Corporate
Governance
HCSA Community Services (HCSA) was established on 12 March 1997 governed by its constitution as a society. Its Constitution complies with the requirements of the Societies Act and is set up under its Sector Administrator, the Ministry of Social and Family Development (MSF). HCSA is also a Charity and Institute of a Public Character (IPC), registered under the Charities Act, Chapter 37. HCSA complies with the guidelines for Basic, Intermediate and Enhanced tiers of the Code of Governance issued by the Charity Council. HCSA’s Governance Evaluation Checklist for the period of 1 Jan 2021 to 31 Dec 2021 can be viewed via the Charity Portal at www.charities.gov.sg.
Roles and Responsibilities of Board of Directors
The Board acts in the best interests of HCSA to fulfil its mission of empowering the vulnerable to find purpose for a more abundant life. It also ensures there are adequate resources for the operations and programmes of HCSA and that such resources are effectively and efficiently managed; that there are processes in place to ensure HCSA complies with all applicable laws, rules and regulations, and there is an appropriate code of conduct, which upholds the core values of HCSA and processes to ensure compliance with the code.
Day-to-day management of HCSA is delegated by the Board to the management team headed by the Chief Executive Officer (CEO) who is also a Board member. Initiation of new programmes and activities, changes in current programmes and significant transactions require the approval of the Board/Management Committee. The Board also reviews and approves the annual budget prepared by the management.
Composition of our Board of Directors
The Board strives to ensure that board members, as a group, have core competencies in areas such as law, finance, management, strategic planning, human resource, technology and that it incorporates a degree of diversity. All board members, except the CEO, are independent. Independence refers to not having any family, employment, business and other relationship with HCSA, any related companies or their officers that could interfere or be reasonably perceived to interfere, with the exercise of the board member’s independent judgment made in the best interests of HCSA. Though the CEO is also a member of the Board, she does not participate in discussions or decision-making if there is any conflict of interest. The CEO does not determine her own remuneration. The President of the Board is not a staff of HCSA.
The Board comprises members from diverse backgrounds with expertise in various industries and professions. The average length of service on the Board is 5.5 years.
Given that the Board is small with only one or two members contributing to a specific expertise, HCSA has retained three members who have served more than 10 consecutive years.
Given that more than half of the Board has served for 5 years or less, these board members continue to serve while developing a viable succession plan for the Board through leadership transition and to ensure the necessary skill sets are represented on the Board.
HCSA sets a maximum limit of four consecutive years for the Treasurer.
As at end of the financial year, the Board had 11 members.
HCSA has committees with documented terms of reference. These committees provide oversight in the following areas - Audit and Risk Management, Finance, Dayspring Programmes, Highpoint Halfway House Programme, Academy, and Human Resources.
Conflict of Interest
There are documented procedures for Board members and staff to declare actual or potential conflicts of interest. Board members and staff are expected to avoid actual and perceived conflicts of interest, where they have personal interest in business transactions or contracts that HCSA may enter into, or have vested interest in other organisations that HCSA has dealings with. They are expected to declare such interests as soon as possible, abstain from decision-making and not vote or participate in matters where they have a conflict of interest.
Strategic Planning
The Board reviews and approves the vision and mission of HCSA. They are documented and communicated to its members and the public. Strategic planning meetings are conducted every year to review the strategic plan for HCSA to ensure that the programmes and activities are in line with its objectives.
Human Resource Management
The Board approves the documented human resource policy of HCSA and exercises policy oversight of the human resource matters in HCSA and ensure that there are systems for regular supervision, appraisal, professional development of staff and also procedures to address grievances and resolve conflicts.
Risk Management Practices
HCSA has imbued a culture of risk management being everyone’s responsibility and this is built into our processes. Starting with good governance, we established distinct roles of responsibilities and accountability with clear measurable outcomes. This allows good risk-management processes to be put in place. Such processes include personal data protection processes across the organisation and reliable business continuity plans that allows us to mitigate risks.
Reserve Policy
HCSA has a Reserve Policy that provides clarity in the management of our reserves. The reserve is an unrestricted fund balance set aside for unexpected events, loss of funding or income and large unbudgeted expenses. The policy applies to that part of HCSA’s income funds that are freely available for its operating purposes. It excludes endowment and restricted funds. This policy serves to assure stakeholders that the reserves is well-managed and HCSA has a strategy for building up reserves of up to one year, that is, the unrestricted funds that are freely available for operating expenses, in order to ensure long-term sustainability.
Financial Management and Controls
The Board ensures that adequate internal controls for financial matters are in place and reviews its financial policies, procedures, processes, key programmes and events to ensure that there are adequate resources for the operations and programmes of HCSA and that such resources are effectively and efficiently managed.
The Finance Committee reviews the Financial Policies and Procedures of HCSA and makes recommendations to the Board for its approval. It also reviews HCSA’s financial performance and annual budget of operating and capital expenditure for the Board’s approval. The Committee ensures that HCSA is in compliance with requirement in Financial Reporting Standards (FRS), the Recommended Accounting Practices for Charities (RAP6) and the Code of Governance for Charities and Institution of a Public Character (IPC).
The Finance Committee’s primary function is to assist the Board in fulfilling oversight and fiduciary responsibilities to act in the interest of HCSA’s donors and stakeholders. The Committee reviews the efficiency and effectiveness of HCSA’s material internal controls, including operational and compliance control, risk management and adherence evaluation, ascertaining the adequacy of HCSA’s corporate governance, policy and procedures and the extent of adherence thereto.
HCSA has a Whistleblowing Policy that provide employees with accessible channels for reporting suspected fraud, dishonest practices or other similar matters.
Fundraising Practices
HCSA has in place processes and practices to ensure that all fundraising activities are honest, ethical and uphold the public’s confidence in fundraising and charities. The Board ensures that all materials used for fundraising contain relevant and accurate information and do not contain any misrepresentation or material omission. HCSA ensures that funds and donations are used in accordance with donors’ intentions and the specific purpose as communicated when soliciting for donations. Processes are in place to ensure that donors’ confidentiality is respected. Any information or records of donors are kept strictly confidential at all times.
In 2021, our Fundraising Efficiency Ratio was 8.4%.
Disclosure and Transparency
HCSA makes available to its stakeholders an annual report that includes information on its programmes, activities, audited financial statements, board members and executive management.
Except for the CEO who is also on the Board, all board members serve on a voluntary basis. No staff is involved in setting his or her own remuneration. The Board reviews and approves employee compensation and benefit packages, including the performance bonus recommended by the Management.
HCSA discloses in its annual report its three highest paid staff in bands.
There is no paid staff who are close members of the CEO or Board Member, who receives more than $50,000 during the year.
Public Image
HCSA is committed to lawful and ethical behavior in all its activities and requires that Board members and employees conduct themselves in a manner that complies with all applicable laws, regulations and internal policies, upholds the core value of HCSA and accurately portrays its image to HCSA’s stakeholders, donors and the public.
Personal Data Protection Act
In compliance with the Personal Data Protection Act 2012, HCSA will not share any personal details with a third party without one’s consent, and all personal data is kept strictly confidential.
