is carried out electronically. 

Meeting agenda and notice

  • Notice is sent to the members by electronic means.
  • The Chair sets the agenda.
  • The agenda and other relevant documents are made available by Chair to Committee members ahead of its meetings.
  • Committee members can place items on the agenda
  • Items to be discussed must be included on the agenda. Exceptionally, an item not on the agenda may be addressed at the meeting provided all members present agree.
  • Agenda should allow sufficient time to undertake as full a discussion as may be required.

Responsibilities 

The Management Committee is responsible for the general management of the Organization, with the exception of the determination of the strategy and general policy of the Organization.

The Management Committee is responsible for the following matters:

  • Deals with the day-to-day activities of OTCD
  • Development and implementation of Operational Plans, policies, procedures, and Financial Plans (budget) of the organization; 
  • Management and regular review of operational and financial performance of the organization and its projects and programs; 
  • Responsibility for compliance with OTCD’s roles, regulations, policies, and strategies:
  • Responsible for management of the organization’s risk mitigation plan;
  • Management of the internal controls environment 
  • Responsible for the integrity of management information and financial reporting systems; 
  • Prioritization, optimisation, and allocation of OTCD’s resources and investments; 
  • Reviews issues, promptly give to the Board such information, reports and other documents to enable the Board to carry out its duties.
  • The Management Committee evaluates its own performance and effectiveness on a periodic basis.

Documentation, communication and reporting 

  • The Management Committee will maintain effective working relationship with the Board 
  • Minutes of the Management Committee meetings are to be kept and held at the main office of the OTCD. 
  • The Executive Committee reports to the Board