Role of the Board

As required by Section 6 (4) of the State Owned Enterprises Act 2007, the Board is responsible for charting the Company’s strategic direction, for the setting of objectives, policy guidelines, goals management, and for monitoring the achievement of these matters.

The Board of Directors that is appointed by CEMA is the ultimate decision making body of the Authority. The primary function of the Board is to establish a Mission and Vision Statement, policy decision-making and ultimate oversight of the Authority’s operations in accordance with the Mission and Vision Statement. The Board, in exercising its business judgment, oversees the direction of the Authority and also is counsellor to the management team. Moreover, the Board defines and enforces standards of transparency, accountability and good governance - all with a view to enabling management to execute their responsibilities and duties fully. The following are the Board's primary responsibilities:

• Deciding on practical and feasible policies and strategies that will ensure the Authority will achieve its planned objectives.
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• Overseeing the prudential management, control and supervision of the Authority’s business affairs so that it is effectively and efficiently managed for the long term interest of the Government;
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• Appointing, evaluating and remunerating the General Manager and subordinate staff as well as succession planning for Managers and staff;
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• Reviewing, approving, monitoring and evaluating the Authority’s policies, strategic plans and objectives and make recommendations;
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• Ensure the planned objectives of the Authority are adequately achieved;
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• Monitoring the Authority's accounting manuals and financial reporting practices and reviewing the Authority's financial and other controls;
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• Overseeing the Authority's compliance with applicable laws and regulations in Solomon lslands;
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• Overseeing the processes that are in place to safeguard the Authority's assets; 
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• Evaluate risks to the Authority through a Risk Management Statement and annual review of Risk with the view to  mitigate risk where possible;
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• Delegating such powers or duties to any of its staff by resolution of the Board to carry out certain functions of the Authority.

In performing its oversight function, the Board is entitled to rely on the advice, reports and opinions of management, auditors and outside experts.  ln this regard, the Board and its Committees will be entitled, at the expense of the Authority, to engage such independent legal, financial or other advice as they deem appropriate, in consultation with the Management.

Responsibilities of Directors

Directors must devote their time, dedication and attention, and meet as frequently as necessary, to discharge their responsibilities. This includes at the Board and Committee levels or any other discussions that warrant their presence. ln discharging their responsibilities, Directors must exercise their business or fiduciary judgment and act in a manner that they believe is in good faith and in the long-term best interests of the Authority. 

Directors are expected to attend all or substantially all Board meetings and meetings of the Committees of the Board and Management on which they serve. Directors are also expected to spend whatever additional time as may be necessary for them to discharge their responsibilities appropriately. Directors shall ensure that other existing or future commitments do not materially interfere with their ability to fulfil their responsibilities as Commodity Export Marketing Authority Directors