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Page 1: Chapter 1 · Web viewIt should provide strategic guidance to the State body, and monitor the activities and effectiveness of management. Board members should act on a fully informed

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CORPORATE GOVERNANCE MANUAL

June 2012

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IPA Corporate Governance ManualINDEX

Section Description Chapter No.

Page No.

Introduction 1 3Role of Board, Chair and Executive 2 8

AppendixIPA Corporate Strategy 2011-2015 1 13Schedule of Matters Reserved for the Board

2 25

Board Legal Obligations 3 37

Terms of Reference Administration Committee

4 41

Finance and Strategy Committee 5 43 Audit Committee 6 45

Internal Audit Charter 7 47Code of Conduct for Board Members 8 50Ethics in Public Office Act, 1995-2001 9 54Code of Conduct for Institute 10 58

IPA Procurement Policies and Procedures 11 63Finance and Accounting Procedures 12 68Sales Invoicing Procedures 13 83FSS/ IT Access Control Procedures 14 93Business Continuity Planning 15 114

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Risk Management Framework Policy 16 131Confidential Disclosure Policy 17 137Memorandum and Articles of Association 18 141

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Chapter 1 Introduction

Purpose of this ManualThis is the second update of the IPA’s Corporate Governance Manual, the first update been produced in November 2010. There has been a number of developments since that date which necessitated this new version, notably the Board’s approval of a number of new corporate governance obligations, as well as the publication of the Institute’s new Corporate Plan, 2011-2015.

The purpose of this Corporate Governance Manual (the ‘Manual’) is to provide a clear and comprehensive summary of the principal aspects of corporate governance for the IPA Board, its senior management and staff. It is also intended to ensure that Board Members are fully informed of their legal responsibilities and that they are familiar with statutory provisions relevant to their position and the organisational issues, policies and procedures that inform their role. These policies and procedures should provide the Board with a framework of governance structures and processes that allow it to objectively and effectively assess management and corporate performance.

The Manual focuses on key governance areas that are of particular relevance to the IPA and also points to sources of more detailed guidance. It is envisaged that the Manual will continue to be flexible in its format and structure to allow for developments relevant to the Institute’s governance and management.

Brian Cawley,Director General,

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June 2012.

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Structure of ManualThere are two main chapters in the Institute’s Corporate Governance Manual with eighteen appendices. Following this introductory chapter, chapter two summarises the role of the Board, the chair and the executive. Following these first two chapters, eighteen appendices follow and are structured as follows: Appendix one contains a copy of the Institute’s 2011-2015 Corporate Plan; Appendix two has the Board’s schedule of matters, and Appendix three has a list of the Board’s legal obligations. Appendix four to six contain the terms of reference for the Board’s three subcommittees, namely the Administration Committee, the Finance and Strategy Committee and the Audit Committee. Appendix seven has the Institute’s Internal Audit Charter, while appendices eight, nine and ten contain the Board member code of conduct, the ethics in office procedures and staff conduct code. Appendices eleven to thirteen contain the IPA’s main financial procedures while fourteen and fifteen are the IPA’s IT governance procedures. Appendix sixteen and seventeen contain the risk management framework and confidential disclosure policy. Finally, Appendix eighteen contains the IPA’s Memorandum and Articles of Association.

Corporate Governance DefinedCorporate Governance is defined in the Code of Practice as ‘the system and procedures by which enterprises are directed and managed’. State bodies, according to the Code of Practice, must serve the interests of the taxpayer, pursue value for money in their endeavours (including managing risk appropriately), and act transparently as public entities. The Board and management must accept accountability for the proper management of the organisation. The Independent Commission on Good Governance in Public Services (2005) saw the core principles as follows:

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Good governance means focusing on the organisation’s purpose and on outcomes for citizens and service users;

Good governance means performing effectively in clearly defined functions and roles.

Good governance means promoting values for the whole organisation and demonstrating these values through behaviour

Good governance means taking informed, transparent decisions and managing risk;

Good governance means developing the capacity and capability of the governing body to be effective; and

Good governance means engaging stakeholders and making accountability real.

Code of Practice for the Governance of State Bodies (2009)The above Code is mandatory for all State bodies. The Code sets out the basic framework of rules to be adopted by publicly funded organisations in the achievement of best practice corporate governance. The best practice provisions relate both to internal systems and to external relations with the Government, the relevant Minster (in the IPA’s case the Minister for Public Expenditure and Reform), and the Minister for Finance, where appropriate.

The Code states that its provisions do not override existing statutory requirements and other obligations imposed by the Companies Acts, Ethics legislation, Standards in Public Office legislation, the statutory provisions relating to the State body itself (if applicable) and any other relevant legislation (Appendix 3 provides a summary list of Board legal obligations).

The following elements have been identified in the Code as the elements with which corporate governance must be concerned:

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Strategic and corporate planning Annual budgets Compliance with statutory obligations Procurement Major contracts Disposal of assets and access to assets by third parties Audit and risk management Reporting and accountability arrangements Appointment, remuneration and assessment of CEO performance and

CEO succession planning Tax compliance Business conduct

The BoardThe Code of Practice sets out the role of the Board as being ‘collectively responsible for promoting the success of the State body by leading and directing the Board’s activities. It should provide strategic guidance to the State body, and monitor the activities and effectiveness of management. Board members should act on a fully informed basis, in good faith, with due diligence and care, and in the best interest of the State body, subject to the objectives set by Government’.

The Code also includes provisions regarding the role, entitlements and responsibilities of Board members. These cover the conduct of Board business and the role of Board members, responsibility for assessing performance, financial control and reporting arrangements, compliance with statutory and other obligations and relationships with senior management.

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Chapter 2 of the Manual sets out the work of the Board and the executive in more detail.

The Code provides the following as the main matters relating to the conduct of Board business and the role of Board members:

The Board should meet regularly. The collective responsibility and authority of the Board should be safeguarded and all Board members must be afforded the opportunity to fully contribute to Board deliberations.

The Board should have a formal list of matters specifically reserved to it for decision (Appendix 2 refers).

The Board is responsible for compliance with all statutory obligations applicable to the State body.

Board members should bring an independent judgement to bear on issues of strategy, performance, resources, key appointments, and standards of conduct.

The Board should, in a Board resolution, lay down formal procedures whereby Board members, in the furtherance of their duties, may take independent professional advice, if necessary.

The Board Audit Committee and other Board committees should have written terms of reference (Appendices 4 to 7 refers).

All Board members should have access to the advice and services of the Company Secretary of the body who is responsible to the Board for ensuring that Board procedures are followed and that applicable rules and regulations are complied with.

The Board should constantly review its own operation and that of its committees and individual members and seek to identify ways of improving effectiveness. The attendance of each Board Member at Board meetings should be reported in the Annual Report.

Briefing for New Board Members

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On appointment of new Board members, the Secretary should provide them with certain information, including

A formal schedule of matters reserved to the Board for decision. (Appendix 2)

Procedures for obtaining information on relevant new laws and regulations. (Chapter 2 item 6)

Procedures to be followed when, exceptionally, decisions are required between Board meetings. (Item 7 page 12 of this manual)

A schedule detailing the composition of all committees and their terms of reference .(Appendix 4 – 6)

A statement explaining Board member’s responsibilities in relation to the preparation of the accounts, the system of internal control and audit and for reporting on the business as a going concern. (Appendix 7)

A statement informing the Board members that they have access to the advice and services of the Secretary. (Chapter 2)

A copy of the code of ethics/ conduct for Board members including requirements for disclosure of interests and procedures for dealing with conflict of interest situations. (Appendix 8 – 10)

A list of the statutory requirements relating to the Body together with a copy of the Code of Practice. (Appendix 3)

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Chapter 2 ROLE OF THE BOARD AND CHAIRMAN OF THE INSTITUTE

AND THAT OF THE DIRECTOR GENERAL

Background1. The Institute’s Articles of Association set out the role of the Board and

that of the Director General. The Articles state “the business of the Institute shall be managed by the Board….” They go on to say that the Board shall

a) Have power to delegate any of their business, functions and powers of management of the Director General;

b) Have power to appoint subcommittees (including ones with the powers of the Board) etc.;

c) Determine and review the aims and objectives of the Institute and determine changes in policy;

d) Ensure that these aims are attained by formulating and reviewing policies and by supervising the carrying on of the Institute’s business;

e) Determine the annual budget; andf) Appoint the Director General and, on his/her recommendation,

appoint such other officers as the board may from time to time decide.

The Articles are somewhat muted on the role of the Chairman, other than signing the minutes, method of appointment etc.

2. As the Institute’s business grew both in size and complexity over the years, the Board’s role and that of the Director General adapted over the years – but always within the spirit of the Articles. And three sub-committees now assist the Board fulfilling its mandate. Best practice in corporate governance, however, requires that a more explicit statement of the respective roles be clearly set out. The paragraphs

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which follow clarify and expand on how the Articles are to be interpreted in a modern context

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Functions Reserved to the Board3. The Board will be responsible for the strategic control and direction of

the Institute’s business. It will exercise this responsibility through the following functions which shall be reserved for decision by the Board. (A more comprehensive list of items is presented in appendix 2 – Schedule of Matters for the Board).

1. Approval of Corporate Plan2. Ensuring that effective arrangements are in place to implement the

Corporate Plan, and regular review of progress3. Approval of annual budgets and monitoring implementation4. Acquisition or disposal of assets, whether property or plant or

machinery where the value of these assets exceeds €150,000. Determination of appropriate thresholds for the various levels of office-holders.

5. Approval of major investments and capital projects, and the terms of contracts related to these projects.

6. Approval of borrowing of money and banking arrangements.7. Appointment of Director General and assessment of his/her

performance.8. Approval of appointments to grades of Executive Director and

upwards, determination of the salaries of those grades, and approval of performance pay awards for those grades to which it applies.

9. General oversight of appointments and remuneration policy, and application of pay increases.

10. Approval to the terms of the superannuation scheme and variations to it, subject to approval by the Minister for Public Expenditure and Reform.

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11. Ensuring that good governance practices are in place and taking reasonable steps to ensure that the Institute complies with its statutory obligations.

Chairperson4. The role of the Chairperson is to represent the Institute on

appropriate occasions, to supervise the Director General, to preside at meetings and to give leadership to the Institute during his/her term of office. He/she will adjudicate, as necessary, on maters of potential conflicts of interest in the conduct of Board business. He/she is responsible for attesting, through the annual report, that the Board is satisfied on governance arrangements. He/she will also report, as appropriate, to the Minister.

Director General5. The Director General is responsible for day to day management of the

Institute’s business and for ensuring that the policies of the Board are effectively implemented. He/she is also responsible, with the Chairperson, for ensuring that the agendas for the Board are properly managed and that the Board has the necessary advice to carry out its functions. He/she will exercise this role through the following responsibilities:

1. The direction and management of the Institute in accordance with policies approved by the Board.

2. The initiation and development of plans and proposals for the development and adaptation of Institute policies and activities to meet changing circumstances and to achieve approved objectives.

3. The organisation and control of the staff and work of the Institute to ensure the effective and efficient implementation of plans and programmes.

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4. The control of capital and income and expenditure budgets as approved by the Board.

5. The development and maintenance of appropriate relationships between the Institute and various branches of the Irish Public Service to meet identified needs.

6. The development and maintenance, as appropriate, of contacts with bodies in Ireland and other countries to ensure access to knowledge, expertise and information relevant to the objectives and activities of the Institute.

7. The representation of the Institute, as required and the maintenance of good public relations.

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Conduct of Board Business6. The Board shall have at its disposal the advice of the Company

Secretary on matters relating to Board governance. The Director of Finance and Support Services (also the Company Secretary) will attend Board meetings where issues of finance are likely to be raised and he and the Director General will offer advice to the Board on these matters as required. Board members may also, at their discretion, seek independent advice, at the Institute’s expense, on matters relating to the discharge of their functions. Where a Board member intends to exercise this right to seek independent advice on any issue he/she shall first inform the Chairman (or if the issue relates to the Chairman, the Chairman of the Audit Committee) and, if the issue cannot be resolved through other channels, he/she may proceed provided that the cost (save with the prior approval of the Chairman or Chairman of the Audit Committee as appropriate) does not exceed €5,000. Board members who have secured independent advice must present the bills to the Company Secretary. Where the Board deems a member to have acted inappropriately in securing independent advice, e.g. by reference to the frequency with which advice has been sought, the Board may suspend that member’s right to secure such advice.

7. Where circumstances require a Board decision between Board meetings, and where such circumstances may be reasonably be anticipated, the Board may delegate authority to named Board members to make the decision on its behalf. In other cases, the Chairman, the chairman of the Administration, Finance and Strategy and Audit Committees and the Director General may make the decision provided every reasonable effort is first made to contact as many Board members as is possible, and that the Board is fully

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informed at the earliest opportunity thereafter of the decision and of the reasons why it had to be taken. In either eventuality, the decision will be recorded in the minutes of the next available Board meeting.

8. Where the Board member has reason to believe that the Institute is failing to comply with any of its statutory requirements, he/she may raise the issue either at a meeting of the Board or with the Chairperson. The Board or Chairperson, as the case may be, may take such steps to investigate the matter and, as necessary, secure compliance.

Appointment of Board members.9. The Articles of Association specify the composition of the Board and

the organisations which are responsible for nominating members to the Board. The Articles also provide that one member may be appointed by co-option. The following arrangement shall apply to such co-option. The Chairman, the Chairpersons of the Administration, Finance and Strategy and Audit Committees, and the Director General shall consider the matter and shall nominate a person who, in their opinion, would best contribute to the business of the Board (and who is willing to serve on the Board). The Board will accept or reject the nomination. Where the Board rejects the nomination, they will co-opt an alternative person to the Board.

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Appendix 1 IPA Corporate Strategy 2011-2015PrefaceThe Institute of Public Administration was founded at a meeting attended by senior public servants and academics on 6 November 1957 in Newman House, the original home of University College Dublin (UCD). According to our first director, Tom Barrington, the Institute was established ‘to give effect to the concern of Irish public servants for raising the standard of their profession’. Its stated aim was to promote the study and improve the standard of public administration.

In the intervening years the Institute has developed to become the primary education, development and research agency for the whole of the Irish public service. It has also earned a strong reputation for its assistance to public administration internationally. Since 1957 the Institute has supported the public service and public servants through many difficult periods, but arguably none more difficult than the one we now face. It is clear that in seeking to address severe economic challenges Ireland also needs to implement major changes in the public sector.

But, as at the beginning, the Institute retains a fundamental belief in the profession of public service and in the high ideals and traditions of that profession. The Institute believes that, through learning, development, research and engagement with the international community, our public sector can not only successfully address the challenges ahead but also thereby provide better public services to our citizens.

So in this strategy for 2011–2015 the Institute sets out to build on our success to date as the foremost professional development agency for the Irish public service with a strong international focus. We will provide for the

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professional development of public servants, and for the organisational development of public service bodies, to meet the challenges facing us now and in the future.

As a professional development institute, the IPA must be focused both on the world of practice and on learning from practice. We are delighted that through a new formal partnership recently concluded with UCD the Institute will retain the independent role envisaged for it in 1957 while establishing a strong strategic link to our largest national university. Through this connection, the Institute will become a recognised college of UCD in 2011, thus opening an exciting new phase in our development, and also many new high-quality learning and development opportunities for our clients.

Brian Cawley John TierneyDirector General Chairman

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IntroductionThe Institute of Public Administration is the primary provider of education, training and development services for the public service in Ireland, and has been since first established in 1957. The Institute enjoys an excellent reputation both nationally and internationally for providing capacity-building services and support to public sector development and reform.

In the past five years we have significantly developed our business, including developing a range of new services in such areas as governance, leadership and public policy. However, since our environment has fundamentally changed in the period since 2005, when our last corporate strategy was launched, this strategy must address a new set of issues, challenges and business realities.

In particular, the economic downturn has impacted on all parts of the economy, including the public sector and the Institute itself. In the period of this strategy it is likely that the need to stabilise the public finances will continue to dominate. Achieving efficiency, effectiveness and transformation of work practices in the Irish public service will present a major challenge. This will demand the highest standards of professionalism in our public service. To resolve the challenges that face us, Ireland and its public service must operate effectively as part of a connected global community, sharing challenges, experience and solutions with colleagues and experts in Europe and beyond. The Institute is unique in combining research and academic development with practical advice and support for the public sector. It is towards further developing the Institute as a professional development agency for the public service, both nationally and internationally, that this strategy is directed. This will involve complementing our already strong connections to the Irish public service with equally strong connections to the academic sector nationally and internationally, while all the time

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maintaining a focus on providing practical, relevant and cost-effective support to our clients.

This strategy is the result of an extensive consultation process, conducted both externally and internally. We recognise that we launch this strategy at a time of major uncertainty. This in turn means that the level of risk normally associated with the implementation of a strategy is now even greater. Therefore, the objectives and supporting activities set out in the strategy will need to be kept under constant review, and we must be able to adapt and modify the strategy as new circumstances may dictate.

Our EnvironmentEconomy and Public FinanceWe present this strategy at a time of economic crisis nationally and globally. The full impact of the economic downturn is still being felt, with little or no prospect of it abating until at least 2014.

This has led to the need for severe adjustments in the public finances that are likely to continue for most of the period of this strategy. The National Recovery Plan 2011–2014 envisages the scaling back of current government expenditure by 11 percentage points of GNP over the period of the plan.1 This in turn will adversely impact on the resources available to our clients for funding staff and organisational development.

While the Institute moved quickly to reduce its cost base to address the downturn, further action to maintain our finances will need to be taken over the coming years. The opportunity for revenue growth in our traditional markets is severely limited, so the Institute must look to new markets, including international markets, and develop new services to maintain revenues. The significant reductions in our operating costs already achieved

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will need to be consolidated, and opportunities for further cost savings identified.

Irish Public SectorThe impetus for reform of the public sector has never been greater, not least because of the economic difficulties referred to above. The aim is to achieve improved performance, greater flexibility and mobility, and greater efficiency, effectiveness and economy in the delivery of public services. The National Recovery Plan envisages that ‘the public service will be smaller, with fewer organisations and fewer staff operating from a reduced number of locations with significantly reduced resources’.

This in turn creates opportunities for the Institute to support the public service change agenda. The IPA is a pan-public service provider and, as such, is in a strong position to support change through developing the professional capacity of public servants, providing practical advice and support across all sectors, and providing a forum for dialogue and debate on the challenges of change. Because we have already developed a strong relationship with, and services for, senior public servants, we are well placed to support the future development needs of this group. There will also be the need to develop the capacity at middle-management level in the public service to manage effectively with limited resources and to evaluate the use of those resources. There will be a need for practical support and advice on change management, human resource management, and process and procurement management. But learning and development in the public service must take place within a coherent, professional development framework that supports both the concept of lifelong learning and the reality that public servants must constantly update their knowledge and skills to operate effectively in a more mobile and flexible workplace.

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The challenge of maintaining high ethical and governance standards in public service is also of critical importance, and through its research and practical support the Institute must make this a key aspect of its remit.

EducationIn the sphere of higher education, both globally and nationally, there is a trend towards consolidation and the achievement of critical institutional mass. While to date this has not had implications for institutes similar to our own in other countries, many of which are more closely linked to central government, internationally there has been a growing trend for smaller, specialist higher-education colleges to develop closer links with larger universities. In Ireland too there is also likely to be a further impetus towards consolidation and integration at third level, and this is expected to extend beyond loosely coupled strategic partnerships.

At this time there is also a major and specific threat to our accreditation processes with the proposed dissolution of the National University of Ireland (NUI) announced by the government.

In recognition of these factors, but also by way of positioning the Institute as a highly credible and unique provider that builds professional capacity within recognised academic and professional frameworks, the Institute will develop a strong, formal partnership with a major Irish university as part of this strategy.

This will provide, over the period of this strategy, the basis for accreditation of IPA programmes by a university partner, for building a professional development framework for public servants, and for developing new joint services nationally and internationally.

National and International Crisis

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We launch this strategy at a time of crisis for the economy, with an erosion of public confidence in the capacity of our public administration to address the major challenges that we face as a society. There is debate not alone about the best way of resolving the current crisis but also about the extent, nature and causes of the problem. In this context it is important that the Institute provides practical help to public service organisations and public servants to address the challenges that they now face, and that we help to support reflection upon, and understanding of, how these problems can be better understood and resolved. This requires adding to our current store of knowledge and engaging with all of those with a stake in developing public administration, so that we can learn from current difficulties and develop new approaches that are robust and innovative. Through this strategy the Institute can stay true to its tradition of service to the public sector and also play a part in building the confidence and sense of purpose now needed to face some of the most severe challenges since the foundation of the state.

1 Government of Ireland (2010) The National Recovery Plan 2011–2014,Dublin: Stationery Office.

Purpose and ValuesThe purpose of the Institute is to advance the understanding, standard and practice of public administration and public policy. We do this by building knowledge, skills and capacity in the public service, knowing that by improving the practice of public administration we contribute to improving the quality of service to citizens.In particular, the Institute aims to:

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Support the further development of an effective, efficient and integrated public service by building professional capacity

Promote debate and dialogue about current and future challenges in public administration and how best to address them

Be recognised nationally and internationally as a leading professional institute for the public service

Promote the values, standards and ethos that underpin the profession of public service

Be part of a network of linked national and international academic and professional bodies so as to enhance the range and quality of our services to clients

Add to knowledge and understanding of public administration by researching and publishing on key roles and relationships in the public service, government, parliament and civil society

Our approach to realising our vision is underpinned by our core values and beliefs:

Improvement in public sector performance comes from developing knowledge and understanding, building professional capacity and supporting the achievement of clear purpose and high standards

Commitment to independent analysis as the basis for informed debate on public administration and public policy

Irish public administration must be understood and developed in a national, European and international context

Having excellent and motivated staff is of vital importance The approach to delivering our business must be sustainable, cost

effective and efficient Working in close partnership with academic and professional bodies is

critical to success

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There must be dedication to service that is of the highest quality and that is open, accessible and responsive to clients’ needs

Challenges, Objectives and Activities1. The challenge for the public service will be to develop a flexible andresponsive work environment and people who are able to manage effective delivery of services with less resources.

Our objective is to provide flexible and practical support for change and development across the whole of the public service.

Help address urgent needs, uncertainties and evolving challenges within public service organisations by providing relevant and timely advisory, training, development and information services, including in such areas as capacity planning and achieving value for money

Progressively refine existing training, consultancy and development services to specifically build capacity in areas such as leadership, management of people and other resources, governance, policy analysis and evaluation, and service delivery

Design and implement a competency review process in the public service to inform the relevance and content of IPA programmes and to act as an information and planning resource for our clients

Promote the Institute as a source of expert advice and support to public service organisations

Develop modular, tailored learning and other resources to support workplace learning and improved organisational performance

Identify and implement opportunities for joint delivery of training/consultancy projects with our university partner

2. The challenge for the public service will be to develop a professional cadre based on recognised, high-quality accreditation.

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Our objective is to enhance professional capacity in the public service by developing the Whitaker School of Government and Management as the leading professional development school for the Irish public service.

Prepare a five-year plan to develop and profile the Whitaker School of Government and Management as a specialist national school of public administration, making the school the locus of all our accredited and research programmes

Identify, develop and deliver new accredited programmes for the public service to develop relevant knowledge and skills, including joint programmes with our university partner

Engage with key client organisations, stakeholders, professional bodies and our university partner to develop a professional development framework and credentialing system for public servants

Develop processes for engaging public servants, including senior public servants, with the activities and future development of the Whitaker School

Build the academic and scholarly capacity of the Whitaker School so as to support the attainment of status as the leading professional development school for the public service

Transition accreditation of NUI programmes to new university arrangements and implement supporting quality-assurance and validation processes

Develop the Whitaker School as a repository of key public service information

3. The challenge is to develop informed dialogue and analysis on thefuture direction of Irish public administration.

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Our objective is to contribute to the development of Irish public administration, including meeting current and future challenges, through relevant research and publishing, and by stimulating debate and dialogue.

Design and implement a core research project to address current and future challenges in Irish public administration, to be delivered on the basis of regular reports and working papers over the period of the strategy, and disseminate the findings

Identify and pursue joint research opportunities with our university partner and other national and international institutions that help to inform understanding of, and to address, critical and current challenges

Deliver seminars and conferences and facilitate networks, web-based activities and other events to promote timely and relevant dialogue and debate both inside and outside the public service

Focus our publishing strategy on texts and articles that enhance understanding of current and future challenges in public management and administration, and that promote staff and student research

Pursue opportunities for funded research in the area of public management

Build on our commitment to corporate social responsibility by engaging with the wider community to promote interest in and understanding of public policy and administration

4. The challenge is to situate the discussion on the future of Irish public administration in a wider European and global context, and to support the government strategy to attract more international students, while continuing to build public service capacity internationally.

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Our objective is to develop the international activities and profile for the whole of the Institute.

Identify, target and develop specific international markets for IPA services

Collaborate with our university partner to develop new services based on European and international public administration in order to attract an international audience and to create opportunities for positioning discussion of Irish public administration and public policy in a broader European and international context

IPA International Services to have responsibility for attracting and managing international business projects

Increase the number and broaden the range of international public service capacity-building and technical-assistance contracts delivered by IPA

5. The challenge is to continue to support the development of Irish public administration and public management at a time of very constrained resources.

Our objective is to maintain and further develop the IPA as an efficient and financially viable organisation that can continue to deliver services within a sustainable budgetary framework.

Prepare medium-term budgetary forecasts that incorporate key revenue and cost assumptions, including relevant data from The National Recovery Plan 2011–2014, to provide a financial framework for strategy implementation, financial sustainability and necessary reinvestment in infrastructure and capacity

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While seeking to develop potential new business services and related revenue streams, maintain focus across all parts of the Institute on consolidating existing business

Identify opportunities for further efficiencies through a rolling programme of value-for-money reviews

Maintain and further develop physical and technological infrastructure

Maintain and further develop financial and management information processes and controls

Maintain and enhance corporate governance and management processes

Agree and implement financial and budgetary strategy relating to IPA/university partnership

Prepare robust business plans and associated key performance indicators to support strategy implementation and monitor progress

6. The challenge is to further develop the capacity to deliver specialist development services to the public service at a time of significant resource constraint.

Our objective is to market our services effectively whilst further fostering a culture of innovation and quality, further developing organisational and people capacity, and leveraging a new university partnership to support strategy implementation.

Put in place medium-term individual development plans to support our aim of developing as a specialist provider in public administration, and create opportunities for workplace learning and innovation

Assess and, as necessary, augment internal capacity to achieve our objectives, and devise strategies for engaging external expertise when required

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Put in place arrangements for organisation-wide engagement with the process of strategy implementation, including allocation of responsibilities and accountabilities through a system of performance management

Agree and implement revised organisation design and staffing arrangements to support flexible and responsive delivery of services and the achievement of the key objectives set out in the strategy

Implement the agreed management and governance structures to maximise the potential of the university partnership

Agree and implement a plan to progress the business, academic and back-office aspects of the partnership

Further develop processes for the formal and standardised evaluation of all educational, training and other developmental interventions, including the gathering of data from key stakeholders such as students, clients and their managers

Further develop the arrangements for the regular quality review and update of all learning materials, and put in place the processes to support other innovations required to deliver this strategy

Identify the core messages we wish to be associated with the IPA brand and related sub-brands, and put in place processes for communicating these

Review arrangements for marketing IPA services with a view to ensuring that we optimise communication with both existing and potential clients

Review and enhance approaches for the regular quality review of the whole of Institute in a way that also incorporates internal quality assurance and related processes

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Appendix 2 Schedule of Matters Reserved for the Board

IntroductionThe Institute of Public Administration (IPA) was founded in 1957 by a group of dedicated public servants who recognised the need to promote the study of – and to improve the standards in – public administration in Ireland. Initially a voluntary body, the Institute became a company limited by guarantee in 1963. Individual membership is open to all those engaged or interested in the study of public administration, while corporate membership is open to public service associations, government departments, local authorities, the health service and state bodies.

The Articles of Association provide for a Board of Directors to consist of 18 members, one of which serves as a Chairman having been recommended for appointment as such by the Board and approved at the Annual General Meeting of the Institute (Art. 15 (3).

Under Article 21, the Board has the power to regulate its own business. The Articles of Association specifically regulate certain aspects of the Board and its business and these provisions are included in these draft Standing Orders. The draft Standing Orders also include relevant provisions from The Code of Practice of State Bodies 2009.

Scope of this ScheduleThe legal framework within which the Institute of Public Administration is expected to operate is set out in its Memorandum and Articles of Association, along with relevant statutory obligations, regulations and codes of practice.

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Standing Orders provide a framework with which to conduct the affairs of the Board efficiently and effectively, and to enable all members to contribute to and participate in the decision making process of the organisation. The Standing Orders should be reviewed periodically or at least every two years to ensure their continued appropriateness and relevance in light of changing circumstances.

If there is a conflict between the standing orders and legal obligations, the latter takes precedence

General PrinciplesThe Board has adopted the following principles:

In the conduct of its business, the Board will operate to safeguard the collective responsibility and authority of the Board (2.2 of code)

Following discussion, every effort will be made to reach decisions by consensus. (2.2 of code)

All decisions of the Board are recorded in the Board minutes. Exceptionally and where appropriate, where a vote is required, the minutes will reflect that the decision was made by a majority vote. (Art 19)

Board members should speak with one voice in public on IPA issues. Any deviation from this principle must first have been discussed by the Board. (BP)

Interpretation

In these standing orders:

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“The Board” means the Board of the Institute of Public Administration (IPA).“Chairman” means the person as appointed under the Articles of

Association.“The Code” means the Code of Practice for the Governance of State

Bodies (2009)“Director General” means the Director General of the Institute.“Distribution” for the purposes of these standing orders, any document is

distributed on the day it is sent, by any means, or given to the intended recipients, whether or not it is received by them.

“Meeting” means a meeting of the Board.“Member” means individual members of the Board in accordance

with the Articles of Association.“The Secretary”means the Company Secretary and Secretary to the Board

of the IPA.“(Article …(…)” Relevant Article and (sub-article) of the Institute’s Articles

of Association.(Code) The Code of Practice for the Governance of State Bodies

(2009)(BP) Best Practice

NOTE: These Standing Orders shall apply at every meeting of the Board unless the Board agrees to suspend or amend the standing orders for the whole or any part of the meeting.

2. Meetings

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Standing Orders shall require that the Board usually meets once every month (excluding January and August), but not less than once each quarter of the year.Under Article 21, two members of the Board may summon a meeting of the Board and the Secretary shall assist on the requisition of two members of the Board.Each member of the Board shall be notified in writing (inc. email), in so far as is practicable, of all meetings in advance of the meetings. In relation to notice of meetings, the Secretary shall issue and distribute notice of a meeting to members at least 6 days before the meeting. The notice will specify the time of the meeting, venue and the agenda.

3. ChairmanAt a meeting of the Board, the Chairman of the Board shall, if present, be Chairman of the meeting. If the Chairman is not present the Vice-Chairman will be Chairman of the meeting.Under Standing Orders, if and for so long as the Chairman and Vice-Chairman of the Board is not present or if the office of the Chairman and Vice-Chairman is vacant, the members of the Board who are present shall choose one of their members to be Chairman of the meeting by board resolution (Legal Advice)Under Standing Orders, the Chairman may attend, on invitation, meetings of the various sub-committees of the Board (BP)

4. Voting and Decision MakingAt a meeting of the Board, and following discussion, every effort will be made to reach decisions by consensus (2.2 of Code)Otherwise, each member of the Board present shall have a vote and every question shall be determined by a majority of votes of the members present and voting on the question (Article 21).

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In the case of an equal division of votes, the Chairman of the meeting shall have a second and casting vote (Article 21).All decisions of the Board will be recorded in the Board minutes and shall be signed by the Chairman of the meeting or the Chairman of the next succeeding meeting (Article 19).

Exceptionally and where appropriate, where a vote is required, the minutes will reflect that the decision was made by a majority vote (BP).

Where circumstances require a Board decision between Board meetings, and where such circumstances may reasonably be anticipated, the Board may delegate authority to named Board members to make the decision on its behalf. In other cases the Chairman, the Chairman of the Administration, Finance & Strategy and Audit Committees and the Director General may make the decision provided every reasonable effort is first made to contact as many Board members as is possible, and that the Board is fully informed at the earliest opportunity thereafter of the decision and of the reasons why it had to be taken. In either eventuality, the decision will be recorded in the minutes of the next available meeting ( paragraph 7 of existing code).

A resolution in writing signed by all the members for the time being of the Board or of any committee of the Board, shall be as valid and effectual as if it had been passed at a meeting of the Board or of such committee duly convened and constituted.(Article 20)

5. VacanciesThe Board may act notwithstanding any vacancy among its members (Article 16 (5).

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If the number of vacancies on the Board causes the number of members to be below the quorum, the Board may only act for the purpose of increasing their number to that number, or of summoning a General Meeting of the Institute (Article 16 (5).

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6. QuorumThe quorum for a Board meeting is 6 members unless otherwise determined by the Board (Article 16 (6).For the purpose of Board business and the quorum, members of the Board who participate through a telephone or video conference call are deemed to be in attendance at a meeting (Article 22).If a meeting fails to achieve a quorum, the meeting shall be adjourned to the same time and place seven days later and at such a meeting those present shall constitute a quorum (Article 16 (6).

7. Agenda (BP)For every Board meeting, members shall receive a copy of the proposed Agenda which shall be compiled by the Secretary and approved by the Chairman.A member of the Board wishing to put forward proposals for consideration by the Board should submit same to the Secretary prior to the meeting. Urgent matters may be raised by any member with the permission of the Chairman under the standing item, ‘any other business’.

8. MinutesDraft minutes of the proceedings of a meeting of the Board shall be drawn up by the Secretary and signed by the Chairman of the meeting at the next meeting in which the minutes are presented. (Article 19)The names of all members present at a meeting of the Board shall be recorded in the minutes. Likewise, the names of absent members who have sent apologies in advance shall be recorded. (3.8 of Code)

9. Documentation (BP)

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A full set of Board documentation will accompany the agenda and will be distributed at least six days before the meeting. The documentation will include minutes of the previous meeting, as well as reports, briefings papers and other information, which members require for the meeting. It is expected that written reports will be circulated but the meeting can agree to accept papers provided at the meeting and verbal reports from sub-committee chairs and the Director General/senior mangers, as appropriate.Correspondence for the Board may be referred (if appropriate), by the Secretary, to a sub-committee for their consideration but all such items will be noted at the subsequent meeting.

10. Declaration and Disclosure of interests (6 of new code)Under the Ethics in Public Office Acts 1995 & 2001, a member of the Board must:Declaration of Interests

Declare, on appointment, any interest which ‘could materially influence the person in or in relation to the performance of functions of the directorship by reason of the fact that such performance could so affect those interests as to confer on or withhold from the person or the spouse or child [of the person or of the spouse] a substantial benefit’. The Second Schedule of the Ethics Act 1995 specifies the interests which must be disclosed.

Produce an Annual Declaration to the same effect as above. Update an Annual Declaration should a situation change in the

interim between declarations.Disclosure of InterestsSeparate Disclosure of Interests requirements may arise at any time during the year in the conduct of Board business and relate to any matter before the Board in respect of which the member or a person

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connected to the member has an interest. In this instance, the number of ‘connected’ persons is wider to include:

A relative of the member; A person connected with a trust from which the member, his/her

children or a body corporate which he/she controls stands to benefit;

A person in partnership with the member; A company controlled by the member or by a person or persons

connected to him/her; A person or persons with whom the member is acting to secure

or exercise control of a company, along with any person acting on the directions of any of them to secure or exercise control of the company.

In this instance, the member must a) Disclose to the Board the nature of his or her interest in writing

in advance of any consideration of the matter;b) Neither influence nor seek to influence a decision in relation to

the matter;c) Take no part in any consideration of the matter;

If a member has any concern about a potential conflict of interest related to an upcoming item of Board business, he/she should bring it to the attention of the Chairman as soon as possible.

11. SealUnder Article 18, the Seal of the IPA shall only be affixed to an instrument with the authority of a resolution of the Board and be done so in the presence of:

a) At least two members of the Board;orb) A member of the Board and the Secretary.

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12. Sub-CommitteesUnder Article 17 (2), the Board may establish and determine the powers of sub-committees to advise it in relation to the performance of its functions.

13. ConfidentialityUnder Standing Orders, a Board member may not disclose information obtained by him or her as a Board member unless authorised to do so by the Board. This section applies equally to persons who have previously served on the Board (BP)

To this extent, reports and documents issued to members in relation to internal Board matters must be treated as confidential until such time as the Board has had an opportunity to discuss their contents and make decisions on any proposals contained therein. Members and those in attendance, shall not, without the approval of the Board, discuss with or directly or indirectly disclose information to third parties (BP)

Under Section 6 (xiii) of the Code, retiring Board members should return all documentation obtained during the term as Board member to the Board Secretary or satisfy the Secretary that all such documentation has been disposed of appropriately.

The same confidentiality obligations apply to memberships of sub-committees. Under freedom of information requirements, some papers may become available for wider public circulation after requests have been made and a release decision determined.

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14. The Director GeneralUnder Article 16 (1) the Director General of the Institute is designated as a member of the Board. The Director-General is responsible for the day-to-day management of the Institute’s business and for ensuring that the policies of the Board are effectively implemented. He/She is also responsible, with the Chairman, for ensuring that agendas for the Board are properly managed and that the Board has the necessary advice to carry out its functions (existing code)

15. Senior Management GroupUnder these Standing Orders, members of the Senior Management Group (SMG) of the IPA may be invited to attend Board meetings for items of business, where relevant, and be entitled to speak and advise the relevant meeting when requested to do so by the Chairman.

16. Conduct and Behaviour at Meetings Members of the Board and/or other contributors shall only address the meeting through the Chairman. Those in attendance are expected to observe silence when others are addressing the meeting.

The time limit for speakers and contributors will be at the discretion of the Chairman; consistent with the expedient, efficient and effective conduct of the meeting and the covering of the agenda.The following principles will apply to the conduct of business: All members who wish to comment are to be given reasonable

opportunity to do so; ( 2.2 of Code) Time spent discussing issues should be proportionate to the

importance and relevance of the issue; (BP)

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Discussion should be pertinent to the issue under consideration; (BP)

Only matters that relate to the mandate, role and responsibility of the Board will be discussed;(BP)

Discussion that would be more suitably held at the relevant sub-committee will be referred to that sub-committee; (Article 17 (b))

Discussions will be directed towards a decision that is generally accepted, clear and understood by those present; (BP)

The Chairman may identify and name a member for disruptive or unruly behaviour. If the behaviour persists, the Chairman can request that person to leave the meeting. For serious breaches of conduct, the Chairman will briefly explain the circumstances and can order the immediate removal of a member from the meeting.-BP

17. Annual Board ReviewThe Board will review its own performance and operation and that of its sub-committees on an annual basis and seek to identify ways of improving its effectiveness (2.15 of Code)

18. Amendment of the Standing OrdersUnder Standing Orders, the Board may, by majority vote, decide to alter the provisions of the Standing Orders (unless provisions are specifically legislated for). In such instances, the new agreed provisions will be deemed to be adopted and be in force at subsequent meetings.

19. Temporary Suspension or Amendment of Standing Orders

Under Standing Orders, the Board may, be majority vote, decide to temporarily suspend or temporarily amend the standing orders (or part thereof) for the whole or any part of the meeting. Thereafter and

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at subsequent meetings, the originally agreed Standing Orders continue to be in force.

20. MiscellaneousIt is the Chairman’s role to uphold the Standing Orders of the Board of the IPA. The Chairman’s ruling on any question or his interpretation of Standing Orders shall be final.The Chairman shall have the power to deal with any matter not covered by Standing Orders.The foregoing Standing Orders shall continue in force until altered, amended or repealed by a decision of the Board.This version of Standing Orders shall, on ratification by the IPA Board, be recorded as Standing Orders for the proceedings of IPA Board Meetings as adopted by the IPA Board at its meeting of ……..

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Appendix I - Standing Agenda Items**(Subject to Amendment)**

Standing items (which may be amended or added to at the discretion of the Chairman)

INTRO: Calling meeting to order; Welcome, introductions and apologies; Disclosure of Interests.

ITEM 1 Minutes from previous Board meetingITEM 2 Matters ArisingITEM 3 Reports:

Director General Senior managers Board committees Other

ITEM 4 Sub-committee businessITEM 5 Items requiring Board decision

Reserved functions Sealing of documents Other

ITEM 6 Finance MattersRisk Register

ITEM 7 Board approval of consultant or procurementITEM 8 Any other businessITEM 9 Date of next meeting and close

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Appendix 3 Board Legal Obligations

Note: This Schedule sets out the main matters for decision by the Institute's Board. The Board must, as far as practicable, ensure that it complies with all releveant statutory and regulatory codes. The list of matters provdied below are those set out in the Institute's Memorandum and Articles of Association (1963 as amended in 2006), the 2009 Code of Practice for State Bodies, the Companies Acts (1963 to 2009) and Combined Code (Combined Code refers to UK Governance Policy from the Cadbury Report (1992) to Flints Report (2005)) and to the Irish Compnay Law Enforcement Act 2001 and the Office of the Director of Corporate Enforcement and the Compnies (Auditing and Accounting) Act 2003.ACCOUNTS AND AUDITS ARTICLE CODE COMPANIES

ACTSCOMBINED CODE

Ensure proper and sufficient books of account are kept with respect to assets and liabilities, details of income and expenditure and all sales and purchases by the Institute

55   Section 202, 1990 C1

Approval of the annual budget and monitoring of its implementation 17 (2)(e)     C2.1Approval of draft accounts of the Institute, prepared not later than two months after the end of the financial year   12.1(ii

)s157/ 158 1963

Act  

   Annual declaration to the Minister that the Institute has a system of internal financial control in place   2.4    Approval of major items of expenditure, ensuring alignment with medium to long term goals   2.5    Appointment of Internal Auditors and determination of procedures for maintaining an appropriate relationship with the external auditor

  2.9 s187 1990 Act/ s160 1963  

Annual determination of the effectiveness of the Institute’s system of internal controls, including financial, operational and compliance controls and risk management

  10.1    

Approval of the formal charter for the internal audit of the Institute   10.3    

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Determination of person, other than the Director, to whom the Head of Internal Audit should report   10.3    

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ACCOUNTS AND AUDITS (continued) ARTICLE CODE COMPANIES ACTS

COMBINED CODE

Determination of access by members of the Institute to the books of account for inspection 58      Determination of place/s at which the books of account shall be kept 57      Establish procedures for maintaining an appropriate relationship with external auditor   2.9 C&AG 1993 Act  ACQUISITION OF ASSETS, INVESTMENTS AND CAPITAL PROJECTS        

Acquisition of asset/s with a value in excess of €130,000   2.1 s8 1963 & a6 1973 Regs  

Determination of spending thresholds for various office holders   2.1    

Approval of the terms of major contracts, including major investments and capital projects (and terms and conditions)   2.1    

Approval of the borrowing of money and banking arrangements 26      

       ATTORNEY        Power to appoint an attorney or attorneys for the Institute, including period of contract and terms and conditions 24   s40 1963  

REPORTS AND INFORMATION TO THE MINISTER  Approval of all Corporate Plans and Annual Reports   2.1    In particular, the approval and submission of an Annual Report to the Minister before the 30th September for the previous calendar year, which includes attendance records for members of the Board

  3.8    

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RISK ARTICLE CODE

COMPANIES ACTS

COMBINED CODE

Approval of the risk management policy and framework for the IPA and oversight and monitoring of its effectiveness, including having risk as a standing agenda item

  8.1  C1

Appointment of a Chief Risk Officer or suitable management alternative, providing a direct reporting line to the Board   8.2  

 Ensure external review of effectiveness of the risk management framework on a periodic basis   8.2  

  

 SEAL OF THE INSTITUTE  The Seal of the Institute may only be affixed to an instrument following a resolution of the Board and in the presence of at least two members of the Board or one member and the Secretary

18   s18 1963 

      SECRETARY TO THE BOARD  Appointment of Secretary to the Board 18   s175 1963 

      SUB-COMMITTEES (inc Audit Committee)  Appointment of sub-committees of the Board and determination of their powers 17 (2)(b)   s174 1963 Approval of written constitutions and written terms of reference for the Audit Committee and other sub-committees and agreed timeframes for review and update

  2.10   

      

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SUPERANNUATION ARTICLE CODE

COMPANIES ACTS

COMBINED CODE

Approval of the terms of the Institute's superannuation scheme and any variations to it which may require Ministerial approval.

  2.1 1963 Act/ 2009 Misc  

    Provisions Act 

STAFF OF THE INSTITUTE  Approval of delegated Institute levels (including spending thresholds)   2.1 s40 1963 Ensure compliance with all statutory and administrative requirements in relation to the approval of the number, grading and conditions of appointment of all staff

  2.1   

Appointment of staff to the Institute on the recommendation of the Director General; determination of their salary levels 17 (2)(f)     

STATUTORY OBLIGATIONS ARTICLE CODE

COMPANIES ACTS

COMBINED CODE

Determination of compliance with all statutory obligations, which will involve all such obligations being identified and made known to the Board

  2.3 1963 ActC1

If a member of the Board finds evidence of non-compliance with any statutory obligations that apply to the Institute, he/she should immediately bring it to the attention of the Board and the Chairperson should inform the Minister

  3.5   

  TRAVEL  Determination and approval of procedures to monitor, report, and enforce the relevant rules and requirements as set by the Department of Finance

  17 (1-2) 1963 Act 

WHISTLEBLOWING  

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Determination of procedures for employees to raise concerns, in confidence, about possible irregularities in financial reporting, or other matters, and for ensuring proper follow-up of matters raised

  2.11 1963 Act 

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Appendix 4

Terms of Reference: Administration Committee1. The Chairman and members shall be appointed by the Board from

amongst the non-executive Directors of the Institute and the Committee shall consist of not less than four members. A quorum shall be two members.

2. The secretary to the Committee shall be the Personnel Manager.3. Membership of the Committee shall cease on the occurrence of any of

the following.resignation of the Chairman or member from the Committee or from the Board;expiry or termination of the Chairman’s or member’s appointment to the Board; cessation of the Committee; resolution of the Board altering the composition of the Committee.

Attendance1. The Director-General shall normally attend meetings. The Committee

shall have the right to invite any other persons to attend meetings.Meetings

1. Meetings shall be held as required.

Duties

1. The duties of the Committee shall be

a) to consider management proposals concerning the provision, acquisition and disposal of property for the Institute and their financial implications, and to recommend thereon, as appropriate, to the Board;to approve the authorised staff complement of the

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Institute; to approve the creation of permanent, full-time and contract posts; and to approve regarding of administrative and professional posts, in consultation with the Director-General;to approve the varying of salary scales of Institute staff,

b) with the exception of those whose appointments etc. are reserved to the Board, other than in accordance with adjustments under the National Wage Agreements or adjustments to maintain established relativities;to review the Director-General’s reports on manpower issues, industrial relations and any other issues referred to it by the Director-General;

c) to ensure that best practices in personnel and management policies are carried out in the Institute;

d) to consider other topics, as defined by the Board.

Reporting

1. The minutes of the meetings shall be circulated to all members of the Board.

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Appendix 5

Terms of Reference: Finance and Strategy Committee1. The Chairman and members shall be appointed by the Board and the

Committee shall consist of not less than four directors. A quorum shall be two members.

2. The Finance Director shall act as secretary to the Committee.3. Membership of the Committee shall cease on the occurrence of any of

the following:a) resignation of the Director from the Committee or from the

Board;expiry or termination of the Director’s appointment to the Board;cessation of the Committee;resolution of the Board altering the composition of the Committee.

Attendance

1. The Committee may request the Director-General, the Head of Internal Audit, or any other person to attend meetings, as necessary.

Meetings

1. There shall be at least four meetings each year.Duties

1. The duties of the Committee will bea) to examine each year the draft corporate plan produced by

Management to cover the next five years and to make recommendations to the Board in relation to it;

b) when the corporate plan is being approved by the Board, to review its implementation;

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c) to examine the draft annual budget and make recommendations to the Board in relation to it;when the annual operating budget is approved, to review its implementation during the course of the year;to examine management’s accounts of the Institute from time to time;to review banking arrangements;

d) to review financial controls;to consider other topics, as defined by the Board;to review the format of the Institute’s accounts;to identify appropriate performance indicators for the Institute’s programmes.Minutes

1. Minutes shall be kept of each meeting and circulated to all

members of the Board.

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Appendix 6

Terms of Reference: Audit Committee

1. The Chairman and members shall be appointed by the Board from amongst the non-executive Directors of the Institute and the Committee shall consist of not less than four members. A quorum shall be two members.In accordance with government guidelines and best practice, the Chairman and director-General or any executive Board member should not be members of this Committee.

2. Membership of the Committee shall cease on the occurrence of any of the following: resignation of the Chairman or member from the Committee or

from the Board; expiry or termination of the Chairman’s or member’s appointment

to the Board; cessation of the Committee; resolution of the Board altering the composition of the Committee.

Attendance

1. The Director-General, the Finance Director and the Internal Auditor shall normally attend meetings. Other Board members shall have the right of attendance. However, at least once a year the Committee shall meet with the external auditors.Meetings

1. Meetings shall be held at least four times a year.2. The secretary of the Committee shall be the Company Secretary.Authority

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1. The committee is authorised by the Board to investigate any activity within its terms of reference. It is authorised to seek any information it requires from any employee and all employees are directed to cooperate with any request made by the Committee.

2. The Committee is authorised by the Board to obtain outside legal or other independent professional advice, and to secure the attendance of outsiders with relevant experience and expertise if it considers this necessary.

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Duties

1. The duties of the Committee shall bea) to review the annual financial statement before submission to

the Board focusing particularly on(i) any changes in accounting practices

major judgmental areas;significant adjustments resulting from the audit;the going concern assumption;compliance with accounting standards;compliance with government and legal requirements.

b) to ensure the creation of an internal audit function in the Institute;to discuss problems and reservations arising from the interim and final audit;to review the auditor’s management letter and management’s response;to review the Company Statement and internal control systems prior to endorsement by the Board;to ensure coordination between internal and external auditors and ensure that the internal audit function is adequately researched and has appropriate standing within the Institute;to consider the major findings of internal investigations and management’s response;to consider other topics, as defined by the Board.Reporting

1. Minutes of the meetings of the Committee shall be circulated to all members of the Board.

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Appendix 7 Internal Audit Charter

Background:The purpose of the Internal Audit’s activities is to ascertain that the processes for controlling operations, as they have been designed and represented by the Board, are adequate and functioning correctly. This is to ensure that:1 resources are protected;2 significant financial, managerial and operating information is accurate

and reliable; and3 actions are in compliance with policies, standards, procedures, and

applicable laws and regulations.The Internal Audit will use appropriate risk assessment tools to ensure adequate coverage of corporate risks and exposures and will also consider the special needs of the Board.

Board Policy in respect of Internal Audit:

It is the policy of the IPA to maintain and support a quality Internal Audit function. The mission of the Internal Audit function is to conduct a program of continuous review and evaluation; to monitor the effectiveness of the internal controls which are in place; to provide reasonable assurance of operational efficiency, value for money and reliable financial reporting; and to ensure compliance with applicable laws and regulations at the Board.Independence and Reporting:The Internal Audit function will report to the Audit Committee directly and will have unrestricted direct access to the Committee’s Chairperson at all times. The Internal Audit function will have no operational responsibility.

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Role and Responsibilities:

The Internal Audit function is an independent appraisal function established by the Board to give assurance on the adequacy, application and effectiveness of the internal control system as a service to the Board. Its role, as part of the overall governance and control environment in the IPA is to provide audit assurance that significant operating risks are identified, managed and controlled effectively throughout the Institute. In the discharge of its role, the Board and the Audit Committee require the Internal Audit function to act professionally and ethically and to the highest standards in internal audit practice as promulgated by the Institute of Internal Auditors. The Internal Audit function will also fully adhere to the standards and guidelines issued by the Department of Finance from time to time, which will take precedence in the event of any conflict arising.

The Internal Audit function will have responsibility to:

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develop annual Audit Work Plans and submit such annual plans to the Audit Committee for approval;

liaise with the Comptroller and Auditor General as appropriate for the purpose of providing optimal audit coverage;

implement the Audit Plans as approved, including any special projects assigned by the Audit Committee or requested by the Board;

report significant issues relating to the processes for controlling the activities of the IPA and provide information concerning such issues through to resolution;

issue periodic reports to the Audit Committee addressing the results of audits conducted, summarising observations and recommendations, and management responses to the audit findings;

monitor and report to the Board, or a Committee appointed by the Board, and the Audit Committee on progress towards the implementation of agreed audit recommendations;

maintain a professional audit service staffed with sufficient knowledge, experience and skills to meet the requirements of this charter;

evaluate and assess controls at the same time as the introduction of any major changes to systems;

provide technical assistance to the Board to assist in the investigation of suspected fraudulent activity within the organisation; and

ensure the confidentiality and safe-keeping of all records and information accessed in the course of its work.

Authority:

The Internal Audit function operates under the direct authority of the Board and under the general supervision and guidance of the Audit Committee.

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The Internal Audit function must receive full co-operation and assistance from all staff and particularly from senior employees.

The Internal Audit function is authorised to have unrestricted access to all the Board’s functions, systems, records, property and personnel and also to have full and free access to the Audit Committee and the Chairperson.

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Appendix 8 Code of Conduct of Board Members

IntroductionThe Code of Practice for the Governance of State Bodies (2009) requires all State Bodies to develop and adopt a ‘Code of Business Conduct’ binding of all Members of the Board of the State Body. Such a Code is also required to be approved by the Board. Certain matters are specifically required to be included in the Code. The Chairperson of each State body is also required to affirm in his/her annual report to the Minister for Public Expenditure and Reform that Codes of Business Conduct for Directors and Employees have been put in place and adhered to.

This Code sets out in written form the agreed standards, guiding principles and obligations that inform the conduct of Members of the Board.

ScopeThe provisions of this Code of Business Conduct will apply to the Members of the Board in respect of their duties as members of the Board or as Members of any of its Committees.

Purpose To establish an agreed set of ethical principles that will govern the manner in which the business of the organisation will be conducted by Board Members

To promote and maintain confidence and trust both within the Board and with stakeholders

To meet the requirements of the Code of Practice for the Governance of State Bodies (2009).

General Principles

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Board members will at all times commit to performing their duties to the highest ethical standards in compliance with the obligations and responsibilities set out in this Code. The following principles and requirements govern the conduct of Board members in fulfilling their roles:1. IntegrityBoard members will:

Submit annually a declaration of interests statement in accordance with the Code of Practice for the Governance of State Bodies;

Disclose outside employment/business interests in conflict or potential conflict with the business of the IPA;

Not participate in discussions or decisions where there may be conflicts of interest whether or not such conflicts have previously been disclosed;

Avoid giving or receiving corporate gifts, hospitality, preferential treatment or benefits which might affect or appear to affect the ability of the donor or the recipient to make independent judgement on business transactions;

Avoid the use of IPA resources or time for personal gain or for the benefit of persons/organisations unconnected with the IPA or its activities;

Not acquire information on confidential business matters by improper means;

Not use any information obtained by virtue of their position for the purpose of any dealing (direct or indirect) in property, shares or other financial transactions.

2. ConfidentialityBoard members should:

Ensure they maintain confidentiality in respect of all information received by virtue of their position;

Note that the provisions regarding confidentiality and disclosure also apply after their term as members has ended;

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On conclusion of their term, return to the IPA all manuals, letters, notes, notebooks, reports and other material of a confidential nature.

3. InformationBoard Members should:

Support the provision of access by the IPA to general information relating to IPA activities in a way that is open and that enhances its accountability to the general public;

Respect the confidentiality of sensitive information held by the IPA. This would constitute material such as:

♦ commercially sensitive information (including but not limited to future plans or details of major organisational or other changes such as restructuring);♦ personal information;♦ information received in confidence by the IPA.

Ensure the IPA observes appropriate prior consultation procedures with third parties where, exceptionally, it is proposed to release sensitive information in the public interest;

Ensure the IPA complies with relevant statutory provisions relating to access to information (e.g. Data Protection Acts, Freedom of Information Acts).

Note: Where queries arise in relation to the release of information under the provisions of the Freedom of Information Act, these are directed to the Freedom of Information Officer.4. Obligations and ResponsibilitiesBoard members should:

Ensure that the IPA is in compliance with all applicable regulatory and statutory obligations;

Ensure that the Institute’s accounts and reports accurately reflect their business performance and are not misleading or designed to be misleading;

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Ensure that purchasing activities of goods/services are conducted in accordance with best business practice through compliance with detailed tendering and purchasing procedures, as well as with prescribed levels of authority for sanctioning any relevant expenditure;

Ensure that there are adequate controls in place to prevent fraud including controls to ensure compliance with prescribed procedures in relation to claiming of expenses for business travel;

Use all reasonable endeavours to ensure that they attend the Board and Committee Meetings;

Meet regularly, retain full and effective control over the IPA and monitor the executive management and performance;

Ensure that the Board has a formal schedule of matters specifically reserved to it for decision;

Conform with procedures laid down by the Board in relation to conflict of interest situations;

Have access to the advice and services of the Secretary of the Board who isresponsible to the Board for ensuring that Board procedures are followed and that applicable rules and regulations are complied with;

Ensure that a balanced and understandable assessment of the IPA’s position is made in presenting its annual report and accounts to the Minister for Public Expenditure and Reform;

Ensure the Board is supplied, in a timely fashion, with information which is of a suitable quality to enable Board members to satisfactorily discharge their duties;

Acknowledge the duty of all to conform to the highest standards of business ethics.

5. LoyaltyBoard members should:

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Acknowledge their responsibility to be loyal to the IPA and to be fully committed in all its business activities while mindful that the organisation itself must at all times take into account the interests of the Minister for Public Expenditure and Reform;

6. FairnessBoard members should:

Ensure compliance with employment equality and equal status legislation;

Commit to fairness in all business dealings; Value clients/stakeholders and treat all clients equally.

7. Work/External EnvironmentBoard members should: Place highest priority on promoting and preserving the health and

safety ofemployees;

Minimise any detrimental impact of operations on the environment.

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Appendix 9 Ethics in Public Office Act, 1995-2001

This ninth edition of the guidelines for public servants on compliance with the provisions of the Ethics Acts has been drawn up to take account of amendments to the Ethics Acts made by the Civil Partnership and Certain Rights and Obligations of Cohabitants Act 2010. The guidelines also take account of Statutory Instruments enacted in 2011 which prescribe certain organisations as public bodies for the purposes of the Ethics Acts and revise the designated directorships and designated positions in public bodies. S.I. 596 of 2010 and S.I. 645 of 2010 came into effect on 1 January 2011 and this ninth edition of the guidelines applies from that date. Where further regulations prescribing designated directorships and designated positions of employment have been made after 1 January, these guidelines will apply to such directorships and positions from the date indicated in either Appendix 2 or Appendix 3 as appropriate.

Where further regulations are made by the Minister for Public Expenditure and Reform after the publication of these guidelines which prescribe public bodies, designated directorships and/or designated positions of employment in public bodies, but do not make any substantive changes to the legislative requirements as set out below, the guidelines will not be revised. Any changes to the lists of public bodies, designated directorships and/or designated positions of employment will be reflected in the relevant appendix.

These guidelines deal with:• annual statements of interests;• statements of a material interest, and• requirements regarding tax clearance.

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1 Relevant legislationFor the purposes of these guidelines, the Ethics in Public Office Act 1995 and the Standards in Public Office Act 2001 are cited together as the Ethics in Public Office Acts 1995 and 2001 (the Ethics Acts).

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Ethics in Public Office Act 1995 (the 1995 Act)1. The 1995 Act established the Public Offices Commission and the

Committees on Members' Interests of Dáil and Seanad Éireann. It provides for the disclosure of interests by office holders, the Attorney General, members of the Houses of the Oireachtas, special advisers and holders of designated directorships and occupiers of designated positions in the civil service and the semi-state sector.

2. The 1995 Act also provides for investigation of possible contraventions and for publication of guidelines and giving of advice to assist compliance with the provisions of the legislation. It describes, in detail, the powers of the Public Offices Commission, the circumstances in which complaints can be made and the process by which a decision to commence an investigation would be undertaken.

3. The 1995 Act prohibits the retention of valuable gifts by office holders and amends the Prevention of Corruption Acts 1889 to 1916.

Standards in Public Office Act 2001 (the 2001 Act)4. The 2001 Act amends the 1995 Act in several respects. It provides for

the establishment of the Standards in Public Office Commission (Standards Commission) and confers on it all of the functions and powers of its predecessor, the Public Offices Commission, under the 1995 Act.

5. The principal functions of the Standards Commission, as inherited from the Public Offices Commission, are to publish guidelines, to give advice and to investigate and report in relation to possible contraventions of the Ethics Acts. These functions of the Standards Commission relate to office holders (including Ministers and Ministers of State), the Attorney General, special advisers and holders of designated directorships and occupiers of designated positions in the civil service and the semi-state sector. The same functions are discharged by the Committees on

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Members' Interests of the Dáil and Seanad in relation to members of those Houses who are not office holders.

6. The 2001 Act includes tax clearance obligations for the Attorney General and persons who are appointed to senior office [i.e., designated positions or directorships in public bodies prescribed under the 1995 Act in relation to which the remuneration is not less than the lowest remuneration of a Deputy Secretary General in the civil service (€168,000 with effect from 1 January 2010)]. Details of the requirements in this regard are provided in Part 6.

7. As compared to the 1995 Act, the 2001 Act provides for a wider range of circumstances in which a complaint can be made to the Standards Commission. A complaint can now be made to the Standards Commission not only in respect of an office holder, the Attorney General, a special adviser, a person who, at the relevant time, held a designated directorship of, or occupied a designated position of employment in, a public body, but also in respect of a person who held or occupied, at the relevant time, any directorship of or position of employment in a public body. The 2001 Act provides for immunity for complainants and establishes a basis whereby the Standards Commission can appoint Inquiry Officers to carry out preliminary enquiries into complaints.

8. Section 10 of the 2001 Act provides for codes of conduct to be drawn up for certain specified categories of person. The codes, which are published by the Standards Commission, indicate standards of conduct and integrity for the persons to whom they relate in the performance of their functions and connected matters. To date, following consultation with the Standards Commission, codes have been drawn up by the Government for the guidance of office holders, by the relevant Committees on Members' Interests for the guidance of members of Dáil Éireann and Seanad Éireann other than office

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holders and by the Minister for Finance for the guidance of civil servants. It is intended that the Minister for Public Expenditure and Reform will draw up a code or codes for the guidance of persons who hold or occupy directorships of or positions in bodies in the wider public service. The codes are admissible in any proceedings before a court or other tribunal or a Committee on Members' Interests of either House of the Oireachtas or the Standards Commission and any provision of a code that appears to any of the aforementioned bodies to be relevant to a question in the proceedings may be taken into account in determining the question.

Part 2 Introduction to the guidelines9. These guidelines for public servants have been drawn up by the

Standards Commission, after consultation with the Committees on Members' Interests of Dáil and Seanad Éireann, as required under Section 25 (1)(a) of the 1995 Act. They relate specifically to public servants.

10. Separate guidelines have been published by the Standards Commission for office holders (i.e., Ministers, Ministers of State, an Attorney General who is a member of either House of the Oireachtas, the Chairman and Deputy Chairman of each House and the Chairman of a Committee of either House or of a joint Committee of both Houses, where the Committee has been designated for the purposes of the legislation).

11. The guidelines provide information on the steps that public servants who are covered by the Ethics Acts need to take in order to comply with the requirements of the legislation. In addition to the guidelines, public servants may seek advice from the Standards Commission concerning any provision of the legislation or the application of any such provision in any particular case.

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12. Public servants must act in accordance with the guidelines and any advice given by the Standards Commission, unless by so doing they would be contravening another provision of the legislation.

13. Where requested, advice must be provided by the Standards Commission within 21 days or, alternatively, it may decline to give advice. Ideally, to eliminate any risk of misunderstanding, requests for advice should be made in writing (including by e-mail to [email protected]). Normally, the Standards Commission will provide, or confirm, all advice of a substantive nature, in writing.

14. When a request for advice is made to the Standards Commission as referred to in paragraph 11, the provision concerned of the Ethics Acts will not, as regards the person who made the request, apply in relation to that person during the period from the making of the request to the time when the advice is given or the Standards Commission declines to give advice.

15. These guidelines will be admissible in any proceedings before a court or other tribunal or a Committee on Members' Interests of either House of the Oireachtas or the Standards Commission and any provision of the guidelines that appears to any of the aforementioned bodies to be relevant to a question in the proceedings may be taken into account in determining the question.

16. A number of key terms arise in the legislation and in these guidelines and a list of definitions from the legislation is provided in Part 8.

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Appendix 10 Code of Conduct for Institute

The Code of Conduct of the Institute of Public Administration is based on the principles of fairness, loyalty, integrity, legality, confidentiality and good customer service. The objectives of this code are to:

establish a set of ethical principles for board members and employees

promote and maintain confidence and trust in the Institute, in all its businesses and in its employees

ensure that all of the Institute’s business is transacted with integrity.

The Code of Conduct set out in this document is consistent with the Institute’s vision

We will be a nationally and internationally recognised organisation that champions best practice in public administration and management, thereby contributing to a public service that operates to the highest standards. We will attract and retain staff who are committed to our vision of a learning organisation, and provide an environment where they can express their talents fully in support of it.

The Institute is committed to the values expressed in the Code of Practice for Governance of State–Sponsored Bodies. It aspires to be honest and ethical in all of its operations and dealings, to adhere to the highest accepted standards of corporate governance and to behave responsibly towards the health, safety and welfare of its employees. The Institute acts and operates through its board and staff and therefore will ensure that they behave to the standard that is required to enable the Institute achieve its aspirations. This will

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require fairness, loyalty, integrity, legality, confidentiality and good customer service.

The Institute is committed to its relevant responsibilities to the wider community – respecting the environment and its obligations to its neighbours. We are particularly cognizant of our aspired role as promoters of best practice in public administration and the implications of this vision for our own behaviour.

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FAIRNESS

The Institute is at all times committed to fairness in all its business dealings and in its dealing with its employees. This requires that each employee must be fair in each of their individual dealings with customers, suppliers and fellow employees.

We undertake to compete vigorously in our business dealings but also ethically and honestly.Competitive tendering shall be the normal procedure in our procurement processes. The institute shall operate a procedure detailing prescribed levels of sanctioning for relevant expenditure. The Institute is committed to compliance with the Prompt Payments Act.It will be standard practice that the disposal of Institute assets or the granting of access to its property or infrastructure for commercial arrangements, with an anticipated value at or above the level of €70,000 should be by auction or tendering process, other than in exceptional circumstances, such as sale to a charitable body.

A record of all disposals with a material value to board members, staff or their families or connected persons will be noted in a register kept for this purpose.The Institute recognises that fairness requires compliance with all equality legislation and that bullying or sexual harassment can never be tolerated from any employee and it will act to ensure compliance in these areas.

LOYALTY

Board members and staff owe loyalty and commitment to the Institute in all its business activities.

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Staff should not engage in or support an outside activity or organisation which is competing with the Institute. They should ensure that any of their outside activities do not in any way impair their ability to give regular and punctual satisfactory service to the Institute and that they will support colleagues in matters relating to the Institute’s activities. Loyalty requires that the interest of the Institute is put first. In practice, board members and staff should avoid circumstances where their loyalty to the Institute is, or might be, capable of being interpreted as being compromised. The most practical example of such circumstances is the receiving or giving of inappropriate gifts.

Staff should not seek or accept, directly or indirectly, any payments, fees, services or loans from any person or business entity that does or seeks to do business with, or is in competition with the Institute. This does not, however, prohibit staff members from receiving compensation for outside services where such outside services will not affect the impartial discharge of their duties or obligations to the Institute, and where the nature and extent of the services to be rendered has been fully disclosed to the Institute.Staff are not permitted to give or receive gifts, favours, hospitality services, payments, privileges or preferential treatment of any kind or nature whatsoever to or from any individual, enterprise or organisation which conducts or seeks to conduct business with the Institute or which competes with the Institute unless

to do so would not affect or appear to affect the staff member’s ability to make independent judgement on business transactions

to do so would be consistent with good business practice within the relevant industries

public disclosure of the transaction would not embarrass the Institute

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to do so would impose no obligation on either the employee or the Institute.

Board members will use reasonable endeavour to attend all board meetings.

INTEGRITY

The principle of integrity demands that each staff member should be open, truthful and honest in all dealings with the Institute and in all business dealings or transactions on behalf of the Institute. There should be no conflict of interest between the work of staff members in the Institute and any outside personal interests. Equally, members of the Institute board are committed to this principle. A conflict of interest situation arises where a staff member has an interest and where the Institute, whether through that individual staff member or through other staff members, is transacting business with an organisation in which the staff member has an interest. This would apply to all transactions of whatever size or scale and would include the purchase and sale of goods or services by or to the Institute and all aspects of each such transaction. Staff should not conduct business on behalf of the Institute with any relative or with any business entity with which the staff member or relative is associated, except where such dealings have been fully disclosed to the Institute and specific written approval has been given.Board members and staff are committed to taking all appropriate steps to prevent fraud including adequate controls to ensure compliance with prescribed procedures in relation to claiming of expenses for business travel.

LEGALITY

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It is the Institute’s policy to comply with all relevant statutory and regulatory provisions, and at all times to adhere to best business practice in all its operations. Staff members must conduct themselves so as to enable the Institute achieve its objectives in that regard and in particular each staff member should

comply with all Health and Safety Regulations and Safety Statements in their day-to-day activities

comply with all internal regulations and procedures designed to prevent fraud or injury to persons, the property of the Institute, or the interest of the Institute generally.

The Institute will take all necessary steps to ensure that our accounts and reports accurately reflect our business performance and that they are not misleading or designed to be misleading. Equally, we will engage appropriate external expertise to maintain a properly constituted internal audit function.We will ensure that we are compliant with the tax clearance requirements set out in the Department of Finance Circular of 30 July 1991 (F 49/13/87).

CONFIDENTIALITY

In the course of employment, information in relation to the Institute becomes available to board members and staff, and some of that information may be confidential to the Institute. Such information should never be used for personal benefit. Confidential information on the Institute or its clients should not be disclosed to third parties.Staff should respect the confidentiality of information received from those with whom the Institute does business and should ensure that no improper use of such information is made.

It is the Institute’s policy to comply with the requirements of the Data Protection Act.

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CUSTOMER SERVICE

We take all steps necessary to ensure that we have clean, accessible public offices that comply with occupational and safety standards and, as part of this, facilitate access for people with disabilities and other specific needs.We will take a proactive approach to providing information that is clear, timely and accurate. Board and staff are committed to providing access to general information regarding the Institute’s activities in a way that is open and that enhances our accountability.We will deliver our services with courtesy, sensitivity and the minimum delay, fostering a climate of mutual respect between provider and customer, with an accessible transparent process to deal with complaints about the quality of the service provided.The Institute will ensure that staff are recognised as internal customers and that they are properly supported and consulted with regard to service delivery issues.Our business dealings will be underpinned by a quality customer service action plan.

REVIEW

This code will be reviewed as part of the rolling corporate planning process in the Institute.

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Appendix 11 IPA Procurement Policies and Procedures (Abbreviated Version)

The full detailed IPA procurement procedures are available from the Director of Finance and Support Services on request.

Quotes/ TendersAll goods and services over €300 and up to €1,000 require three

verbal quotes. Any item over €1,000 and up to €5,000 including the rates of VAT applicable will require three written quotes. All three quotes, including the lowest or chosen one should be filed, together with a copy of the purchase order and/or delivery docket where appropriate. Copies of quotes should be attached to invoices when submitted for payment. Any goods and services greater than €5,000 inclusive of VAT should go to a formal tender process. For November 2011, the e-tender website should be used for tendering (value greater than €5,000 generally); in particular for any items of in excess of €25,000 in any one year (must be used)..

Authorised Spending Limits

Director General €150,000Assistant Director General € 80,000Director of Finance and Support Services € 50,000Training Directors € 50,000Senior Specialist (G2) € 20,000Line Managers € 10,000

Ordering : E-Series Purchase Order (e-po) System

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All divisions must ensure that all items are procured using the e-po system, unless previously agreed with the Director of Finance and Information Systems.The main issues to be aware of when using the e-po system are:

Responsibility To Raise a Purchase Order (PO)

While most purchasing is carried out by the administrative support staff in each business unit, there are occasions where some expenditure might be initiated by specialist or management staff. It is the responsibility of each business unit to ensure that any expense item is properly recorded on the system. Each unit is asked to put appropriate procedures in place to ensure that purchase orders are correctly recorded and authorised.

PO Expense Items

All expense items require a PO with the exception of items that are procured regularly (e.g. weekly or monthly) such as accredited lecturers or ESB charges. Corporate Express stationary orders will continue to be purchased through Office Services in the usual way.

If there is any doubt, each unit is requested to seek clarification from the Finance Office.

GRN POWhen goods/ services have been received, the purchase area must update the order on the e-po system to this effect. This process is termed ‘GRN’ on the e-po system. Failure to complete the GRN update will delay invoice processing and payment.

Invoice Authorisation

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Before an invoice can be paid, the related PO must be approved. Except in wholly exceptional circumstances, the PO must be authorised before the goods are delivered, or at the time ordering. In any event, payment cannot be progressed unless both PO approval/ PO GRN have been completed.

Mis-match Between Value on the PO and Invoice

Where the cost is estimated at the time of entering the PO or where the final invoice differs from the amount on the PO, the invoice will be sent to the Business Unit in the usual way for review/ approval.

All supplier invoices are to be directed to Accounts Payable Section in Clonskeagh. Where a PO is authorised and its details exactly match that on the final invoice, the payment will be made.

All official orders and copies show the following

(a) The name and address of the supplier to whom the order is

Issued.

(b) The name and business unit of the person requiring the goods.

(c) Email internal reference number for tracing purposes if required.

(d) Address of delivery if different from the printed address.

(e) Description, quantity, nature and price of goods and services

ordered together with reference to a quotation / contact / supplier price.

(f) The signature of the authorised holder of the order books and date of order..

(g) Delivery conditions where required

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(h) Appropriate expenditure code.

Verbal Orders - While it is often necessary to quote orders on the telephone to suppliers to expedite delivery, the official purchase order must always be issued at the same time and sent either by post or to the supplier to confirm the verbal agreement.

E-mail Internal Orders - This system was set up to facilitate the purchasing of stationery supplies by the Institute. Requests for goods and services are made to the Office Manager on an email internal order requisition system. Staff will be authorised to place such orders with the approval of their Unit Manager or Supervisor. Spending Limits for Purchase Orders - The spending limits set out above also apply to purchase orders.

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Tax ClearanceAll contracts, consultancies and the buying and hiring of goods and services, the cumulative value of which exceeds €6,500 in any 12 month period, are subject to Tax Clearance Procedures. The €6,500 threshold is inclusive of V.A.T.

Tax Clearance Certificates are to be requested from, and supplied by , all such suppliers prior to the issue of any contract or purchase order by the IPA

Prompt Payments Prompt payment regulations ensure that all Public Bodies, and contractors on public sector contracts, pay amounts due to their suppliers promptly. An automatic entitlement to an interest payment is provided for in respect of amounts due but not paid within 30 days, unless otherwise agreed.

Certification of Invoices Certification of invoices will not arise where an electronic purchase exists and where the invoice amount matches that in the purchase order. In other cases, before submitting an invoice or any account payable to the Finance Department the following instructions must be carried out.

a) The invoice must be clearly stamped and the information required in the stamp fully completed.

b) The invoice must be coded correctly to the business unit or cost centre concerned.

c) The invoice must be approved for payment at a level appropriate to the spending limits set down.

d) The person ordering the goods or services must recommend the invoice for payment.

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e) The invoice cannot be approved and recommended by the same person.

f) All appropriate documentation must be attached to the invoice before sending to the Accounts Department. This may include:

g) A copy of the official purchase order.

h) A delivery docket / advice note.

i) A credit note.

j) A copy of the estimate for tender as maybe appropriate.

k) A copy of the tender or estimate report as may be appropriate.

l) A Tax Clearance Certificate, as appropriate

m) Details of retention held and for how long.

n) Details of release date of retention.

o) Information / documentation re. warranty.

Invoices should be returned to Finance on time to allow that payment be made within the 30 day prompt payment limit. Auto-Payments - The Institute has an auto-bank payments facility for suppliers. This involves each supplier providing bank details (bank sort code and current account number). Creditor Accounts - All new creditor’s accounts require the prior-approval of the Director of Finance and Information Systems.

Payment Authorisation Cheques and auto-payments require two authorised bank mandated signatures.

Cheque ReceiptsWhere no other lodgement arrangements have been made, all cheques for payment of sales invoices must be forwarded to

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Finance on the same day of receipt with supporting documentation.

Stock ControlThe main areas of stock within the IPA are Publications (Books) Library (Books, Periodicals)Stationary stocks are no longer maintained. Stock control systems are in place for Publication and Library items. Where appropriate, stock-takes should be carried out on a quarterly basis.

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Appendix 12 IPA Finance and Accounting ProceduresSection 1 The IPA’s Finance SystemThe Institute operates a financial accounting package, Integra (from IB Solutions), along with a relational database query and reporting system, Crystal. The Integra finance package is an Oracle based application bespoke system with an integrated financial (Statutory) and management accounting set-up. This system integrates the key financial modules of

General/ Nominal Ledger Creditor Control Electronic Purchase Ordering Debtor Control Sales Order Processing Stock Control E-Travel and Subsistence Fixed Assets

All modules are supported by the IPA’s IT consultants, IB Solutions. An annual maintenance agreement is on place whereby both maintenance and consultancy support services are provided.

The Crystal package has been designed to integrate into the accounting package and allows the production of more detailed and non-standard reports. For example, the monthly management accounting reports are produced using the Crystal system.

A full system back up of data files is taken on a daily, weekly and monthly basis by the Finance and Information Systems Division staff.

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Chart of Accounts

The Integra system facilitates analysis of the Institute’s financial information under a number of headings. The categories currently adopted are

Division Business Unit Activity Product/ Service

The chart of accounts reflects the above arrangement (Reference Appendix A – Copy of Chart of Accounts). The main divisions are Management and Organisation Development, Sectoral Services, the Central Training Unit, Overseas, Education, Research, Publications, Finance and Information Systems, and HR/Office Services.

The divisions/ business are designated by the first two digits of the code (05 to 99). The nature of the transaction (income, direct cost, salary pay, overhead, balance sheet items) is designated by a single digit (1=income, 2=direct costs etc). Product codes are given three digits, and the type of expenditure is a two digit extension. The ‘activity’ analysis is termed an ‘organisational view’ in the system and is tagged to each product/ service as appropriate.

For further details on the technical nature of the system, please contact the Institute’s Director of Finance and Information Systems.

Section 2 Salaries and Wages

Introduction

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The Institute’s operates an integrated wages and salaries system within Integra. Therefore it is supported by IB Solutions.

The staff payroll administration is processed in three main categories, namely,

Monthly salaries Weekly wages Monthly Pension paymentsSalary and wages payments are made through the Institute’s payroll system directly into the staff personal bank account.

The out-of-pocket expenses will usually fall into three categories:

Travel Subsistence Other miscellaneous expenses incurred

Travel and subsistence (T&S) payments are made through the Institute’s electronic T&S system within Integra.

Payroll Administration – Rates of Pay

Rates of pay are generally at the Institute’s pre-defined staff grades (DG, ADG, ED, Grades 1 to 6, EA and Services Officer). Each grade has a link to an analogous civil service grade, and usually track movements in that grade.

Payroll Arrangements

Weekly wages are paid every Thursday, one week in arrears. Monthly salaries are paid on the last Thursday of every month, one month in arrears.

Annual Pay Increments

Each pay scale consists of a number of annual increments. New appointees are normally placed on the first point of the relevant scale,

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unless otherwise agreed. Increments are paid in either March or September, depending on the date of appointment.

Annual Leave Pay Advances

Staff may request an advance payment where the normal payment date falls during a period of annual leave. Applications should be made to the HR Office in the first instance.

Christmas/ New Year Pay Arrangements

For the Christmas/ New Year, generally, weekly wages are paid three weeks in advance in mid-December, recommencing in the first week of January. Monthly salaries are paid a week in advance in December and January.

Sick Pay

Social welfare benefits to staff received during prolonged periods of sick leave must be notified to the payroll section so that appropriate deductions can be made. Long-term sick pay under the Institute’s income continuance scheme is paid at a reduced rate by the Institute (The IPA recoups the payment from its insurers).

Full details of the Institute’s income continuance scheme can be found in section 14 of this handbook.

Tax Credit Certificates, P60/ P45

The Revenue Commissioners provide tax credit certificate details in respect of each staff member directly to the Institute’s Payroll Section at the beginning of each tax year. Copies of these tax credit certificates are issued to staff by the Revenue. Any changes in tax credits during the tax year will be notified to the payroll section by the Revenue.

Other pay and PRSI tax certificates (e.g. P60, P45) are prepared by the payroll section, and issued to staff as appropriate.

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Deductions from Pay

Other than the statutory tax deductions, a range of deductions is made available to staff including group health insurance scheme (VHI), staff computer loans, union subscriptions, staff savings schemes (TSB), annual public transport tickets (easi-travel) and the company Christmas draw. Applications for each of these should be made to the HR Office in the first instance.

Details of pension deductions can be found in Section 13 of this handbook.

Overtime Pay

Overtime must be pre-approved by a supervisor, recorded on an overtime form (available on the Institute’s intranet) and subsequently authorised. Overtime worked during the normal week (i.e. Monday to Friday) commences at 17.30 for full time staff. In any one week, the first four hours are calculated at time and a quarter, the next six hours at time and a half and any hours after that at double time. For weekend overtime, Saturday hours are calculated at time and a half up to 13.00 and double time from 13.00 onwards, while Sunday and bank holiday hours are all double time.

The above rates apply to part-time workers who qualify for overtime. However, part-time workers have one additional type of over-time i.e. time outside the person normal hours but within the normal working day i.e. 0915-17.30. These hours are paid at basic rate i.e. hourly rate of pay.

Overtime claims must be submitted to the payroll section by the following Monday evening for payment.

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Travel and Subsistence (T&S) Administration

Travelling and subsistence allowances are payable only in respect of necessary business journeys from the Institute. All travelling journeys should be planned so as to reduce the total amount of travel to the minimum. As a general rule, private cars should be used only where equipment must be carried to a venue or where there is no other reasonable public transport option. Where more than one staff member is travelling to the same venue, consideration should be given to the possibility of car-pooling. Return tickets, contract, season or other inexpensive tickets should be used wherever a saving in travelling expenses can be secured.

The rates of travel and subsistence are the same as those payable within the civil service. These rates have been agreed with the Revenue Commissioners, and do not attract any personal taxation.

Applications for T&S

The Institute’s T&S system is the electronic ‘Integra’ system. This system is managed by the Institute’s Finance Manager. Each member of staff, as appropriate, is allocated a user name and password upon request. So as to use the system, details such as the car type/ engine size, insurance cover must be made available for upload. Instruction on how to use the system is provided when a staff member is first given access to the system.

The details of the mileage rates, the subsistence rates (5 hour, 10 hour, overnight etc) are available on the T&S system. The subsistence allowance payable is not intended to meet the whole cost of subsistence

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when absent from home and headquarters and is not intended to be a source of additional payment or profit.

The basis of payment of travel expenses by the Institute entails a two-part allowance:

a) For running costs, to cover petrol, oil maintenance and repairs.b) For overhead costs, to cover depreciation, loan interest, insurance,

road tax and garaging.

It should be noted also that calculation of mileage rates is based on the premium rates for comprehensive insurance.

Point of Departure

All official travel should be by the shortest practicable routes and by the cheapest practicable mode of conveyance, bearing in mind the nature of the business being transacted. In T&S terms, the point of departure (or deviation) is used for the mileage calculation and is the point where the journey began. For example, a member of staff living in Wicklow town and travelling on official business in Wexford, can only claim mileage from the point the journey began (Wicklow) and not from head office.

Motor Insurance

For any staff member to use their private car to do official business travel, he/she must sign an annual declaration to the effect that the insurance on their private car covers all general business use, not involving the carriage of goods or equipment. The declaration form is available on request from Finance Manager. This should be completed and returned annually. The Integra T&S system will flag the renewal date to staff claiming expenses on an on-going basis.

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Appropriate insurance cover is a legal requirement under Road Traffic legislation, and as such, must be in place, without exception. Goods and equipment, which are the property of the Institute, are insured under the Institute’s ‘All Risks’ policy against damage, loss or theft wherever it may occur. Members of staff have, therefore, no insurance responsibility for such property.

For individuals who may be required to do very little business travel in their private car (maximum two journeys per year), the Institute has arranged with its insurers, Irish Public Bodies Mutual Insurances (lPBMI), to provide short term journey insurance cover. Details available from the Office Services Manager or the Finance Manager. The Institute pays salaries on a weekly and monthly basis. General administration and services staff are paid weekly, while management staff are paid monthly.

Payroll ProceduresThe payroll system records all staff salary and tax details by individual, and makes the net payment to the individual’s bank account through the direct payments facility. (A system backup of payroll is carried out on a daily, weekly and monthly basis).

The other gross to net deductions are recorded separately and are processed through the IPA’s accounting package, Integra.

The initiation of most payroll transactions is from the Personnel section by way of what is termed a ‘pay action’. Pay actions cater for

An employee joining/ leaving the Institute Annual Increments paid Promotions to existing staff

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Changes in an employees status (e.g. full time to term time etc) New Pensioners

Other pay actions are prepared by the individual sections and include Overtime payments Lecture fee payments

It should be noted that all payment authorisations originate in sections are then checked and authorised by the Director of Finance and Information Systems for correctness, probity and appropriateness.

As the payroll system is fully integrated, month-end journal posting to the general ledger are automated.

Section 3 Debtors

Introduction

The Institute generates approximately 80% of its revenue in sales invoice fees each year. While the Integra accounting system records all invoices and income figures, each business unit generates the initial sales details. For example, Integra’s ‘sales order processing’ module generates the invoices for the Publications Division.

The main procedures in the debtors control area are Automatically transferring Training sales invoices from the TAMS

system onto Integra. Automatically transferring Publication sales invoices from the SOP

module in Integra to the general ledger. Posting of all other manual invoices to the debtors control accounts in

Integra Reconciliation and posting of all cash received into the Institute’s

bank accounts On-going monitoring and follow-up of the aged debtors ledger

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Recommendation of debtor write-offs as appropriate

Accounting Treatment

Invoice payments are recorded on each debtors account as appropriate in the debtors module in Integra. Any reconciling item lodged directly to the IPA’s bank accounts are recorded in the Integra account as a journal posting.

Cash LodgementsAll cheques received by the IPA are recorded on the daily lodgement schedule, posted t o Integra’s debtors ledger via the cash allocation option. The cash lodgement schedule total must match the bank lodgement docket total that issues daily to the bank.

Integra Procedures for Inputting Debtor Accounts

These procedures relate to the inputting of invoices onto the Integra accounting package and are available from the Finance and Information Systems Division. Procedures such as invoice input, documentation allocation, cash/ cheque procedures and publication arrangements are explained. The Institute’s cheque register / bank lodgement arrangements are also explained. The Institute’s tax clearance certificate is also held here.

Section 4 CreditorsIntroductionAll payments are recorded and paid through the Institute’s creditors ledger in Integra. During 2006, a new electronic purchase order system (e-po) was implemented that requires all business units to raise purchase orders for expense items, as appropriate.

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Similar to the accounting arrangements for the Debtor system, invoices are posted to a creditor’s account, and when a cheque is raised, the payment is recorded in the Payments account. Other direct payments such as salaries and wages are recorded at the time of completing the payroll journal.

Full detailed Integra procedures are available from the Finance and Information System’s division.

Entering Invoices in Integra (Prior Procedures)

Invoices received through internal and external post are date stamped, checked for VAT number if applicable and entered in the Invoice Register in Integra (See Entering an invoice in the Invoice Register)

Invoices with the appropriate PO number and match exactly with that PO’s details (and have a ‘GRN’ status) are processed for payment. Otherwise, they are sent to the business units for processing/ approval. These invoices are sent in the internal post to the appropriate person for coding and approval.

When the invoices are received back they are checked for compliance the Institute Procurement Policies and Procedures as follows:

Is the approved amount for payment within the spending limit of the authorising signatory?

Has the invoice been coded with a valid code? Are clearly relevant documents attached (e.g. delivery note, quote,

tender) Are we in possession of a current Tax Clearance Certificate for the

supplier?

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If the invoice does not comply with the above it is then returned to the relevant person with a memo stating the additional information required for the invoice to be passed.

Prompt Payment Procedures An Crystal report is run prior to weekly cheque payment run which

identifies all invoices over 30 days old and calculates interest at the daily rate.

To identify invoices that are about to incur interest, the report can be run prompted by a future date (i.e.the next cheque run date).

When the report is produced any invoices on which payment is being withheld for a particular reason are noted and interest payments are not made on these.

Interest payments are made on the remaining invoices after verifying with the authorising signatory on the invoice whether there was any justifiable reason for late payment.

Procedures for Lecturer Payments

Invoices checked for PPS numbers, that the amounts are correct, and that the codes are correct.

Signed by authorised officer. Stamped with accounts reference number. Totalled and given batch number. Cheques and invoices checked by supervisor and signed by authorised

signatories.

Creditor Statement Reconciliations The credit controller will reconcile Creditor Statements with the Institute’s records and maintain a copy of the reconciliation on file. The finance manager will carry out a random check of these statements and counter sign to evidence checks.

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Section 5 Bank ReconciliationOn a monthly basis, the Integra bank account (consisting of the Lodgement Clearing Account, the Receipts Account and the Payments Account) are reconciled to the Institute’s No.1 bank account. Other bank accounts (Grafton St and Deposit Accounts) are also reconciled monthly if required

The reconciliation work is currently carried out using an electronic download of the monthly transactions and is manually reconciled to the Bank Statement. Full automation has proved unnecessary.

Section 6 Stock Control

The main stock holding areas within the Institute are

Publications and Stationery

The Institute operates integrated ‘sales order processing’ (SOP) and ‘stock control’ modules through its Integra accounts package.

Publication Stock All SOP transactions when posted are automatically recorded on this account. The Institute uses a standard costing system for stock valuation purposes.

Each book is recorded as a ‘product’ on the system, and the following are recorded on the system for each product

Stock receipts Adjustments (quantity or value) Sales/ issues Stock status (i.e. inventory)

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Stationery StockThe Institute has out-sourced its stationary supplies and no-longer holds any significant stationery stocks. A residual value of approx. €3,000 is still to be dispersed.

Section 7 Fixed Assets

Procedures for the Purchase and Control of Fixed Assets

Introduction

One of the responsibilities of Finance and Information Systems is to maintain a register of fixed assets held by the Institute. In practical terms fixed assets are items purchased for long-term use by the IPA, including building structures, computer equipment (e.g. PCs, printers, scanners), software, fixtures and fittings (e.g. filing cabinets, desks, chairs) and library books.

The aims of the register are:

to help safeguard the assets in our stewardship; to maintain an accurate valuation of the assets in our financial

statements.

The Institute has an new integrated fixed asset register system.

Asset Procurement

When coding purchase invoices, it is necessary to distinguish those items that are either revenue expenditure or fixed assets. The majority of fixed assets are purchased by either Office Services or IT Support, who are allocated capital budgets for this purpose.

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Location of Asset

When coding a purchase invoice for an asset, the planned location of the asset should be noted. For fixed asset purposes, the location is given by

Lansdowne (L) or Clonskeagh (C), and Room Number

It is planned that every quarter, Finance and Information Systems (FIS) will follow up on each purchase with identification tags indicating its location, and description.

If any movement of fixed assets takes place, from one room to another, on a permanent basis, then FIS must be informed so that the register and the identification tags can be updated.

Removal of Equipment

Where items of equipment are to be removed temporarily from the Institute, it is essential that written authorisation is sought from FIS (an email would suffice). Notice must also be given of the asset number, description, person responsible, where the equipment is being taken to and the dates when it is to be off-site. This is to ensure that control is maintained on all assets of the institute and that items remain fully covered by insurance during this period.

Disposal Procedures

As a matter of internal control, the easiest and only practical procedure is that all disposals are authorised by the section head and immediately notified to FIS. This will also ensure a uniformity of

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policy throughout the Institute, as in many instances the disposal of assets to say, a charitable institution or to employees is a matter of public or employee relations.Disposals are made by one of six methods

use within the Institute return to the suppliers direct sale to an outside company sale to employees donations to other educational and charitable institutions some combination of the preceding methods .

(1) Use within the InstituteThis is always the most profitable form of disposal. Where equipment is relatively new, the return is practically 100%, whereas returning to suppliers as a sale or trade - in will at most be 70 -75% and sales to dealers about 25% .

(2) Return to the SuppliersShould no interested party be found within the Institute, then the next best alternative is to return the equipment or material to the suppliers. This can be accomplished either as an outright sale or as a trade - in against present or future purchases. Trade - in values are usually much higher than an outright sale.

(3) Direct Sale to an Outside Company or InstitutionSales to other institutions or firms depend primarily on the condition of the equipment, pricing considerations and the availability of similar equipment from other sources.

(4) Sale to Employees

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As a matter of good employee relations, the institute can sell certain redundant materials and equipment to employees. In many cases it may be easier and less expensive administratively to give items of little or no value, to employees, at no charge (Note WEEE Directive costs). To ensure complete impartiality among employees and uniformity of policy, all disposals to employees should be made through the appropriate section head, in consultation with the Director of Finance and Information Systems.

(5) Donations to Educational and Charitable InstitutionsThe equipment primarily involved here are office and computer items. There is a demand from institutions for computers and printers, which, obsolete for IPA purposes, are still capable of running the basic programmes and word - processing.

Donations in this area are very much encouraged as, besides the obvious public relations for the institute, the benefits to the people concerned far outweigh any financial return IPA would obtain from an alternative disposal method. Activities in this area should be co-ordinated through Finance and Information Systems.

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(6) Depreciation PolicyDepreciation is provided on the bases and rates stated below, which are estimated to reduce the assets to realisable values by the end of their expected working lives.

Freehold buildings 2% Straight LineShort Leaseholds 2% Straight LineFurniture and Fittings 5% Straight LineEquipment 10% Straight LineLibrary Books 20% Reducing BalanceOffice Machines 25% Straight LineLeased Assets 33.3% Straight LinePrefabricated Buildings 33.3% Straight Line

Depreciation commences in the year in which the asset is brought into use.

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Appendix 13 Sales Invoicing Procedures

Section 1 IntroductionThe Institute’s Sales Invoicing Procedures defines in detail the policies, procedures and practices to be followed by all staff involved in generating sales invoices on behalf of the IPA.

The primary objective of the manual is to serve as a guide or handbook. It is intended to provide practical reference information to assist in ensuring that the Institute’s billing systems operate to the highest standards.

As well as providing guidance on correct invoicing and billing, these procedures also give assurances on how the IPA manages the related control risks (ref. Section 2 and 7 for details).

Any comments or suggestions on how to improve this manual should be made to the Director of Finance and Information Systems.

Section 2 Risk Management In order to provide assurances on business risk assessment and risk management, the IPA’s financial procedures have all been reviewed and updated so as to comply with ‘Risk Based Internal Audit’ requirements.

Internal control questionnaires (including ICQ sub-systems, compliance tests and risk identifier templates) as supplied by Internal Audit have been used to ensure that all relevant risks are assessed and appropriately managed.

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Section 7 at the end of these procedures assesses the procedures per these risk ICQ’s.

Section 3 Sales Systems

General Comment

Sales Invoices

Sales invoices issued on behalf of the Institute should generally contain the following information

Client name, address, account code and PURCHASE ORDER NUMBER, where appropriate

Institute’s name, address, telephone number, VAT number and logo Date Terms of payment – latest should be 30 days Description of services/ goods provided (related course reference,

dates and venue, if required) Unit cost and participants/ products, if applicable VAT calculation Coding Currency – Euro € Signature of staff member issuing the invoice, as appropriate.

All sale arrangements are expected to be on a 30 day term, and only in exceptional circumstances should these terms be exceeded. Any such arrangement must be notified to the Director of Finance and Information Systems for debtor control purposes.

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For Local Authority invoices, it is now a requirement for the new Agresso financial system that all IPA SALES INVOICES include a LOCAL AUTHORITY PURCHASE ORDER NUMBER. Otherwise,

significant delays may be experienced in receiving payment.

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Credit Notes

Credit Notes issued on behalf of the Institute must contain the following information

Client name, address and order number Institute’s name, address, telephone number, VAT number and logo Reference to related invoice Description of service good provided Unit cost Coding VAT calculation Currency – Euro €

Where applicable, reference should be made to the related invoice/ transaction resulting in the credit note, and the reason for the credit note. In Integra’s Sales Order Processing (SOP), this facility is provided within the system for both stocked and non-stocked items. To comply with separation of function requirements, all credit notes must be prepared by administration and approved (with signature) by the business unit manager.

Sales Systems

The Institute’s invoicing systems include Integra Sales Order Processing (SOP) Management Information and Administration System (TAMS) Student Information and Administration System (SIAS) and Manual Systems

Integra Sales Order Processing (SOP)

The Institute’s Publications Division currently use the Integra Sales Order Processing module for its invoicing requirements. The main types of invoices issued include those for

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Yearbooks Logos and Photos Administration Books Membership, and Consultancy

SOP differentiates between each of the above through the use of ‘product’ codes with related product stock nominal codes, with the exception of Membership which has a different cost centre.

There are three general document types in SOP, namely, Cash /Credit Cards, Invoice Sales and Complimentary/ Reviews, which cater for each type of sale.

When an order is received and inserted into the system with details of the product, the sales administrator, the delivery address etc., the system confirms the availability of free stock, and allocates this to the order. The remaining elements of the transaction are

SOP Order is printed A dispatch note is issued to Stock Control Dispatch note is printed for the order Invoice is then printed Invoice is posted to Nominal Ledger

For more detailed procedures, please refer to the Publications procedure manual.Training and Administration System (TAMS)The TAMS system facilitates the booking and invoicing of the activities of the Institute’s Training Division, which in the main relate to training

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courses and consultancy. The core elements of data held by the system can be summarised as follows

Client MaintenanceCourse MaintenanceEmployer MaintenanceSpecialist MaintenanceVenue MaintenanceBusiness Unit Maintenance Business Sector & Sub-Sector MaintenanceSpecialist RatesCourse FeesRegion, Market, Nature of Business MaintenaceEvent Entry, Scheduling, Management and CodeCourse RegistrationSpecialist ManagementSpecialist TimetableEvent SheetsEvent DocumentsInvoicing Course Fees

Each Business Unit generates the original invoice with Customer Purchase Order number, which is issued to the client. The system is integrated into Integra FMS, and each batch of invoices is brought across daily onto the Sales Ledger, and automatically posted. The system ensures that invoices issue in chronological order.

Sales invoices should be issued when they are immediately due. For a training course, the invoice should issue at the commencement of the event, as those attending can be confirmed at that stage. Cancellation fees should

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be invoiced when due. For consultancy, while it depends on the nature of the work, generally invoices should issue on a monthly basis in arrears.

Many of the Institute’s clients are subject to the Prompt Payments Act (PPA), therefore the stated 30-day credit period for payment automatically applies.

The Finance and Information Systems (FIS) Section carry out a review of the weekly event sheets as a secondary check to ensure that invoices are issued on a timely basis.

The Training Administration and Management System (TAMS) provides for integration of training sales invoicing and the finance system.

Student Information and Administration System (SIAS)

The SIAS is the administration system for the Institute’s Education Division. It maintains student records and the related billing details. The core elements of data held by the system can be summarised as follows

Student RegistrationCourse RegistrationExemptionsCourse Books and NotesFee Calculation and BillingPayment RecordsExam Registration

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Detailed procedures for operating this system are available in the Education Division.

It is important to note that a reconciliation of student payments on the SIAS system to the FIS Section records is completed for each academic year. Education lodgements are recorded in a FIS Schedule under their respective categories (namely, Tuition Fees, Seminar Fees, MA Public Management and miscellaneous) and by payee. The payment details recorded on SIAS are then reconciled to this schedule. This occurs at least once after each academic period.

An additional daily reconciliation arrangement is now in place between Education and Finance and Information Systems Division, where the Debtor Controller uses the SIAS system to reconcile student fee bank lodgements with the SIAS records.

Manual Systems

There are a number of instances where the SOP, TAMS and SIAS systems are not used for invoicing. Examples of where this occurs include

International Services Unit - all invoicingRecoupment of miscellaneous amounts e.g. CTU invoices, seconded salaries etc.

In this instance, a manual invoice is prepared with all the details as set out above, with a unique identifying number, and issued to the client for payment.Credit Card PaymentsThe IPA accepts credit card payments for all types of sales invoices. The main systems of receipts include

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1. Credit Card Machine: The IPA has three credit card processing machines – one each in Publications, Education and Training.

2. IPA Website Click Pay: Publications accepts book purchases on line using the Realex click pay system.

3. Manual receipt: A credit card can be accepted for payment manually provided the IPA staff member is satisfied as to the accuracy of the details – the name of the card holder, the type of card, the card number, its security code and its expiry date. The payment should then be processed through one of the three IPA credit card machines. No unit should retain credit card details unnecessarily.

So as to ensure that all credit card payments are matched to the exact payment record, each business unit must record the sales invoice, with the matching amount of the credit card payment (successfully authorised on the card machine) on a daily schedule. The standard format template for this daily schedule is available from the Finance Office. Prior to submitting the daily schedule to the Finance Office, each business unit must print-out and reconcile the daily credit card total (to be printed from the credit card machine) to ensure that overall daily totals recorded by the Bank match those submitted to the Finance Office.

Section 3 Recoupable Income/ Recoupable Expenditure

(only applies to the ISU)

Recoupable Income/ Expenditure - Definition

There are instances where specific expenses will be chargeable and recoupable directly from the client for certain work. To facilitate the tracking and accurate recouping of these amounts, the IPA operates recoupable income and expenditure accounting procedures.

It is only in situations were the amount is recoupable, and must be detailed on the invoice as such, that it should be accounted for as recoupable. As

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many items of expenditure relating to European Commission work are recoupable, a significant majority of the Institute’s recoupable items are handled by the International Services Unit (ISU).

It is important to note that direct costs incurred in providing a service to a client that are incurred for an overall fee should not be accounted for as recoupable. (e.g. costs incurred in providing a course where each participant pays a single course fee).

Accounting Treatment (ISU Only)

There are two nominal ledger account codes available to ISU for recoupable income and expenditure purposes. Where invoicing is prepared on a monthly basis, the recoupable income and recoupable expenditure code totals should match.

Project Tracking System

To facilitate its accurate and timely tracking, a project tracking system has been implemented in the ISU Unit. Each project’s expenditure is analysed as direct or recoupable, with each recoupable item of expenditure being charged as appropriate. Further details on the operation of the Project Tracking System are available from the ISU.

Section 5 Inter-Unit Transfers – Invoices/ Account CodingInter-unit transfer coding details are as follows

The Unit issuing the inter-unit invoice should use the usual nominal income code The Unit paying for the service should charge the transfer to the income transfer.

Section 6 Debtor Control Procedures

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The responsibility for administration of the Institute’s debtor control is the FIS Division. On a quarterly basis, a review is carried out of the Aged Debtors Ledger, whereby all outstanding debts are examined. All debts that are greater than 90 days are analysed by the Finance Office, where necessary, and if deemed appropriate, a report is issued to the Business Unit Manager on the status of these debts.

In the event that a debt is considered bad and material, the Director of Finance and Information Systems notifies the Director General and requests sanction to write the debt off against the relevant provision. Otherwise, the debt is written off with documentation as evidence supporting the decision.

Detailed debtor control system procedures relating to the Integra debtors module are held within the FIS Division

Section 7 Risk Assessment of Procedures

ICQ Subsystem: Payment Debtors – Risk Identifier (Copy attached)

As a relatively small organisation, the following control mitigating actions should be viewed as subject to the limited resources available to the IPA .

Control Objective: Transaction Recording and Processing

1. There is a clearly defined procedure for the receipt of payments: a. Control issue: Lack of separation of function on the collecting of

payments and issuing, administration and recovery of debtsb. IPA Mitigating Control: IPA invoicing system is integrated into

the finance system – therefore the debtor controller does not generate the invoice. Secondly, all sales invoices are recorded in the monthly management accounts – any attempt to delete an invoice so as to hide a payment will be subject to a review by each business unit.

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2. There are records to support all funds received: all controls in order here.

3. Organisations accounts updated to record payments: all controls in order.

4. Timeliness of collection: escalation procedure in operation.5. Regularity: Coding in order.6. Ownership: ‘IPA’ only payment name used.7. Transaction Streams: Adequate security to avoid unauthorised

amendments to computer systems: Ref. 1 (b) above.

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Control Objective: Raising of Accounts

1. Responsibility for raising sundry accounts is clearly defined: Separation of function between business unit and finance office ensures that this control is strong.

2. Debtors are ’public sector’ bodies – therefore credit limits are statutorily set (ie prompt payments). Little or no discretion. Therefore no need to provide ‘lists’ (blacklists or otherwise) to departments.

3. Only bona fide accounts are raised: separation of function between business units and finance office mitigates against this control weakness.

4. Completeness: debtor account reference numbers in sequence: As Integra, TAMS and CRM all use an integrated account reference system, it would not be possible to create a debtor without collusion.

5. Transaction Streams: All stationery is securely maintained. No ‘exceptions’ in our system.

Control Objective: Collection, Non-collection and Write-offs

1. Collection is nearly 100%. There are little or no write-offs. However, the IPA has a bad debt provision of €60,000 which has not been used in recent years.

2. All write-offs are recorded and approved by the Director of Finance (ensures separation of function). There are no large scale write-offs. All invoice errors (requiring credit notes) are notified to business units who must generate the credit note and /or a revised invoice.

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Appendix 14 FSS/ IT Access Control ProceduresAC – ACCESS CONTROL PROCEDURESThe aim of these policies is to ensure best practice is achieved with regards access control within the IPA. The first policy highlights the need for increased communication between FIS/ IT Support and the HR Office once a new employee joins the organisation. The quality of support data provided for new-employees/ changes in employee (e.g. career break/ sick leave etc) status must be of a high quality. This policy seeks to support that objective.

AC-2 proposes an access matrix, which should be implemented by the IPA. A number of access control models were studied prior to the design of the access matrix. The matrix proposed in AC-2 was considered the most effective for the IPA.

Policies AC-3 and AC-4 highlight the need for effective maintenance of the access control matrix, to ensure best value can be obtained from this matrix.

Policy AC-5 explains the process to be undertaken in seeking access to a system which is not granted by the access control matrix.

Policy AC-6 suggests guidelines to ensure passwords are kept confidential and workstations secure.

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AC-1 Setting up New Accounts

PolicyThis policy outlines the guidelines to be followed for the setting up of new accounts within the IPA. As soon as a new employee joins the IPA, IT Support will complete an email similar to that in Figure AC-2-1, informing IT Support of this new employee. HR will inform IT Support the exact employment status of this employee, their start date and department of work. From this information, IT Support will consult the access control matrix (Matrix AC-2-1) and assign the new user access to the required systems. All users will be issued with a unique previously un-used username and password.

Human Resource Office

Complete Email similar to that found in Figure AC-3-1 (Policy AC-3)

IT Support

Consult Matrix AC-2-1

Provide New User with necessary access

OutcomeThe outcome of this procedure will be a set of guidelines to be followed to ensure that IT Support is aware of any new employee joining the IPA. IT Support will thus be in a position to provide new users with access to their required systems as quickly as possible, therefore avoiding any inconvenience to the new employee. This policy also ensures that such new users are not granted access to information for which they have no permission.

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ProcessThe Following will be the process to be used:

HR Office: Will complete email similar to that in Procedure AC-3 and forward it to IT Support, thus authorising IT to issue the new user with a unique user name and password and grant access to the relevant objects (systems) as indicated from the access control matrix.

IT Support: IT Support will verify the email was sent from HR Office and not intervened by another person by telephoning the HR Office and enquiring that such an email was sent.

IT Support: Will assign the new user a unique user-name and password and will grant this user access to the required systems in accordance with the access control matrix AC-2-1

AC-2 Defining Access Control within the IPA PolicyThis policy describes an access control matrix to be implemented within the IPA. The purpose of this matrix is to limit the access and operations that a legitimate user within the IPA can perform in order to prevent activity that could lead to a breach of security.

This access control matrix is comprised of a row of subjects (the users of the computer systems) and a column for each object (each computer system in the IPA). The subject-object distinction is basic to access control and is the basis for Matrix AC-2-1.

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Objects within the IPA are categorised under two headings:1. department specific systems;2. non-department specific systems.

Under Department specific systems the IPA is divided into three main departments, namely: Education, Financial and Information Systems (FIS) and Training.

The access matrix shows the level of permission attributable to each subject within the IPA for each of the IPA’s computer systems. Those subjects with full access to a particular system are indicated with the following sign: “”, while those subjects with no access to a system are denoted by an “x”.

There are a number of exceptions which can be seen in Matrix AC-2-1 whereby a “” or an “x” are augmented with other symbols.

In the case of the following subjects: Career Break, Secondment and Maternity leave, the objects “Email account” and “Windows Active Directory Logon” have the following symbols . This implies that for these subjects, the objects will be disabled for the duration of the time that the personnel are on a career break, secondment or maternity leave.

The symbol x beside the “Email account” object of the “Retired” subject indicates that the object will remain “live” for a further three months following retirement, before being permanently disabled.

The symbol ♦ beside temporary admin staff implies that such staff will not be supplied with a new user name and password account, they will simply be provided with a temporary account and given temporary access.

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Matrix AC-2-1 is the main access control matrix for the IPA and should be viewed as the base point from which access is provided. Department specific objects are however, more complicated to administer. Matrix AC-2-1 indicates that no subject has permission to access the department specific objects. A number of entities however, have the following symbol, “x*”, which guides the user to Matrix AC-2-2, Matrix AC-2-3 or Matrix AC-2-4. Matrix AC-2-2 divides the Education department into its component sub-departments namely, Library, Education general office, Research and Masters. These sub-tables now become sub-matrices with the sub-departments now becoming the subject and the department specific system becoming the object. As can be seen from Matrix AC-2-2, Education general office has access to SIAS object and sub-department Masters has access to the Masters system. As the symbol “x*” in Matrix AC-2-1 was linked to the Permanent Employee subject, it is only those Permanent Employees in the Masters and Education general office that have access to the SIAS and Masters systems.

The department specific systems in Matrix AC-2-1 are colour coded for ease of using the sub-matrices of AC-2-2, AC-2-3 and AC-2-4. Education general office is colour coded a deep blue, FIS a light shade of blue and Training an orange shade.

Outcome The outcome of this policy is a complex access control matrix which gives a detailed explanation of the level of access that is authorised to users (subjects) within the IPA. The aim of the access control matrix is to ensure a level of flexibility is maintained within the IPA but still ensuring that that only those operations required by a user are actually permitted. Matrix AC-2-1 below is the basis for the access control within the IPA. The sub-

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matrices AC-2-2, AC-2-3 and AC-2-4 indicate the level of access for specific departments.

Once this access control policy is signed-off and agreed by the Director General and the Director of FIS, this policy will need to be circulated and implemented throughout the IPA. The policy will need to be read by all personnel to ensure all categories of staff are aware of their access levels and their obligations in respect of the matrix.

ProcessThe following is the process that will be used:

Management: will need to be aware of their obligation to meet when requested to discuss the maintenance of this matrix (Procedure AC-4). The HR Office will need to be attentive to their responsibility to alert IT Support of any employee changes within the IPA (Procedure AC-3), so that IT Support will be in a position to promptly change user access to match that of the matrix. The HR Office will also need to inform IT Support of any new employee that joins the IPA and follow the process as outlined in procedure AC-1.

Employees: Should be aware of the procedure to be followed in requesting access to a system that they do not have

any rights to (Procedure AC-5).

IT Support: IT Support is obliged to provide access to users as specified in the access control matrix.

NOTE

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It should be observed that IT Support is not responsible for extending access rights greater than that specified in the access control matrix (unless IT Support is the owner of such a system (Table 1 AC-5-1).

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AC-2 Defining Access Control within the IPA MATRIX AC-2-1 – Control Matrix

Education  FIS FIS  FIS

Training / FIS  FIS    FIS  FIS

Systems/Resources

Student systems (SIAS)

Masters system

Synergy (financial system)

Payroll

Management information and administration system/TAMS

Tender tracker

SQAR

CV Database

Training mailing database

Member of the public x x x X x x X x xPermanent employee √* √* √* √* √* √* √* √* √*Associate trainer x x x X x x X x xNon employee lecturer x x x X x x X x xRetired x x x X x x X x xStaff who have officially left the Institute x x x X x x X x xMaternity leave x x x X x x X x xCareer Break x x x X x x X x xSecondment x x x X x x X x xLong term sick leave √* √* √* √* √* √* √* √* √*Temporary admin staff √* √* √* √* √* √* √* √* √*Contract staff √* √* √* √* √* √* √* √* √*Students x x x X x x X x xTAMS/ Extranet users x x x X √* x X x x

Key:* Applicable subject to departmental approval** Once retired, account will remain live for three months and then will be closed

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Both email and windows account will be disabled for duration of career break, will also be removed from mailing lists Temporary staff will be given access to an appropriate temporary account

MATRIX AC-2-1 continuedNon-Department Specific                        

Email account

Internet access

Intranet access

Transfare

Flexitime

Colour Printing

Library catalogue

Wireless LAN Corporate

Wireless LAN CTU

VPN

Windows Active Directory Logon

WebCT

IPA Website

X x x x x x √ x x x X x √√ √ √ √* √* √ √ √ √ √ √* √ √X √ x x x √ √ x √ x X √ √X √ x x x √ √ x √ x X √ √X** x x x x x √ x x x X x √X x x x x x √ x x x X x √√ x x x x x √ x x x √ x √√ x x x x x √ x x x √ x √√ x x x x x √ x x x √ x √√ √ √ √ √ √ √ √ √ √ √ √ √√ √ √ √ √ √ √ √ √ √ √ √ √√ √ √ √ √ √ √ √ √ √ √ √ √X x x x x √ √ x √ x X x √X x x x x x √ x x x X x √

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MATRIX AC-2-2

FIS (Financial and Information Systems)        

 Synergy

Payroll SIAS

Masters

MIAS/TAMS

Tender Tracker

SQAR

CV Database

Training mailing database

Accounts X x x IT Support

Admin

Admin

Admin

Admin Admin Admin

Admin Admin Admin

MATRIX AC-2-3Education

 SIAS

Masters

Library x xEducation General xResearch x xMasters x

MATRIX AC-2-4Training

 Tender Tracker

SQAR

CV Database

TMD

MIAS/TAMS

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MLD x BSD RDTS x

MLD = Manager and Leadership Development BSD = Business Sector DevelopmentRDTS = Reserve Development Training Systems

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AC-3 Updating changes to User Access within the IPA

PolicyThis policy explains the procedures to be followed in updating changes to user access that may occur throughout the year in accordance with the access control matrix defined in procedure AC-2. This matrix details the level of access authorised to various categories of users in different departments within the IPA. A user’s category of employment and specific department may alter and any such a change should be promptly reflected in the level of permitted access.

While the IT Support is responsible for maintaining the matrix and assigning correct access levels to users, they are not responsible for constantly knowing a user’s change of employment status or change of department. The HR Office must, therefore, inform the IT Support of any such changes within 24 hours of that change actually occurring. A set email to be found in the drafts section of Outlook (identical to that in Figure AC-3-1) should be completed and forwarded to the IT Support. Once this email is received the IT Support should contact the HR Office to ensure that the email has not been intercepted or directed from another source other than the HR Office. IT Support will then modify the access changes to suit the new status or department of the user as per the access control matrix.

OutcomeThe outcome of this procedure is a set of guidelines that should be followed to ensure personnel status within the IPA is maintained in accordance with the access control matrix. To ensure personnel are not capable of accessing information to which they have no access, the IPA should ensure that once a notification of change of position is received it should be quickly acted upon.

Process The following is the process that will be used:

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HR Office: Should complete email similar to that in AC-3-1 and forward it, within 24 hours of change taking place to the IT Support.

IT Support: Should be confident that the email came from the correct source and was not intercepted. If the IT Support is not confident in such an email they should telephone the HR Office and confirm such a subject change actually occurred.

IT Support: Once satisfied that the request for change is legitimate the IT Support should change the status of employee to match that of their new position in concurrence with the control matrix within 24 hours. The employee should then have full access to those objects as authorised by the access control matrix.

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FIGURE AC-2-1 – Screenshot of New Employee/Change of Status or Position email

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FIGURE AC-2-2 – Screenshot of New Employee/Change of Status or Position email

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FIGURE AC-2-3 – Screenshot of New Employee/Change of Status or Position email

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AC-4 Revising Access Control Matrix within the IPA

PolicyThis policy explains the procedures to be followed in revising or extending the access control matrix defined in procedure AC-2. The matrix currently consists of 22 columns of objects and 14 columns of subjects. This however, may change and if so, the matrix must be promptly undated to ensure flexibility is maintained yet access denied to those who do not have a right to the system. In order to maintain this matrix, the IT Support will request a meeting with the manager of each department and the director general at the earliest of the following: on an annual basis; when a new system is implemented or when a new category of subjects is deemed appropriate. During the meeting the following will need to be discussed: The manager of each department should brief the attendees of any

request for extension of access. If a number of requests seeking extended access to the same system have occurred, extending the access control matrix to include this access should be considered and debated.

If a new system is to be implemented, the access matrix will need to be updated and access rights for each subject decided upon.

Similarly, if a new group of subjects is required, their access levels will need to be decided and the control matrix updated accordingly.

During this meeting, a general review of the access matrix should be undertaken to ensure the matrix is flexible to meet the requirements of its users yet strict enough to ensure that only those who require use of a system have such access.

From this meeting the access control matrix will be updated and sent to the Director General and Director of FIS for sign-off. IT Support will then update subject’s rights in accordance with the revised matrix. Outcome

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The outcome of this procedure will be a meeting organised by the IT Support to be held at the earliest of one of the following: an annual basis, when a new system is to be implemented, or a new subject is to be added. This meeting will review the current state of the access control matrix with a view to updating it in the event of any new object or subject to be added or agreed change suggested from the managers in the meeting. The outcome will be a modified matrix that will ensure flexibility and access to the subjects of the IPA while denying access to those who do not have specific need for the system.

ProcessThe following is the process that will be used:

IT Support: The IT Support will request a meeting with the managers of all departments as well as the Director General when the first of the following occurs:

o On an annual basis;

o When a new system is implemented;

o New category of subjects deemed appropriate.

Managers of Departments: Will take to the meeting, copies of Requested extension of access form (form AC-5-1) found in procedure AC-5.

IT Support: Minutes of the meeting will be taken by a member of the IT Support and will be kept as a record of the suggestions made in updating the access matrix.

IT Support: Will update the access matrix in accordance with agreed suggestions from meeting and will send

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the revised matrix to the director general and director of FIS for sign-off.

IT Support: Once the revised matrix has been signed-off, the IT Support will update each subject’s access rights in accordance with the updated matrix.

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AC-5 Extending User Access rights

PolicyThis policy explains the procedure to be followed in seeking and granting a level of access greater than that specified in the access control matrix. This matrix clearly indicates precise access that should be granted to each subject (user) for each object (system) within the IPA. Situations may arise however, where access greater than that specified is required. The IT Support is obliged to strictly follow the access control matrix, therefore without being given authority; the IT Support will be unable to extent subject access.

In the case of extra access being required, the subject seeking an extension of access will need to contact the owner of the system. Table AC-5-1 below shows the owners of each system. For this purpose ownership of a system is concerned only with controlling who can change the access permissions for the system. The head of the department who owns the system will then grant or reject an extension of access to the system. If access is to be granted, the head of department will complete email similar to that found in AC-3-1 and will forward it to the IT Support authorising them to extend access to this user for a specified period of time. Once this period of time has expired, previous access in accordance with the subject’s department and employment status will be resumed.

OutcomeThe outcome of this procedure is a set of guidelines to be followed in seeking and granting access to systems not specified within the access control matrix. Situations may arise whereby users may need access to a system which is not permitted by the access control matrix. When this occurs the user will need to contact the owner of the system (Table AC-5-1 Below) and seek permission to their system. Form AC-5-1 will be completed by the owner of the system recording the request for such access and explaining their reason for denying or granting such access.

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ProcessThe following is the process that will be used:

Subject: The subject seeking access greater than that specified by the access control matrix must contact the head of department who owns the system explaining the need for extended access and the duration of time such an extension is required.

Owner of object: The owner of the system (Table AC-5-1) will examine the request for access extension and will grant or reject such access as they see fit. They will complete form AC-5-1 below indicating their reasons for granting or rejecting such a request.

Access denied If access is to be denied the owner will inform the subject and will record a note of such a request in form AC-5-1 below.

Owner of Subject:Access granted If access is granted to the subject, the owner will

complete email similar to that in AC-3-1 indicating the duration of time for which access will be granted and will forward it to the IT Support. Only the head of department can authorise such an access extension. Form AC-5-1 will also be completed.

IT Support: On receipt of email, the IT Support will ensure that it was not intervened and sent from another source by contacting the HR Office to ensure the request was genuine. The IT Support will then

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extend the access rights of the subject for the specified period of time.

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TABLE AC-5-1 Ownership of Systems/Resources within the IPASystem/Resource Owner*Email account Finance and Information SystemsInternet access Finance and Information SystemsIntranet access Finance and Information SystemsTransfare Finance and Information SystemsFlexitime HRColour Printing ServicesLibrary catalogue EducationWireless LAN Corporate Finance and Information SystemsWireless LAN CTU CTUVPN Finance and Information SystemsWindows Active Directory Logon Finance and Information SystemsWebCT Finance and Information SystemsIPA Website IPA as a wholeStudent systems (SIAS) EducationMasters system EducationSynergy (financial system) Financial and Information

SystemsPayroll Financial and Information

SystemsMIAS/TAMS TrainingTender tracker TrainingSQAR TrainingCV Database TrainingTraining mailing database Training

*For the purpose of seeking extended access control rights, the head of the specific department is seen as the owner of the system.

While FIS is the owner of the email accounts, any requests seeking permission for use of an email account must be sought from the Human Resource Department

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Requested Extension of Access FormForm AC-5-1Name of person seeking extended access:

Department:

System(s) for which extended access is been requested:

Reason specified for seeking extended access:

Time Period for extended access

Start time:

End time:

Extended access granted

Yes No

Reason for granting/denying access extension:

Signed:

Department

Date:

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AC-6 Maintaining Confidentiality of Password and Security of Workstation

PolicyThis policy outlines a number of guidelines which are recommended that all personnel should follow to ensure confidentiality of their user name and password is maintained and also to ensure security of their workstation. Matrix AC-2-1 defines the level of access permitted to various categories of personnel within the IPA. This matrix will only be effective however, if personnel maintain confidentiality of their password. The access control model simply defines the level of access permitted to each user, it does not however, authorise the identity of each user. Personnel must, therefore, maintain a high standard in ensuring confidentiality of their password.

User ResponsibilitiesPasswords provide a means of validating a user’s identity and thus establish access to information processing facilities or services. The following are a list of guidelines which are recommended that personnel follow:

Keep passwords confidential; Not to share individual user passwords; Avoid keeping a paper record of passwords, unless this can be stored

securely; Change passwords whenever there is any indication of possible system

or password compromise; Select quality passwords with a minimum length of six characters

which are based on a combination of upper and lower case letters and numbers. Passwords should not be based on anything somebody else could easily guess or obtain using person related information, e.g. names, telephone numbers and dates of birth;

Change passwords at regular intervals (every three months).

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Users should ensure that unattended equipment has appropriate protection. The following are a list of guidelines which are recommended that the IPA follow:

Properly locking the computer, using a password protected screen saver prior to leaving the work station;

Terminate active sessions once complete, unless they can be secured by an appropriate locking mechanism such as a password protected screen saver;

Log-off mainframe computers when the session is finished.

OutcomeThe outcome of this procedure is a set of guidelines that will help to ensure best practice is established in maintaining confidentiality of passwords and security of the workstation. It will also help to ensure the successful use of the access control matrix. If personnel fail to adhere to the guidelines as proposed above, those with unauthorised access to particular systems, may, through using another person’s password or by using their unattended computer, gain access to such information. The access control

matrix AC-2-1 will become difficult to control successfully if the co-operation from personnel and guidance from IT Support is not achieved.

ProcessThe following is the process that will be used:

IT Support: All personnel should be aware of the potential dangers associated with the sharing of passwords. The IT Support should provide personnel with the guidelines as above on maintaining confidentiality of passwords.

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Personnel should also be made aware of the possible implications that may arise from leaving a logged-on computer unattended. Guidelines, as above, in ensuring this does not occur, should also be provided to all personnel.

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Appendix 15 FSS/ IT System Continuity Planning

Emergency Contact Schedule

Name Fixed Line/ Mobile PhoneBrian Cawley 0871264380Michael Mulreany 0871276922Cyril Sullivan 0876687032Aidan Horan 0872436599Teresa Casserly 0868349071Richard Boyle 0872835765Brian Collins 01-2403608Annette Crowley 0879079218Dónal Morrissey 0877984968Jimmy Sherry 0872241024G4S 01-2179100Bell Communications 01-8058300Calyx 01-2059797Health and Safety Authority 1890 289 389Irish Town Garda Station 01-6669600Dublin City Council 01-2222222IPB Insurances 01-6395500

Business Continuity Management Framework

1.1 IntroductionThe purpose of this business continuity plan is to prepare the Institute and its operations in the event of extended service outages caused by factors beyond our control (e.g., natural or man-made disasters), and to restore services to the widest extent possible in a minimum time frame. All sections are expected to implement preventive measures whenever

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possible to minimize the impact of a business discontinuance incident and to recover as rapidly as possible when a failure occurs.

The plan identifies vulnerabilities and recommends necessary measures to prevent extended service outages. It is a plan that encompasses all Institute system sites and operations facilities. The recovery response tables (in the appendices) outline who should be contacted and what preliminary steps need to be taken in the event of any of the specified occurrences.

See Appendix 1 for the types of disasters covered by this plan. The nature of the disasters include building infrastructural, financial, Human Resources, fraud/ theft and reputation disasters. We have also graded the impact of the disasters from level 1 to level 3.

Appendix 2 provides details of the IPA responses to the different types of disasters.

Appendix 3 sets out the staff member and/ or their alternate who will be responsible for activating the emergency response at divisional/ business unit level.

Appendix 4 provides a summary disaster recovery plan for the IT area.

As part of this plan, a Disaster Recovery Team is also established as follows:

Brian Cawley Cyril Sullivan James Connington Denis O’Brian Annette Crowley Donal Morrissey Brian Collins

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1.2 Approach The document was prepared by the Cyril Sullivan, (Director FIS), Annette Crowley (IT Support) and Brian Collins (Office Services) in consultation with the Institute’s senior management team and staff. The structure and key elements of the plan reflect that recommended by the Business Continuity Institute (BCI)1. Details of the BCI model are set out below in section 1.3, with the detail IPA business continuity plan provided in sections 1.4 onwards.1.3 Business Continuity Management Framework

The BCM framework is a five stage planning lifecycle. We provide a brief definition of business continuity (per BCI), and then detail the five stages of the lifecycle.

Business Continuity Management is defined as:

an holistic management process that identifies potential impacts that threaten an organisation and provides a framework for building resilience and the capability for an effective response that safeguards the interests of its key stakeholders, reputation, brand and value creating activities.

BCM aims to improve an organisation’s resilience. By identifying, in advance, the potential impacts of a wide variety of sudden disruptions to the organisation’s ability to succeed it is able to prioritise the efforts of various other specialists aiming to achieve resilience in their areas of expertise such as security, facilities and IT. While concerned with all scales of resilience, BCM is particularly concerned with developing organisation-wide resilience allowing an organisation to survive the loss of part or all of its operational capability. It should also look at surviving significant losses of resources such as staff or equipment. An

1 The Business Continuity Institute (BCI) was established in 1994 in the UK to enable its membership to obtain guidance and support from fellow business continuity practitioners. The BCI currently has over 5000+ members in 90 countries.

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organisation’s BCM resilience depends on its management and operational staff as well as technology and geographical diversity. The Business Continuity Institute proposes the following BCM Model consisting of five stages toward Business Continuity Management.

Stage 1 - Understanding IPA Business Activities

In order to develop a comprehensive BCM programme, it is important to analyse business activities in order to understand what activities are most critical. These activities are then categorised into headings of operational (such as training programmes) and support (perhaps finance, IT , HR/ CTU and Office Services). Following this stage, the business continuity project is scoped with a terms of reference, based on our corporate plan or strategy, and includes an assessment of the expected impact on business and the risk of occurrence of a particular disaster. Therefore, the Business Impact Analysis identifies the key business functions by assessing the impact over time of interruption to this activity. We identified what we believe to be the most critical business functions, and then completed a Risk Assessment and Control analysis to identify the potential causes of interruption, the probability of occurrence and the impact of those threats. For the detail of this analysis, the business risks and related mitigating actions are presented

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in Appendix 1 to 4. This work is separate to the work carried out on the Institute’s corporate risk register.

Stage 2 - Business Continuity Management Strategies

Following on from the Business Impact Analysis and Risk Assessment stage, this stage is about determining and selecting responses to maintain business activities in the case of an incident causing interruption. This is an important section as it is at this point that issues such as relocation and site resilience are addressed. A type of Resource Recovery BCM Strategy is developed setting out the deployment of appropriate resources to ensure appropriate continuity across all business processes and activities. This covers work area requirements - staff ratio, priority of business processes, location and technology requirements. An organisation framework providing policy that reflects the key business areas, the stakeholders, and any legislative and regulatory requirements can be prepared here – we decided to defer this work to a further stage.

Stage 3: Developing and Implementing BCM Mitigating Activities

The BCP pulls together the response of the whole organisation to a disruptive incident. We planned that those using this plan should be able to analyse information from the response team concerning the impact of the incident, select and deploy appropriate actions from those available in the plan and direct the resumption of business units according to agreed priorities. These include the operational response to the incident of each department in the organisation. Examples include: an incident response team; human resources response to welfare issues in an incident; IT Support’s technological response. There is also a reference to how a crisis will be handled in situations where the scope is outside that of the regular business continuity plan. This could include business effecting issues such as political developments, unfavourable publicity or media exposure.

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Stage 4: Developing a Business Continuity Management Culture

As with any initiative, culture and support across the organisation can be a key factor in the success. We recommend the IPA adopt the following

Raise awareness of business continuity issues at various levels in the organisation.

Designing education and awareness programmes. Ensuring in the event of an incident that there is an adequate

understanding of the issues and that appropriate people know how to respond.

Stage No.5: Exercising, Maintenance and Audit

A Business Continuity Management capability cannot be considered reliable until it has been exercised, modified, maintained and audited. Therefore, it is recommended that over a set period of time that all plans are tested. In addition, a sound maintenance programme (we suggest an annual review/ update) ensures that the Institute is equipped to react to emerging threats, and will react in line with current best practice and standards. Finally, we recommend that the plan be audited against a set standard by an impartial party (external consultants).

1.4 Scope of IPA BCM PlanThe scope of this IPA plan is limited to foreseeable events and resources under our control. This is a business continuity plan, not a daily problem resolution procedures document.

1.5 Plan ObjectivesIt is expected that this IPA plan will: Serve as a guide for the Institutes Management. Provide procedures and resources needed to assist in recovery. Identify who must be notified in the event of a disaster. Assist in avoiding confusion experienced during a crisis by

documenting, testing and reviewing recovery procedures. Identify alternate sources for supplies, resources and locations.

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Document storage, safeguarding and retrieval procedures for vital records.

1.6 AssumptionsFor the purposes of this plan, the business continuity group have made the following assumptions: Key Institute Staff (or alternates) will be available following a disaster. A major national disaster or regional disaster is beyond the scope of

this plan. This document and all vital records are stored in a secure off-site

location and not only survived the disaster but are accessible immediately following the disaster.

Each section will have its own plan consisting of unique recovery procedures, critical resource information and procedures.

1.7 Disaster definitionFor the purposes of this report, we have defined a disaster as:

Any loss of utility service (power, water, heating), connectivity (system sites), crisis (financial criminal reputation), or catastrophic event (weather, natural disaster, vandalism) that causes an interruption in the service provided by the Institute operations.

The plan identifies vulnerabilities and recommends measures to prevent extended service outages.

1.8 Level of DisasterEach disasters is categorised at different levels, namely,

Level 1 event – Causing catastrophic interruption of institute operation.

Level 2 events – Causing serious interruption of institute operations.

Level 3 events – Causing interruption to institute operations.

Details of the types of disasters at each level is provided in Appendix 1.

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Disaster Recovery - Institute Response

2.1 IntroductionThe BCM plan brings together the response of the whole organisation to a disruptive incident. The aim is to enable the IPA analyse the incident/ emergency situation quickly (from the response team), then select and deploy appropriate actions from those available in this plan so as to direct the resumption of business units subject to agreed priorities. There is also a reference to how a crisis will be handled in situations where the scope is outside that of the regular business continuity plan. This could include business effecting issues such as political developments, unfavourable publicity or media exposure.

We have set out below what we believe to be the key elements of to a disaster recovery response, namely

Responsibilities of the recovery team Team member responsibilities Invoking the plan Disaster declaration Notification

2.2 Recovery teams Senior Management Group (SMG) Incident Management Team (to deal with immediate aftermath of

disaster) Emergency Management Team (to deal with resumption of business

activities)

The Incident Management Team is made up of Cyril Sullivan, Annette Crowley, Brian Collins, Donal Morrissey. The Emergency Management Team is mainly the Business Continuity Team with additional members co-opted depending on the emergency.See Appendix 2 for details on the roles and responsibilities of each team.

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2.3 Team Member Responsibilities

Each team member will designate an alternate backup All team members should keep an updated contact list available at all

times. All team members should keep a copy of this plan at home in case the

disaster happens during after normal work hours. All team members should familiarize themselves with the contents of this plan.

2.4 Invoking the planThis plan becomes effective when a disaster occurs. Normal problem management procedures will initiate the plan, and remain in effect until operations are restored.

2.5 Disaster declarationThe Emergency Management Team is responsible for declaring a disaster. The DG/ SMg must then notify their respective staff members. The DG notifies the Board. Regardless of the disaster circumstances, or the identity of the person(s) first made aware of the disaster, the Emergency Management Team (EMT) must be activated immediately following the event.

2.6 Summary IPA Response to Level 1 Major Disasters The detailed response for each type of disaster identified by the working group is set out in appendix 2. In summary we have set out below the key actions in the event of a major disaster. The main disasters identified here are:

Major fire Major Flood Major utility failure

Risk Major Fire / Flood / Utility Failure No. 57-61 Completely destroyed All on –site client facilities and staff offices out of service

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Business Actions

Emergency communication issued to all staff (responsibility of DG and SMG)

Access impact on business activities (internal & external)

Impact on education and training - Hire of temporary accommodation

Arrange alternative staff housing with IT equipment and Network access

Implement actions per Recovery response table details in (appendix 3)

More detailed disaster recovery responses are provided in Appendices 2.

BCP Appendix 1 – Types of Disaster

1. Level 1 EventsL1A Catastrophic Fire

Controls - Fire Safety, Different Buildings and Fire proofingMitigation – Temporary Relocation, Staff working from home.

L1B Server Destruction

Controls – Limit Access, Fire proof doors, Flood alarms, Trained Personnel, separate locations Mitigation – Backup Data

L1C Death of Multiple Personnel

Controls – Health and Safety Framework Mitigation –Employment Assistance Programme (EAP), Succession Policy, Effective Record KeepingL1D Destruction of Education FilesControls – Store in separate locations, Computer Back-upsMitigation – Rebuild over time

L1E Pandemic Illness

Controls – Hygiene, Immunisation, Cleaning,

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Mitigation – Shutdown Protocol/Temporary Shutdown, Use of communication Technology, Staff working from home.

L1F Sustained Extreme Weather conditions

Controls - NoneMitigation – Postponement of Exams, Use of communication

technology,

2. Level 2 Events

L2A Server DamageControls – IT preventative maintenance planMitigation – Implement Backup restore routineL2B Sustained Power CutsControls - NoneMitigation – Install a generator, UPS, implement backup restoreL2C Structural DamageControls – Rolling Infrastructure Plan, Mitigation – Temporary relocation, building surveyor, building reconstruction work.L2D Major FireControls - Fire Safety, Different Buildings and Fire proofingMitigation – Temporary Relocation, Staff working from home,

RebuildL2E Extreme Weather ConditionsControls - NoneMitigation – Postponement of Exams/ Courses, Use of communication technology, L2F Death of Key PersonnelControls – Health and Safety FrameworkMitigation – Employment Assistance Programme (EAP), Succession Policy, Effective Record keeping,

L2G Non Insured Liability

Controls – Insurance Reviews, Mitigation – Consult Company Solicitor

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3. Level 3 Events

L3B Vandalism

Controls – Security Systems, Mitigation – Rectify damageL3C TheftControls - Security Systems Mitigation – Notifying authorities L3D Occasional Power CutsControls - NoneMitigation – Install a generator, UPS, implement backup restoreL3E Dangerous Weather ConditionsControls - None

Mitigation – Postponement of Exams/ Courses, Use of communication technology

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Appendix 2 – Response Teams Table

Response Team Members Other immediate actionsL1A SMG

Board Emergency Response

Team

Secure exposed buildings Issue press statement Contact Neighbours Contact Insurance Contact Health and Safety Authority

L1B SMG IT Support Emergency Response

Team

Contact Maintenance Company

L1C SMG Board HR Emergency Response

Team

Contact HSA Liaises with families Issue press statement Contact EAP Contact insurance Discuss relevant procedures with

immediate work colleagues

L1D SMG IT Support Emergency Response

Team

Contact Insurance Contact Health and Safety Authority Contact Neighbours Secure exposed buildings

L1E SMG Emergency Response

Team

Contact NUI

L1F SMG

Emergency Response Team

Administration Committee

Contact IBEC Prepare plan to staff core areas Work with union to resolve issue Ensure no escalation

L1G SMG Emergency Response

Team IT Support Administration Committee

Liaise with company solicitor Prepare press strategy Contact the Gardaí Lock office

L1H Board Education Committee SMG Emergency Response

Team

Staff briefing – to deal with public queries

Prepare press strategy

L1I DG Follow HSE/HSA advice also

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Pandemic Response Team Emergency Response

Team

www.hse.ie Monitor www.hse.gov.uk website Limit personal contact (meetings) Communicate via Phone and Email Increase Hygiene Prepare plan to staff core areas Encourage working from home Suspend use of communal touch

screens Create a pandemic response team Encourage vaccination

L1J SMG Emergency Response

Team

Make a decision early Initiate shutdown protocol* Encourage working from home Follow Met Eireann’s advise Identify local based staff for

monitoring buildings

Response Team Members Other immediate actions

L2A IT Support Emergency Response

Team

Contact Maintenance company Email staff / Inform reception

L2B SMG Emergency Response

Team

Identify the duration and location of the outage

Access the IT scenario Identify source of generators

L2C SMG Administration Committee Emergency Response

Team

Temporary relocation of affected staff

Consult structural Engineer Inform the Health and Safety

authorityL2D SMG

Emergency Response Team

Contact Insurance Contact Health and Safety Authority Contact Neighbours Secure exposed buildings Consult Structural Engineer

L2E SMG Emergency Response

Team

Make a decision early Encourage working from home Follow Met Eireann’s advise Curtail Institute activities

L2F SMG HR

Make sure all staff are informed Discuss relevant procedures with

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Emergency Response Team

immediate work colleagues

L2G SMG Emergency Response

Team

Consult company solicitor

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Appendix 3 – IPA Sections: Responsible Person and Alternates

Division Section Responsible Person

Alternative

Education UndergraduatePostgraduateLibraryResearch

ADG Education

LibrarianHead of Research

Assistant Registrar

Training Resource Management / BSDLeadman /Marketing

Training Managers Head of Business Units

International Services

Head of International

Coordinator Administrator

Publications

Head of Publications Coordinator Administrator

Support Services

FinanceIT SupportOffice ServicesHRCTUReceptionKitchens

Director of Finance/ Head of HR

Office Managers

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Appendix 4 - Information Systems Risk Assessment

IntroductionThis document offers an introduction to a number of risks that face the IT Support Division of the IPA. Risks are discussed briefly and categorised. Likelihood of Occurrence and Magnitude values have been assigned on a scale of 1 to 10. These values are then multiplied to give an overall risk ranking.

Many of the corrective and preventative actions outlined in this document are already in place hence the document is not intended to identify areas of weakness associated with current IT practices.RiskRisk System Failure

Training System – TAMS, MIAS Education System – SIAS Financial Systems – Synergy, Integra

Likelihood of Occurrence

7

Magnitude

10

Risk Ranking

1 (7x10 = 70)

IT Actions Ensure appropriate backup strategy in place, both at a software and hardware levelTest backup strategy through monthly disaster simulation exerciseEnsure appropriate vendor SLA’s in place to reflect importance of individual systems. Where possible maintain more than one source of system supportEnsure users are educated in the operation of such systems and are aware of the correct support channels should errors ariseReduce likelihood through hardware and system upgrades

Risk Email failure Full System failure Deletion of business critical data

Likelihood 7

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of OccurrenceMagnitude

9

Risk Ranking

2 (7x9 = 63)

IT Actions Ensure that there is the ongoing capability to restore Lansdowne based email to the Clonskeagh server and vice versa

Store backup media in a secure offsite location

Ensure appropriate four hour response time SLA’s are in place

Risk Virus/Internet service AttackLikelihood of Occurrence

5

Magnitude

10

Risk Ranking

3 (5x10 = 50)

IT Actions Ensure that there is sufficient user awareness of best practice regarding opening of suspicious emails etc.

Ensure up to date industry leading Anti Virus software in place should outbreak occur

Prevent virus penetration through use of market leading firewall and email management solutions

Monitor Internet bandwidth statistics to pre-empt any suspicious internet activity

Risk Network data integrity Access Data loss Server space

Likelihood of Occurrence

5

Magnitude 9Risk Ranking

4 (5x9 = 45)

IT Actions Ensure that appropriate access control policies are in place and are implemented through network security

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measures. This includes unauthorised data access from outside and inside the organisation. Ensure that a comprehensive backup strategy is in place should accidental deletion or loss of information occur. In the event of data loss, data can be recovered from nightly backup tape. Monitor server space on a monthly basis to in order to facilitate the planned upgrade of data storage space Where possible do not impose strict restrictions on data usage for business related electronic material Ensure that users are familiar with good practice regarding the management of electronic data such as mailbox management and storage of necessary files

Risk Server Hardware Failure (Apart from hard disk failure)Likelihood of Occurrence

6

Magnitude 7Risk Ranking

5 (6x7 = 42)

IT Actions Current maintenance contract offers four hour response time to server related calls

Maintenance company maintain a series of spare servers that can be used to replace non functioning IPA equipment

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Risk Equipment failure (PC’s Notebooks, Printers)Likelihood of Occurrence

8

Magnitude

4

Risk Ranking

6 (8x4 = 32)

IT Actions Current maintenance contract offers 24 hour response on non-server related matters such as PC or printer failureIT Support maintain a series of floating PC’s notebooks and printers that can be used immediately to ensure minimal user downtimeEducation programme encouraging that staff save important equipment to network drives in order to minimise the effect of PC failure

Risk Physical disaster such as fire or floodingLikelihood of Occurrence

3

Magnitude 10Risk Ranking

7 (3x10 = 30)

IT Actions Maintain sound backup strategy Take advantage of the fact that the Institute has two

physical locations by storing backup media offsite Ensure that there are sufficient IT physical resources

in each location to facilitate temporary operation of the affected site

Risk Communication line failureLikelihood of Occurrence

3

Magnitude 9Risk Ranking

8 (3x9 = 27)

IT Actions Ensure appropriate SLA’s are in place with communications providers

Introduce a cost effective redundant data line in order to maximise uptime should system failure occur.

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Risk Liability, risk or harm resulting from employee abuse of electronic communication tools such as Email, the Internet and Instant Messaging

Likelihood of Occurrence

6

Magnitude 4Risk Ranking

9 (6x4 = 24)

IT Actions Ensure sufficient employee education regarding the risks associated with incorrect use of IT resources

Ensure that staff are aware of and comply with Internet and Email acceptable usage policies

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Risk Overlooking technologies capable of transforming the way the Institute conducts business

Likelihood of Occurrence

3

Magnitude 7Risk Ranking

10 (3x7 = 21)

IT Actions Continue to investigate new technology that can offer cost effective business benefits

Concentrate heavily on mobile communications tools to enable IPA training staff

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Appendix 16 IPA Risk Management Framework Policy

Defining RiskThe latest ISO Standard (ISO 31000: 2009) categorises risk as follows:

Risk is the effect of uncertainty on objectives.Effect is a deviation from the expected and can be positive or negative

Objectives can apply to different aspects such as financial, health and safety etc and to different levels, such as strategic, organisation or process.

Risk is often characterised and expressed by reference to potential events, the consequences, and the likelihood of occurrence.

Risk Management Policy ObjectivesThe objectives of the risk management policy are to:

Integrate risk management into the management and operational activities of the Institute

Manage risks in accordance with best practice. Anticipate and respond to changing social, environmental,

legislative, political, economical, technological, competitive, and customer requirements.

Prevent injury, damage and losses, and reduce the cost of risk.

These objectives will be achieved by: Establishing clear roles, responsibilities and reporting lines

within the organisation for risk management. Providing opportunities for shared learning on risk

management.

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Offering a platform for identifying and prioritising risk areas.

Reinforcing the importance of effective risk management as part of every day work including the strategic and service planning process.

Regular review on a periodic basis or after significant events.

The overall purpose of the risk management policy is to formalise and embed the process in the culture and ethos of the Institute.

Risk ToleranceThe Board of the Institute and senior management encourage the taking of controlled risks, the grasping of new opportunities and the use of innovative approaches to further the strategic priorities and objectives of the Institute. The risks associated with proposed actions and decisions should be properly identified, evaluated and managed to ensure that any exposures are minimised or are at an acceptable and tolerable level.

Within the Institute, particular care is needed in taking any action which could:

- Affect the reputation of the organisation including impairing the confidence of the government, the public service, our customers, and the wider public in the work of the Institute.

- Impact on organisational performance and on stakeholder relationships.

- Undermine the efficiency and effectiveness of IPA operations.- Prevent adherence to governance arrangements and

compliance with legal and regulatory obligations.Risk Management System

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Risk management is the identification, classification and control of events and activities to which the Institute is exposed.

The risk management cycle can be illustrated as follows:

In 2010 the system operated through a series of linked activities including a facilitated workshop involving staff from across the organisation, subsequent meetings with senior executives and the senior management group and the production of a draft corporate risk register.

Risk IdentificationThis is achieved by regular monitoring and assessment of risk across all the units and the assessment of risk as part of the approval process of business plans, and responses to one-off or new risks as they emerge.

Risk AssessmentThis involves work by those individuals involved in managing identified risk areas to analyse the component elements of the risks being faced, to evaluate the potential impact of the risks being faced and to share those judgements across the organisation.

Risk MitigationWhen risks have been identified, analysed and reported, the next stage is to rank the risks in order of their likelihood and potential impact, and to

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Risk Identification

Risk Assessment

Risk Mitigation

Risk Reporting

Risk Monitoring

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outline the key mitigating measures in place to address the significant risks.

Some risk is unavoidable and may not be within the capability of the Institute to manage to an acceptable or tolerable level. There are four key aspects to addressing risk.

TreatBy far the greater number of risks will be addressed in this way. The purpose of treatment is to allow the organisation continue with the activity giving rise to the risk, but also to ensure mitigations, actions or controls are put in place to constrain the risk to an acceptable level.

TolerateThe exposure may be tolerable without any further action being taken. Even if it is not tolerable, the ability to do anything about some risks may be limited, or the cost of taking action may be disproportionate to the potential benefit gained. In these cases the response may be to tolerate the existing level of risk.

TransferFor some risks the best response may be to transfer them. This might be done by conventional insurance, or it might be done by paying a third party to take the risk. It is important to note that some risks are not (fully) transferable – in particular it is generally not possible to transfer reputational risk even if the delivery of a service is outsourced.

TerminateSome risks will only be treatable, or containable to acceptable levels, by terminating the activity. It should be noted that the option of termination of activities is limited in state agencies and government bodies generally when compared to their private sector equivalents

Risk MonitoringIt is the role of the accountable and responsible person or persons to regularly review progress.

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Risk ReportingThe Director General, the Chief Risk Officer, and senior management will ensure that all staff and other relevant stakeholders are made aware of relevant risks issues. This process forms part of the risk identification process by affording an opportunity for those not directly involved in risk management to make a contribution and in doing so to complete the cycle of risk management.

Risk RegisterA Risk Register is developed to document risk mitigation strategies being pursued in response to the identified risks which are graded in terms of likelihood and impact. The corporate risk register will be regularly reviewed by the senior management group and audit committee, as part of its governance and management obligations. The corporate risk register will reflect the exposure and vulnerabilities relative to the significant risks and the prioritised mitigating actions.

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Roles & ResponsibilitiesAll staff have a part to play in managing risk by:

being aware of the nature of risks in their day-to-day work; monitoring the effectiveness of management procedures

created to mitigate the risks identified; being responsive to the changing nature of the risks faced by

the organisation.Specific responsibilities for policy and processes are as follows:

The BoardThe Board is collectively responsible for ensuring effective leadership and management within the organisation and for ensuring that the Institute is compliant with all its legal, regulatory and governance obligations as a state body, including the adoption of a risk management policy. The Board, in conjunction with the Executive, is responsible for establishing and maintaining a sound system of internal control that supports the achievement of policies, aims and objectives. The system of internal control is designed to respond to and manage the whole range of risks that the Institute faces.

The Director General and Senior Management GroupThe Director General (as Chief Risk Officer) is responsible for ensuring that risk management is embedded in the management processes and that the key strategic risks are being addressed and managed appropriately. This includes ensuring procedures for managing risk are fully understood and implemented by all staff as part of the business and service planning processes and that the key strategic and corporate risks are regularly reviewed. The Director General is supported in this activity by the senior management group (SMG), who have responsibility for ensuring effective risk management systems within their respective business areas.

The Audit Committee

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The Audit Committee has an independent role in the provision of assurance to the Board on internal control, risk management, audit and assurance matters, as part of the systematic review of the control environment and governance procedures of the Institute. This work is informed by audit and control reviews, communications with the Comptroller and Auditor General and executive assurances on risk management and control arrangements. The Risk Register and the levels of assurance will inform the work of the Audit Committee and the Internal Audit plan.

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APPENDIXThe IPA Risk Register

The format of the Register works sequentially and focuses on the key questions at each stage of the process. The completion of the Register is linked back to the corporate mission and priorities.

The following table explains the rationale and content of each of the columns in the register.

Column Rationale Content

(1)

Risk Reference Number.Colour coded

The purpose of this column is to provide a key code reference to the main categories of risk and a colour code is to allow for easy visual identification of the principal risks that require management attention.

This will include a numerical character but the numbering does not reflect any order of priority

(2)

Principal Risks

The purpose of this column is to specify the principal risks / opportunities related to the mission and objectives.

Short explanations and comments on the principal risks identified.

(3)

Category

The purpose of this column is to classify and categorise the risks identified into broad and comprehensible headings

The risks are classified appropriately. E.g. reputation, operational etc.

(4)

Mitigations

The purpose of this column is to identify the current existing actions being undertaken to mitigate and manage the risk identified in column (2).

Short explanation of what is being done to manage the risk identified.

(5)

Risk Ranking

The purpose of this column is to allow for an assessment or ranking of the risk in the context of impact/ consequence and likelihood / probability. In effect this requires a ranking of the Residual Risk after mitigations.

For each of the risks, its ranking will reflect in impact terms – high, medium or low. (i.e. serious, significant, or minor) and in likelihood terms - high, medium and low (i.e. probable, possible or remote).

(6)

Responsibility / Accountability / Ownership

The purpose of this column is to identify the owner of each risk

This will include named individual office holders

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Appendix 17 Confidential Disclosure Policy

IntroductionThis statement sets out the Institute’s policy and procedure for staff to raise concerns in relation to any specific knowledge, or any properly grounded suspicions, that they may have about actual, or potential, material irregularities ina. The running of the Institute; orb. The activities of colleagues, contractors, suppliers or customers, in so far as such activities have a material adverse bearing on the work of these parties with the Institute

The Institute’s existing policies and procedures in relation to grievances, harassment, disciplinary matters or other complaints are the appropriate procedures to use where injustices or discrimination effects an individual personally (see paragraph no. 4 below) and such matters are therefore outside the scope of this policy and the procedures provided for under it.

The Institute’s existing line management structure and existing system of internal control (both financial and operational) are the normal and correct mechanisms to detect and/or draw attention to irregularities of all kinds. Additionally, in exceptional circumstances it is sometimes necessary to have an alternative reporting line available to staff as a mechanism of last resort. In such instance, this disclosure policy applies.

Persons making genuine, supported, material allegations should be assured that their concerns will be treated seriously and sensitively. The Institute will provide every support to all persons making genuine, supported, material allegations and will aim to protect them from detriment, provided that at all times the person making the allegation has acted in good faith and that the allegations made are material and are properly grounded. Anonymous allegations will not be entertained under this policy under any circumstances.

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Action by a manager or others to inappropriately deter a member of staff from raising valid concerns about a material irregularity or other significant malpractice may result in the invocation of disciplinary procedures, up to and including dismissal against the manager or other person concerned. Likewise, staff abusing the process by raising unfounded, unsupported and/or immaterial allegations or repeating allegations previously investigated and found to be false will also be subject to the invocation of disciplinary procedures action, up to and including dismissal. Staff who make a genuine, supported material complaint in good faith, in ignorance of the fact that the same complaint has already been investigated and proven to be false, need have no concerns in this regard however.

Policy statement1. This policy describes the procedures at the Institute for handling

material allegations relating to the running of the Institute or the activities of members of staff, contractors, suppliers or customers, where such activities adversely affect the work of these parties with the Institute. Such material allegations may concern, inter alia, questions of financial malpractice, serious breaches of appropriate and agreed procedures, or significant departures from the statutory or other requirements for good governance. The Institute takes such actual and alleged irregularities very seriously.

2. The Institute, like other public bodies, has a duty to conduct its affairs with propriety having regard for its unique role in promoting best practice in public administration.

3. Allegations should be raised and dealt with through one of the routes indicated in paragraphs no. 4, 5 and 6 below, depending on the nature of the allegation.

4. Allegations of injustice or discrimination made by one member of staff against another should be dealt with under the procedures outlined in

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the Institute’s Staff Handbook. Your attention is drawn to Section 5, which deals with sexual harassment and bullying and equality of opportunity in employment respectively. Section 6 addresses the settlement of grievance procedures.

5. Allegations about an individual’s financial conduct should be made to the Director General or in accordance with Paragraph 7 as appropriate. By way of example, (although these examples are by no means exhaustive) these concerns could be regarding materially excessive or fraudulent travel and subsistence claims, inappropriate ordering/financial commitments, misappropriation of assets or fraudulent reporting of financial matters.

6. Allegations about other issues. If staff members have serious concerns about perceived material irregularities in relation to the running of the Institute which do not fall within paragraphs 3 and 4 above, they should be reported to the Director General or in accordance with Paragraph 7 as appropriate. By way of example, (although these examples are by no means exhaustive) these concerns could be regarding the material breach of significant procedures, improper departures from good governance, serious and deliberate failure of health and safety management procedures or substantial concerns regarding potential criminal activities, financial misappropriation

7. Where, for any reason, the person making the allegation considers it inappropriate to refer the matter to the Director General, material allegations can be made to the Chair of the Audit Committee, who shall decide what action to take having regard to the particular circumstances.

The Director General may request that the matter be investigated by the Internal Audit Department, the head of which reports directly to

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him, or by other appropriate professional either internally or externally.

8. In all cases, where a material allegation has been made under paragraphs 4 and 5, the Director General or the Chair of the Audit Committee, as appropriate, will make a record of its receipt and of the subsequent action taken. If, on preliminary examination, the allegation is judged to be wholly without substance or merit, the allegation may be dismissed. The person making the allegation will be so informed and may re-make the allegation to the Chair of the Audit Committee or, if he/she has previously been involved in the matter, to the Chairman of the Board.

If the preliminary investigation finds that there is prima facie substance to a complaint,

(i) The matter may 1. Be considered under the appropriate stage of the disciplinary

procedures2. Be the subject of a formal investigation; and/or3. Be referred to an outside body including the Garda Síochána.

(ii)The person or persons against whom a material allegation is made must be informed of the allegation and all of the evidence supporting it and must be allowed full opportunity to comment before the investigation is concluded.

All material, genuine allegations, including those dismissed after preliminary examination, and the results of their investigation, will be reported to the Audit Committee.

9. The identity of any person making an allegation under sections 4, 5 and 6 above may be kept confidential, as appropriate, until a formal investigation is launched. Thereafter the identity of the person making the allegation may not be kept confidential. In addition a

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person may be required to co-operate with investigating authorities and to give evidence to a Court or other tribunal.

10. Staff making allegations may be informed of the general outcome of the investigation and of the person and/or Committee to whom the report of the investigation is issued, but are not entitled to receive a copy of the report. The report is confidential to the investigator, the Director General, the members of the Senior Management Group with managerial responsibility for the area in question, the Institute’s legal advisers, those involved in any disciplinary process (if relevant) and the Audit Committee. The person against whom the allegation is made will be informed of the outcome of the investigation and will be entitled to receive a copy of the report if the investigation concludes that a breach has occurred.

GeneralAny changes to this Guidance will be notified to staff from time to time by reference in appropriate handbooks or such other method as may be determined from time to time.

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Appendix 18 Memorandum and Articles of Association

THE COMPANIES ACTS, 1908 TO 1959.

COMPANY LIMITED BY GUARANTEE

AND NOT HAVING A SHARE CAPITAL

Memorandum - AND - Articles of Association- OF -

The Institute of Public AdministrationIncorporated the 31st day of December, 1963.

(copy).

No. 21087.

CERTIFICATE OF INCORPORATION

I HEREBY CERTIFY that THE INSTITUTE OF PUBLIC

ADMINISTRATION (the word "Limited" being omitted by Licence of the

Minister for Industry and Commerce) is this day Incorporated under the

Companies Acts, 1908 to 1959, and that the Company is Limited.

GIVEN under my hand at Dublin, this Thirty-first day of December, One

thousand nine hundred and sixty-three.

Fees and Deed Stamps £22 Os. Od.

J. M. DINEEN,

Asst. Registrar of Joint Stock Companies.

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LICENCE OF THE MINISTER FOR INDUSTRY

AND COMMERCE.

Pursuant to Section 20 of the Companies (Consolidation) Act, 1908.

WHEREAS it has been proved to the Minister for Industry and Commerce that The Institute of Public Administration which is about to be registered Linder the Companies Acts, 1908 to 1959, as a company limited by guarantee and not having a share capital, is being formed for the purpose of promoting objects of the nature contemplated by the Twentieth Section of the Companies (Consolidation) Act, 1908, and that it is the intention of the said The Institute of Public Administration that the income and property of the Company whencesoever derived shall be applied solely towards the promotion of the objects of the Company as set forth in the Memorandum of Association of the said The Institute of Public Administration and that no portion thereof shall be paid or transferred, directly or indirectly, by way of dividend or bonus or otherwise howsoever by way of profit to the members of the said The Institute of Public Administration.

NOW, therefore, the Minister for Industry and Commerce in pursuance of the powers in him vested and in consideration of the provisions and subject to the conditions contained in the Memorandum of Association of the said The Institute of Public Administration as subscribed by seven members thereof, on the 19th day of November, 1963, does by this Licence direct The Institute of Public Administration to be registered with limited liability without the addition of the word "Limited" to its name.

GIVEN under the Official Seal of the Minister for Industry and Commerce this 16th day of December, 1963.

(L.S.)

(Sd) A. Ó COINNEÁIN Department of Industry and Commerce.

A person authorised under Section 15(i) of the Ministers and Secretaries Act, 1924, to authenticate the seal of the said Minister.

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The Companies Acts, 1908 to 1959

COMPANY LIMITED BY GUARANTEE.

AND NOT HAVING A SHARE CAPITAL

MEMORANDUM OF ASSOCIATION

- OF -The Institute of Public Administration

(as amended by Special Resolution dated 8 June 2006)

1. The name of the Company (hereinafter called "the Institute" or the “Company”) is “THE INSTITUTE OF PUBLIC ADMINISTRATION.”

2. The registered office of the Institute will be situate in Ireland.3. The main object for which the Institute is established is to advance

education, promote scholarship and build capacity in public administration and public management so as to enhance public services.

4. The following are the powers of the company(i) To purchase, take on lease or in exchange, hire or otherwise

acquire any real or personal property and any rights or privileges anywhere and to construct, maintain and alter buildings or structures and to sell, manage, lease, mortgage or otherwise deal with any of the property or rights of the Institute.

(ii) To borrow or raise money upon banking account or otherwise, by the issue of or upon bonds, debentures, bills of exchange, promissory notes, mortgages or other securities of the Institute.

(iii) To undertake and execute any trusts for the advancement of the objects of the Institute.

(i) To incorporate any other company or to become a shareholder in another company with the same or similar objects to the Institute and to enter into partnership or any arrangement for sharing profits, union of interest, co-operation, joint adventure, reciprocal concession or otherwise with any person or company so as to benefit directly or indirectly the Institute and/or the attainment of the main objects of the Institute.

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(ii) To guarantee, support or secure whether by mortgaging or charging all or any part of the undertaking, property and assets both present and future of the Institute or both the performance and discharge of any contract obligation or liability of a company or of any person or corporation with whom or which the Institute has dealings or having a business or undertaking in which the Institute is concerned or interested whether directly or indirectly and in particular to give security for any debts, obligations or liabilities of any company.

(iii) To pay or remunerate any person, firm or company for rendering services for and on behalf of the Institute and to pay any costs, charges or expenses incurred or sustained by or in connection with the formation and. incorporation of the Institute.

(iv) To invest and deal with the monies of the Institute not immediately required for the purpose of its business in or upon such investments or securities and in such manner as may from time to time be determined. Prior permission to be obtained from the Revenue Commissioners where it is intended to accumulate funds for a period in excess of two years.

(v) To develop, improve, manage, cultivate, exchange, let on lease or otherwise mortgage, charge, sell, dispose of, turn to account, grant rights and privileges in respect of, or otherwise deal with all or any part of the property or rights of the Institute.

(vi) To effect insurances and to take such other measures as may be considered necessary or expedient for the purposes of safe-guarding and securing the Institute and its Board members, members, Employees and people using its premises and any property of which the Institute may be a Trustee, Manager, Agent or Custodian, against liability, loss and damage of every description.

(vii) To enter into and carry into effect any arrangement with any person, firm, company or Government or Government Body or authority that may seem conducive to the Institute's objects and to apply for, promote, and obtain from any person, firm, company or Government or Government Body or authority any

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contracts, concessions, privileges, charters, decrees and rights which the Institute may think is desirable and to carry out, exercise and comply with same.

(viii) To act as Agent, Brokers and as Trustees for any person, firm or company and to establish agencies and branches and appoint Agents and others to assist in the conduct or extension of the Institute's business.

(ix) To grant pensions, gratuities, allowances or charitable aid to any person who may have served the Company as an employee, or to the wives, husbands, children or other dependents of such person provided that such pensions, gratuities, allowances or charitable aid shall be no more than that provided by an occupational pension scheme and provided that such occupational pension scheme has been operated by the company and the beneficiary of the pensions, gratuities, allowances or charitable aid, or their spouse or parent, has been a member of an occupational pension scheme while employed by the company; and to make payments towards insurance and to form or contribute to provident and benefit funds for the benefit of any persons employed by the Company and to subscribe or guarantee money for charitable objects.

(x) To purchase or otherwise acquire and undertake all or any part of the business, property, goodwill, assets, liabilities and transactions of any person, firm or company carrying on any business which the Institute is authorised to carry on.

(xi) To undertake and execute the office of nominee, trustee, executor, administrator, registrar, secretary, committee or attorney for any purpose and either solely or jointly with others and generally to undertake, perform and fulfil any office of trust or confidence.

(xii) To accept payment for any property or rights sold or otherwise disposed of or dealt with by the Institute in whatever form and on such terms as the Institute may determine necessary to further its main object.

(xiii) To establish, promote or otherwise assist any company and to promote or otherwise assist any person or firm for the purpose

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of acquiring all or any of the properties and/or liabilities or for furthering any of the objects of this Institute or for the purpose of instigating or opposing any proceedings or applications which may be considered necessary, advantageous or useful to the Institute.

(xiv) To enter into any partnership or joint arrangement or arrangement for, sharing profits with any company having main objects similar or in part similar to those of this Institute and to give whatever undertakings are considered necessary by the Institute.

(xv) To procure the Institute to be registered or recognised in any place outside of Ireland.

(xvi) To transfer assets at, above or below market value and to accept gifts or donations.

(xvii) To do all such other things as are incidental to or conducive to the attainment of the main objects of the Institute.

5. The Institute shall not support with its funds any object or endeavour to impose on or procure to be observed by its members or others any regulation or restriction which, if an object of the Institute, would make it a trade union.

6. The income and property of the Institute shall be applied solely towards the promotion of the objects of the Institute as set forth in this Memorandum of Association and no portion thereof shall be paid or transferred directly or indirectly, by way of dividend, gift, division, or bonus in money or otherwise howsoever by way of profit, unto or between any of the members of the Institute: Provided that nothing herein shall prevent the payment;

(i) in good faith, of reasonable and proper remuneration to any officer or servant of the Institute or to any member of the Institute in return for any services actually rendered to the Institute:

(ii) of reasonable and proper out of pocket expenses incurred by any board or staff member in connection

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with their attendance to any matter affecting the Institute;

(iii) of interest on monies loaned to the Institute by a Board Member at a rate to be determined by a General Meeting;

(iv) of reasonable and proper rent for premises demised or let by any member to the Institute;

but so that no member of the Board of the Institute shall be appointed to any salaried office of the Institute or any office of the Institute paid by fees, and that no remuneration or other benefit in money or money's worth shall be given by the Institute to any member of such Board other than the Director General of the Institute and a member of the staff of the Institute elected thereto by them.

7. No addition, alteration or amendment shall be made to or in the regulations contained in the Memorandum and Articles of Association of the Institute for the time being in force unless the same shall have been previously submitted to and approved by the Minister for Enterprise Trade and Employment (or their successor) (the “Minister”) or any person who has assumed the responsibilities of the Minister in this regard.

8. The fifth and sixth paragraphs of this Memorandum contain the conditions on which a licence is granted by the Minister in pursuance to Section 20 of the Companies (Consolidation) Act, 1908.

9. The liability of the members is limited.

10. Every member of the Institute undertakes to contribute to the assets of the Institute in the event of the same being wound up while he is a member or within one year after they cease to be a member, for payment of the debts and liabilities of the Institute contracted before they cease to be a member, and of the costs, charges and expenses of winding up, and for the adjustment of the rights of the contributories among themselves, such amount as may be required not exceeding €1.27.

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11.If upon the winding up or dissolution of the Institute there remains after the satisfaction of the debts and liabilities, any property whatsoever, the same shall not be paid to or distributed among the members of the Institute but shall be given or transferred to some other charitable institution or institutions having main objects similar to the main object of the Institute and prohibiting the distribution of its property or income among its members to an extent at least as great as is imposed on the Institute by Clause 6 hereof, such institution or institutions to be determined by the members of the Institute at or before the time of dissolution and if and so far as effect cannot be given to the aforesaid provision then to such charitable object as shall be approved by the Institute.

12. Annual audited accounts shall be kept and made available to the Revenue Commissioners.

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WE, the several persons whose names and addresses are subscribed, are desirous of being formed into a Company in pursuance of this Memorandum of Association.

NAMES, ADDRESSES AND DESCRIPTIONS OF SUBSCRIBERSM.J. Killeen, 69 Lansdowne Rd., Dublin 4.Secretary, C.T.T.

R.E. Cross, 51 St. Stephen's Green, Dublin.Chief Engineer, O.P.W.

James Gorman, 28 Nutley Rd., Dublin.Chairman of Executive Committee, I.P.A.

R.C. O'Connor, I Irish Grove, Mount Merrion, Co. Dublin.Chairman, Assocn. of Higher Civil Servants.

M.M. Connor, 13 Mount Merrion Ave., Blackrock, Co. Dublin.Chartered Accountant.

Desmond Roche, Coolhaven, Brighton Rd., Foxrock.Civil Servant.

Garret Fitzgerald, 75 Eglinton Rd., Dublin.Economist.

______________________________________________________________________________________

Dated the 19th day of November, 1963.

Witness to the above Signatures: -Teresa Higgins, 47 Nephin Road, Dublin 7.Secretary, Institute of Public Administration.

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The Companies Acts, 1908 to 1959_______________________________________

COMPANY LIMITED BY GUARANTEE

AND NOT HAVING A SHARE CAPITAL_______________________________________

ARTICLES OF ASSOCIATION

- OF -The Institute of Public Administration.

(As Amended by Special Resolution Dated 8 June 2006)

GENERAL

1. The Regulations contained in Table C of the Companies Acts 1963-2005

shall not apply to the Institute. In these presents the words standing in the first column of the Table next hereinafter contained, shall have the meaning set opposite to them respectively in the second column thereof, if not inconsistent with the subject or context:-

The Act: The Companies Act, 1963;

The Company: The Institute of Public Administration;

These presents: These Articles of Association, and the regulations of the Institute from time to time in force;

The Institute: The Institute of Public Administration;

Unincorporated Institute:

The unincorporated body known as the Institute of Public Administration;

The Board: The Board of the Institute;

Office: The registered office of the Institute;

Seal: The Common Seal of the Institute;

Month: Calendar month;

In writing: Written, printed or lithographed, or partly one and partly another, and other modes of representing or reproducing words in a visible form and without limitation of the foregoing “in writing” shall include email and other forms of electronic communication

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Words importing the singular number only shall include the plural number, and vice versa.The word “person” and cognate words include corporations and unincorporated bodies.

Subject as aforesaid, any words or expressions defined in the Act or any statutory modification thereof in force at the date on which these presents become binding on the Institute shall, if not inconsistent with the subject or context, bear the same meaning in these presents.

2. The Institute is established for the purposes expressed in the Memorandum of Association.

MEMBERSHIP

3. The number of members with which the Institute proposes to be registered is unlimited.

4. Such persons as were on the first day of December, 1963, members of the Unincorporated Institute shall be members of the Institute.

5. Save as herein provided no person shall be admitted an ordinary or corporate member of the Institute unless they are first approved by the Board and the Board shall have full discretion as to the admission of any person to membership. Persons who have been approved by the Board for honorary membership shall be admitted to membership only by resolution passed at a general meeting of the Institute.

6. Applications for membership of the Institute shall be made to the Secretary of the Institute in writing in such form and containing such information as the Board may from time to time prescribe and before deciding to accept any applications the Board shall be entitled to require any additional information.

7. Membership of the Institute shall be personal to the member and shall not be transferable or transmissible by the act of the member or by operation of law,.

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8. Every member shall further to the best of their ability, the objects, interests and influence of the Institute and shall observe all regulations of the Institute made pursuant to the powers in that behalf hereinafter contained.

9. A member of the Institute shall cease to be a member:(a) If by notice in writing to the Secretary at the Office such a

member resigns.

(b) If they become of unsound mind or is declared a bankrupt or enters into any arrangement with their creditors.

(c) If they shall be in default for a period of six months (or such longer period as the Board in their case may determine) in the payment of any subscription or other contribution payable to the Institute.

(d) If they are expelled from membership under Article 10 hereof.(e) If they otherwise cease to qualify for membership under these

Articles.(a) If they die.(b) If being a limited company it goes into liquidation or passes a

resolution for winding up.

10.Any member may be expelled from the Institute by resolution of a majority of at least three-fourths of the members of the Board present and voting at a Board meeting specially convened for this purpose. Such member shall have seven clear days' notice sent to him of the meeting and they shall be entitled to attend the meeting and be heard but shall not be present at the voting or take part in the proceedings otherwise than as the Board shall permit. Any member so expelled shall have a right of appeal within seven days to the President of the Institute.

11.Membership of the Institute shall be divided into the following categories: -

(a) Ordinary membership which shall be open to:-

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(i) any person who is employed or was formerly employed in the public service, including the civil service, the local government service, an Garda Síochána, the Defence Forces , the health service and the services of state-sponsored bodies:

(ii) any person who is engaged in the teaching or study of public administration or related subjects;

(iii) any person who is interested in the study or advancement of public administration.

(iv) Any person who is pursuing a course of study in the Institute(b) Corporate membership which shall be open to:

(i) any government department or office;(ii) any local authority;(iii) the Health Service Executive;(iv) any public body;(i) an Garda Síochána,(v) the Defence Forces(vi) any association or union of persons engaged in the public

service;(vii) any university, faculty or college of a university or third level

educational institution,, and(viii) any company or other body interested in the study of or

advancement of public administration.(c) Honorary membership which shall be open to any person who

appears to the Board to have made a conspicuous contribution towards the advancement of the objects of the Institute.

(d) A person appointed to the office of President of the Institute, Vice President of the Institute, as a Board Member or Chairman shall be admitted to membership without payment of a subscription as long as they hold such office.

12.An honorary member shall be entitled to the privileges of ordinary membership except the right to vote. They shall not be required to contribute to the funds of the Institute.

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13. (1) Each fully paid up corporate member of the Institute may nominate to the Board in writing an accredited representative or representatives who shall exercise for and on behalf of the corporate member all the rights of membership of the Institute,(2) In the event of a corporate member by notice in writing to the Institute withdrawing authority to such representative to represent and act for them as aforesaid, then the right of such person to represent such corporate member, as aforesaid, shall cease and such corporate member may nominate another person to represent and act for them as aforesaid.

14. (1) The annual subscription for corporate and ordinary members shall be such as may be determined from time to time by the Board provided that ordinary members who are themselves members of, or employed by, bodies which are corporate members shall be entitled, on presenting satisfactory evidence of such current membership, or employment, to membership of the Institute at such reduced subscription rate as may be determined by the Board.(2) Any member who has been superannuated from service shall, upon application to the Board, and provided their name shall have been for at least five consecutive years before the date of application upon the register of members of the Institute, be allowed to subscribe at one-half of the full normal rate of subscription applicable to the ordinary member(3) Subscriptions shall be payable annually in advance.

PRESIDENT AND VICE-PRESIDENTS

15. (1) The Institute shall by ordinary resolution passed at an Annual General Meeting, appoint a person, who has been recommended for the appointment by the Board, to be President of the Institute. The President shall hold office for a period of three years and shall be eligible for reappointment for one further period of office.

(2) Vice-Presidents shall be appointed, on the recommendation of the Board, by ordinary resolution passed at an Annual General Meeting, of the Institute. A Vice-President shall hold office for a period of three years and shall be eligible for re-appointment for one further period of office. A

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Vice-President who is holder of one of the following offices (or the holder of office replacing or succeeding such office) shall be eligible for reappointment as long as they continue to hold that office:-

the Secretary General at the Department of Finance with responsibility for Public Service Management and Development;the Secretary General of the Department with responsibility for Local Government;the Secretary General of the Department with responsibility for the Health Services;the Secretary General of the Department of the Taoiseach;the Dublin City Manager;the Chief Executive Officer of the Health Service Executive; and the Chairman of the Consultative Group of Chief Executives of State-Sponsored Bodies.

(3) The Chairman of the Board shall be appointed on the recommendation of the Board by ordinary resolution passed at an Annual General Meeting of the Institute.

(4) If at any time the office of the Chairman of the Board becomes vacant, the Board shall be entitled to appoint a Chairman of the Board for a maximum period from the date of such appointment up to the date of the next Annual General Meeting of the Institute and the Board may within such period remove any such Chairman of the Board and appoint another in his stead.

(5) The President and Vice-Presidents of the Institute shall have the right to provide advice on their own initiative to the Board.

THE BOARD

16. (1) With effect from the expiration of the term of office of the Board in place for the period 2010 to 2012, the Board will thereafter consist of not more than fourteen members comprised as follows:-

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(a) two shall be civil servants (not being officers of the Department of Public Expenditure and Reform) of whom one shall be an officer of the Department with responsibility for Local Government and one an officer of the Department with responsibility for the Health services;

(b) one shall be a secretary general;

(c) one shall be a city or county manager;

(d) one shall be the Chief Executive Officer of the Health Service Executive or his/her nominee;

(e) two shall be chief executive officers of state-sponsored bodies, of whom one shall be an officer of a commercial state body and one shall be an officer of a non-commercial state body;

(f) one shall be representative of associations or unions of persons engaged in the public service;

(g) one shall be a representative of universities, faculties or colleges of universities or third-level educational institutions;

(h) one shall be an officer of the Department of Public Expenditure and Reform;

(i) one shall be a representative of the students of the Institute elected by them;

(j) one shall be a member of the staff of the Institute elected by them;

(k) one shall be the Director General of the Institute;

(l) one who may be co-opted by the Board

(2) The members of the Board (other than the Director General of the Institute and the member to be co-opted by the Board) shall be elected or nominated to office in accordance with regulations to be made by the President and Vice-Presidents of the Institute. The importance of gender balance shall be taken into account in deciding board membership.

(3) Each member of the Board shall hold office from and including the seventh day before the commencement of the Annual General Meeting held next after their election or nomination and shall cease to hold office on the day on which the succeeding members of the Board take office prior to the commencement of the second Annual General Meeting held thereafter.

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(4) The Board may, by co-option, fill any casual vacancy in its membership. A person appointed to fill a casual vacancy shall hold office for the remainder of their predecessor's term of office. Where the Board seeks to fill a vacancy in this way, it shall be mindful of the wishes of the representative body that proposed the original board member.

(5) The Board may act notwithstanding any vacancy in its membership, but if their number is reduced below the quorum fixed, it may only act for the purpose of increasing their number to that number, or of summoning a General Meeting of the Institute, but for no other purpose.

(6) The quorum shall be six unless otherwise determined Board. If a quorum is not present the meeting shall be adjourned to the same time and place seven days later and at such meeting those present shall constitute a quorum.

(7) The office of a member of the Board shall be vacated(a) if by notice in writing they resign their office;(b) if they cease to hold office by virtue of the provisions of the

Companies Act 1963;(c) if they become prohibited or restricted from being a Director under

the Acts;(d) if their appointment is terminated by (or they retire from) the body

they represent unless the Board and such body otherwise determines;

(e) is convicted of an indictable offence unless the Board otherwise determines.

17. (1) The business of the Institute shall be managed by the Board who may, as they think fit, do on behalf of the Institute all such acts as may be exercised and done by the Institute and are not by the Companies Acts 1963 to 2005 (as amended from time to time) or by these Articles required to be exercised or done by the Institute in general meeting or by the President and Vice-Presidents of the Institute.

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(2) The Board shall(a) have power to delegate, from time to time, any of their business,

functions, and powers of management to the Director General of the Institute;

(b) have power to appoint sub-committees said advisory committees with such powers (including powers of the Board) as the Board shall delegate or assign to them;

(c) determine and review the aims and objectives of the Institute and determine changes in policy;

(d) ensure that the aims and objectives of the Institute are attained by formulating and reviewing policies of the Institute and by supervising the carrying on of the business of the Institute;

(e) determine the annual budget;(f) appoint the Director General of the Institute and, on the

recommendation of the Director General appoint such other officers of the Institute as the Board may decide from time to time.

(3) A register of members of the Institute shall be kept by the Board.

(4) The Board shall have power from time to time to make, alter and repeal all such regulations as they consider necessary or expedient or convenient for the proper conduct and management of the Institute. The Board shall adopt such means as they think sufficient to bring to the notice of the members all such regulations, alterations and repeals and an such regulations, so long as they are in force, shall be binding upon all members of the Institute.

(5) No regulation shall be inconsistent with or shall amend or repeal anything contained in the Memorandum and Articles of Association of the Institute or constitute such an amendment of or addition to these articles as could only lawfully be made by special resolution.

18.The Seal of the Institute shall not be affixed to any instrument except by the authority of a resolution of the Board and in the presence of at least two members of the Board or one member of the Board and the

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Secretary, both of whom shall sign every instrument to which the Seal shall be so affixed in their presence. For any person bona fide dealing with the Institute such signatures shall be conclusive evidence of the fact that the Seal has been properly affixed. A provision of the Act or these articles requiring or authorising a thing to be done by or to any Board Member and the secretary shall not be satisfied by its being done by or to the same person acting both as Board Member, and as the secretary. The secretary shall be appointed by the Board.

19. The Board shall cause proper minutes to be made of the proceedings of all meetings of the Board and of committees of the Board, and all business transacted at such meetings, and any such minute of any meeting, if purporting to be signed by the Chairman of such meeting, or by the Chairman of the next succeeding meeting, shall be conclusive evidence (in the absence of fraud or manifest error) without any further proof of the facts therein contained.

20. A resolution in writing signed by all the members for the time being of the Board or of any committee of the Board, shall be as valid and effectual as if it had been passed at a meeting of the Board or of such committee duly convened and constituted.

21. The Board may meet together for the dispatch of business, adjourn and otherwise regulate their meetings as they think fit. Questions arising at any meeting shall be decided by a majority of votes. In case of equality of votes the chairman shall have a further or casting vote. Two members of the Board may, and the Secretary shall, on the requisition of two members of the Board summon a meeting of the Board.

22. Members of the Board may attend meetings of the Board by telephone conference call or by video conference call.

23. All acts done by any meeting of the Board or by any person acting as a Board Member or any Sub-Committee shall, notwithstanding that it be afterwards discovered that there was some defect in the appointment of any such person acting as aforesaid, or that he or any of the Board was

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disqualified or restricted, be as valid as if every such person had been duly and validly appointed.

24. The Board may from time to time and at any time by power of attorney appoint any Company, firm or person or body of persons, whether nominated directly or indirectly by the Board to be the attorney or attorneys of the Institute for such purposes and with powers, authorities and discretions (not exceeding those vested in or exercisable by the Board under these Articles) and for such period and subject to such conditions as they may think fit, and any such powers of attorney may contain such provisions for the protection and convenience of persons dealing with such attorney as the Board may think fit, and may also authorise any such attorney to delegate all or any of the powers, authorises and discretion vested in him.

25. All cheques, promissory notes, drafts, bills of exchange and other negotiable instruments, and all receipts for moneys paid to the Institute shall be signed, drawn, accepted, endorsed or otherwise executed as the case may be, by such person or persons and in such manner as the Board shall from time to time by resolution determine.

26. The Board may exercise all the powers of the Institute to borrow money and to mortgage or charge its undertaking, property or any part thereof and to issue debentures, debenture stock and other securities, whether outright or as security for any debt, liability or obligation of the Institute or of any third party.

27. Subject to disclosure of their interest a member of the Board may vote in respect of any contract in which they are interested or any matter arising thereof in a manner regulated by the Board and subject to compliance with the Ethics in Public Office Act 1995 (as amended from time to time) and all other relevant guidelines or legislation.

GENERAL MEETINGS

28. General meetings of the Institute shall be held once in every calendar year at such time and place in Ireland as may be determined by the Board

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provided that every general meeting shall be held not more than fifteen months after the holding of the last preceding meeting.

29. The above-mentioned general meetings shall be called annual general meetings. All other general meetings shall be called extraordinary meetings.

30. The Board may, whenever they think fit, convene an extraordinary general meeting and extraordinary general meetings shall also be convened on such requisition or in default as may be convened by such requisitionists as provided by section 132 of the Act. If at any time there are not sufficient board members capable of acting to form a quorum any Board Members or any three members of the Institute may convene an extraordinary general meeting in the same manner as nearly as possible as that in which meetings may be convened by the Board.

31. In the case of an extraordinary general meeting called in pursuance of a requisition, no business other than that stated in the requisition as the object of the meeting shall be transacted.

32. Twenty one days notice in writing at least of every Annual General Meeting and of every meeting convened to pass a Special Resolution and fourteen days notice in writing at least of every other general meeting (exclusive in every case both of the day on which it is served or deemed to be served and of the day of which it is given) specifying the place and the hour of the meeting, and in the case of special business, the general nature of that business, shall be given in the manner hereinafter mentioned to the members and the Auditors. With the consent of the Auditors and of all the members having the right to attend and vote thereat or of such proportion of them as is prescribed by the Acts in the case of meetings other than Annual General Meetings, or meetings to pass a Special Resolution, a meeting may be convened by such Notice as those members may think fit.

33. Accidental omission to give notice of a meeting to, or the non-receipt of such notice by any person entitled to receive notice thereof, shall not

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invalidate any Resolution passed, or proceeding adopted at that meeting.

PROCEEDINGS AT GENERAL MEETINGS

34. No business shall be transacted at any general meeting unless a quorum is present when the meeting proceeds to business. Save as herein otherwise provided ten members personally present or present by proxy shall constitute a quorum.

35. If, within half an hour from the time appointed for the holding of a general meeting, a quorum is not present, the meeting, if convened on the requisition of members, shall be dissolved. In any other case it shall stand adjourned to the same day in the next week at the same time and place, or at such other place as the Board may determine, and if at such adjourned meeting a quorum is not present within half an hour from the time appointed for holding the meeting, the members present shall constitute a quorum.

36. The President, if any, shall preside as Chairman at every general meeting of the Institute, or if there is no such President, or if he is not present within fifteen minutes after the time appointed for the holding of the meeting or is unwilling to act, the Vice Presidents present shall elect one of their number to be Chairman at the meeting. But if no Vice President is willing to act as Chairman or if no Vice President is present within fifteen minutes after the time appointed for the holding of the meeting, the members present shall choose one of their number to be Chairman of the meeting.

37. All business shall be deemed special that is transacted at an extraordinary meeting, and all that is transacted at an annual general meeting shall also be deemed special, with the exception of the consideration of the accounts and balance sheet, and the reports of the Board and of the Auditors and the fixing of the remuneration of the Auditors.

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38. No business shall be transacted at any general meeting unless a quorum is present when the meeting proceeds to business.

39. With the consent of any meeting at which a quorum is present, the Chairman of the meeting may adjourn a meeting from time to time and from place to place, as the meeting shall determine. Whenever a meeting is adjourned for ten days or more, notice of the adjourned meeting shall be given in the same manner as of an original meeting, except as regards time.

Save as aforesaid, the members shall not be entitled to any notice of an adjournment, or of the business to be transacted at an adjourned meeting. No business shall be transacted at any adjourned meeting other than the business which might have been transacted at the meeting from which the adjournment took place.

40. At all general meetings a resolution put to the vote of the meeting shall be decided on a show of hands by a majority of the members present and entitled to vote, unless before or upon the declaration of the result of the show of hands a poll be demanded by the Chairman of the meeting or at least three members present in person and entitled to vote, and unless a poll be so demanded a declaration by the Chairman of the meeting that a resolution has been carried or has been carried by a particular majority, or lost, or not carried by a particular majority, shall be conclusive and an entry to that effect in the Minute Book of the Institute shall be conclusive evidence thereof, without proof of the number or proportion of the votes recorded in favour of or against such resolution. The demand for a poll may be withdrawn.

41. If a poll be demanded in manner aforesaid it shall be taken at such time and place, and in such manner, as the Chairman of the meeting shall direct, and the result of the poll shall be deemed to be the resolution of the meeting at which the poll was demanded.

42. No poll shall be demanded on the election of a Chairman of a meeting, or on any question of adjournment.

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43. In the case of an equality of votes, either on a show of hands or at a poll, the Chairman of the meeting shall be entitled to a further or casting vote.

44. The demand of a poll shall not prevent the continuance of a meeting for the transaction of any business other than the question on which a poll has been demanded.

45. Each corporate and ordinary member shall have one vote on a show of hands or on a poll.

46. A resolution in writing signed by all the members for the time being entitled to attend and vote on such resolution at a General Meeting (or being bodies corporate by their duly authorised representatives) shall be valid and effective for all purposes as if the resolution had been passed at a general meeting of the Institute duly convened and held, and if described as a special resolution shall be deemed to be a special resolution within the meaning of the Act.

47. Save as herein expressly provided, no member other than a member duly registered, who shall have paid every subscription and other sum (if any) which shall be due and payable to the Institute in respect of their membership, shall be entitled to vote on any question either personally or by proxy, or as proxy for another member at any general meeting.

48. No objection shall be raised to the qualification of any voter except at the meeting or adjourned meeting at which the vote objected to is given or tendered, and every vote not disallowed at such meeting shall be valid for all purposes. Any such object made in due time shall be referred to the Chairman of the meeting whose decision shall be final and conclusive.

49. Votes may be given either personally or by proxy.

50. The instrument appointing a proxy shall be in writing under the hand of the appointee or of their attorney duly authorised in writing, or, if the appointee is a body corporate, either under seal or under the hand of an

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officer or attorney duly authorised. A proxy need not be a member of the Institute.

51. The instrument appointing a proxy and the power of attorney or other authority, if any, under which it is signed or a notarially certified copy of that power or authority shall be deposited at the Registered office, or at such other place within the state as is specified for that purpose in the notice convening the meeting, not less than 48 hours before the time for holding the meeting or adjourned meeting at which the person named in the instrument proposes to vote, or, in the case of a poll, not less than 48 hours before the time appointed for the taking of a poll and in default, the instrument of proxy shall not be treated as valid.

52. An instrument appointing a proxy shall be in the following form or a form as near as circumstances permit.

THE INSTITUTE OF PUBLIC ADMINISTRATION

I, of being a member of the above named Institute hereby appoint of

or failing him ofas my proxy to vote for me on my behalf at the (annual or

extraordinary as the case maybe) general meeting of the Institute to be held on the day of 200 and at any adjournment thereof.

Signed this day of 200

This form is used in favour of/against* the resolution.

Unless otherwise instructed, the proxy will vote as he thinks fit.

*Strike out whichever is not desired

53. The instrument appointing a proxy shall be deemed to confer authority to demand or join in demanding a poll.

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54. Any body corporate which is a member of the Institute may by resolution of its directors or decision of its Chief Officer, authorize such person as it thinks fit to act as its representative at any meeting of the Institute, and the person so authorised shall be entitled to exercise the same powers on behalf of the Body Corporate which he represents as that Body Corporate could exercise if it were an ordinary member of the Institute.

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ACCOUNTS

55. The Board shall cause proper and sufficient books of account to be kept with respect to:-

(a) The assets and liabilities of the Institute;(b) The sums of money received and expended by the Institute and the matters in respect of which such receipts and expenditure take place.; and (c) All sales and purchases by the Institute.

56. Proper books shall not be deemed to be kept if there are not kept such books of account as are necessary to give a true and fair view of the state of the Institute’s affairs and to explain its transactions.

57. The books of account shall be kept at the office or subject to Section 147 of the Act at such other places as the Board shall think fit and shall at all reasonable times be open to the inspection of any Board Member.

58. The Board Member shall from time to time determine whether and to what extent and at what times and places and under what conditions or regulations, the accounts and books of the Institute or any of them should be opened to the inspection of members, not being a Board Member and no member (not being a Board Member) shall have any right of inspecting any account or book or document of the Institute except as conferred by statute or authorised by the Board or by the Institute in General Meeting.

59. At the Annual General Meeting in every year the Board shall lay before the Institute a proper Income and Expenditure Account for the period since the last preceding account made up to a date not more, than sixmonths before such meeting, together with a proper Balance Sheet made up to the same date. Every such Balance Sheet shall be accompanied by proper Reports of the Board and the Auditors, and copies of such Account, Balance Sheet and Reports (all of which shall be framed in accordance with the Statutory requirements for the time being in force)

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and of any other documents required by law to be annexed or attached thereon or to accompany the same shall, not less than 21 clear days before the date of the meeting, be sent to the Auditors and to all persons entitled to receive notice of General Meetings in the manner in which Notices are hereinafter directed to be served. Such report shall be open to inspection and to be read before the meeting.

AUDIT

60. Once at least in every year the accounts of the Institute shall be audited and the correctness of the income and expenditure account and balance sheet certified by one or more properly qualified Auditor or Auditors.

61. Auditors shall be appointed and their duties regulated in accordance with the Comptroller and Auditor General (Amendment) Act 1993 and their

duties regulated by Sections 160 and 163 of the Act, the members of the Board being treated as the directors mentioned in these sections and members of the Institute as the shareholders mentioned therein.

NOTICES

62. A notice may be served by the Institute upon any member either personally or by sending it through the post in a pre-paid letter, addressed to such member at their registered address, as appearing in the register of members or by sending it by email to the address of the member notified to the Institute by such member for such purpose.

63. Any notice, if served by post, shall be deemed to have been served on the day following that on which the letter containing the same is put into the post, and in proving, such service it shall be sufficient to prove that the letter containing the notice was properly addressed and put into the post office as a pre-paid letter. Any notice, if sent by email shall be deemed to have been served one hour after its dispatch. In proving such service it shall be sufficient to prove that such email was sent to the address notified by the member to the Institute for such purpose.

INDEMNITY

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64. The President, Vice-Presidents, members of the Board or sub-committees, Auditors, Secretary and other officers for the time being of the Institute and any trustees for the time being of the Institute acting in relation to any of the affairs of the Institute, and their heirs, executors and administrators respectively shall be indemnified out of the assets of the Institute from and against all actions, proceedings, costs, charges, losses, damages and expenses which they or any of them shall or may incur or sustain by reason of any act done or omitted in or about the execution of their duty in their respective offices or trusts except such (if any) as they shall incur or sustain by or through their own wilful neglect or default respectively, and no such officer or trustee shall be answerable for the acts, receipts, neglects or defaults of any other officer or trustee or for joining in any receipt for the sake of conformity, or for solvency or honesty of any bankers or other person with whom any monies or effects belonging to the Institute may be lodged or deposited for safe custody, or for any insufficiency or deficiency of any security upon which any moneys of the Institute shall be invested, or for any other loss or damage due to any such cause as aforesaid, or which may happen in or about the execution of their office or trust, unless the same shall happen through the wilful neglect or default of such member of Board or sub-committees, officer or trustee.

WINDING UP

65. The provision of Clause 11 of the Memorandum of Association of the Institute relating to the winding up or dissolution of the Institute shall have effect and be observed as if the same were repeated in full in these Articles.

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NAMES, ADDRESSES AND DESCRIPTIONS OF SUBSCRIBERS

M.J. Killeen, 69 Lansdowne Rd., Dublin 4.Secretary, C.T.T.

R. E. Cross, 51 St. Stephen , s Green, Dublin.Chief Engineer, O.P.W.

James Gorman, 28 Nutley Rd., Dublin.Chairman of Executive Committee, I.P.A.

R.C. O'Connor, I Irish Grove, Mount Merrion, Co. Dublin.Chairman, Assocn, of Higher Civil Servants.

M.M. Connor, 13 Mount Merrion Ave., Blackrock. Co. Dublin.Chartered Accountant.

Desmond Roche, Coolhaven, Brighton Rd., Foxrock.Civil Servant.

Garret Fitzgerald, 75 Eglinton Rd., Dublin.Economist.

Dated the 19th day of November, 1963.

Witness to the above Signatures: -

Teresa Higgins, 47 Nephin Road, Dublin 7.Secretary, Institute of Public Administration

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