|Terms of Reference for the position of Member of the Oversight Board of State-Owned corporations (SOCs)
|Position title:||Member of Oversight Board of State-Owned Corporations (SOCs)|
|Organization:||Ministry Of Finance|
|Relevant section:||The Oversight Board Of State-Owned Corporations (SOCs)|
|Number of Positions:||(1)|
|Reporting to:||Chief Executive Officer Of The Oversight Board Of State-Owned Corporations|
|Date:||27TH MAY 2021- 19TH JUNE 2021|
Objective: Cohesion and Better Management of Affairs related to the state-owned corporations through effective oversight of SOCs in accordance with the SOCs Law
The SOCs Law has foreseen the Oversight Board of the SOCs as the overseeing body. The Board has five members. The Minister of Finance is the chairman of the Board. In addition to the Minister of Finance, the Board is composed of the Chief Executive Officer, Deputy Minister of one of the ministries, and two other member who shall have not been government employee previously. The duties and responsibilities of the CEO is specified in the SOC Law in particular in Article 10.
The Board functions collectively and its executive affairs is led by the CEO, and the decisions are made in the meetings of the Board. This ToR specifies the duties of the Member who shall not have been the government employee previously.
Duties and Responsibilities:
- The SOC Oversight Board shall have the following powers and functions related to the Oversight of the SOCs:
- Coordinate and monitor the operations of SOCs, ensuring alignment and consistency with the national development policies and programs.
- Review the strategy and performance of all SOCs;
- Evaluate and provide recommendations to Cabinet regarding the performance and determine the rationale and relevance of SOCs, to ascertain whether such entities should be reorganized, merged, streamlined, abolished or privatized, in consultation with the Ministry of Finance;
- Establish an ownership policy framework for state owned corporations;
- Prescribe the corporate governance standards for SOCs, including a standard code of ethics;
- Establish activity evaluation systems for SOCs;
- Establish strategy, budgeting and performance evaluation systems for SOCs
- Review the functions of each of the SOCs and, upon determination that there is a conflict between the regulatory and commercial functions of a SOC, recommend to the High Economic Council in consultation with the government agency to which such SOC is attached, the separation of the commercial functions from the policymaking and regulatory functions, or the transfer of the regulatory functions to the appropriate government agency, or such other plan of action to ensure that the commercial functions of the SOC do not conflict with such regulatory functions;
- Establish remuneration policies and monitor their implementation;
- Establish financial reporting policies and monitor their implementation;
- Establish Shareholders’ meeting procedures and monitor their implementation;
- Advise the government Shareholders and attend General Assembly meetings without voting rights;
- Conduct periodic study, examination, evaluation and assessment of the performance of SOCs, receive, and in appropriate cases, require reports on the operations and management of the SOCs;
- Provide technical advice and assistance to the Ministry of Finance in setting performance objectives and targets for the SOCs and in monitoring SOCs performance vis-a-vis established objectives and targets; and
- Monitor the issues relating to activities of the SOC to ensure transparency and legality.
- Establish for General Assembly meetings and the Board of Directors of the SOC.
- The SOC Oversight Board shall have the following duties and responsibilities in the areas related to Human Resources
- Select and appoint the members of the Board of Directors of each SOC from the shortlist of Director Candidates prepared by the Independent Administrative Reforms and Civil Service Commission.
- Complying with conditions set forth in paragraph 2 of Article 23 and the Articles of Association regarding the number and qualification of Directors.
- Evaluate the performance of members of the Board of Directors and Officers;
- Review and assess existing salary scales, benefits and performance-related policies including the remuneration of Directors, Officers and other employees and recommend, or require, appropriate revisions to be made to the internal policies of SOCs;
- Suspend or remove any member of the Board of Directors or any Officer who participated by commission or omission in the doing or approval of any act giving rise to the violation or non-compliance of applicable corporate governance standards for a period depending on the nature and extent of damage caused;
- Conduct compensation studies and, following consultation with the Independent Administrative Reforms and Civil Service Commission, develop and recommend to the Cabinet a competitive compensation and remuneration system for SOC employees which shall attract and retain talent, at the same time allowing SOCs to be financially sound and sustainable
- Carry out analysis of the reasonable use of human resources and capital by the SOC;
- Prepare and commence implementation of a rotations program for Officers between SOCs; and for Administrative Staff between SOCs, the latter in consultation with the Independent Administrative Reforms and Civil Service Commission.
- The Oversight Board of the SOC shall have the following duties and responsibilities in respect of financial affairs;
- Carry out analysis of annual balance sheet and the quarterly reports on the SOC’s activities and report to the Board of Directors on any concerns or observations;
- Carry out supervisory activities and evaluation of financial and economic activities of the SOCs based on the submitted quarterly reports and balance sheets;
- Review complaints about financial and economic affairs regarding SOCs received from individuals and organizations and submit the results to the Board of Directors through an official notification;
- Issue instructions, guidelines and set performance objectives to the SOCs, on the basis of the Ministry of Finance’s recommendations to mitigate financial risks and to improve their financial systems, financial controls and financial reporting systems;
- Cooperate with the Ministry of Finance in the implementation of remedies in situations of high risk for the SOC and, in particular, to apply the remedies prescribed by the Ministry of Finance in situations of high risk of financial distress for the SOC
- Require a financial audit of the SOC’s financial statements, books and records by the SOC’s auditors or an independent firm of auditors appointed by the SOC Oversight Board, at any time and at the SOC’s expense.
- Review and request revisions (where necessary) to the SOC’s financial statements in cooperation with the Board of Directors;
- Carry out supervisory activities on timely tax payment by the SOC based on the submitted quarterly reports on accomplished activities and annual balance sheet;
- Approve annual business plan and budget of SOCs; and
- Establish a policy for financing any non-commercial objectives or public-sector obligations assigned to SOCs.
- The Oversight Board of the SOC has the following duties and responsibilities in respect of reporting;
- Prepare a quarterly progress report to be submitted to the High Economic Council. In its report, the SOC Oversight Board will provide its performance assessment of the SOCs and recommend clear and specific actions;
- Establish and maintain a website, with unrestricted access by the public, recording for each SOC those documents required by SOCs to be posted on their own websites in accordance with Article 25 of this Law, and such other information that the SOC Oversight Board deems appropriate to disclose to the general public for transparency and good governance.
This TOR is prepared in accordance with Article 15 of the SOCs Law with the minimum criteria being considered, the candidate must meet the following criteria:
- shall be at least 30 years old on appointment day;
- shall not be and never have been deprived of civil rights by court proceeding;
- shall hold at least a bachelor’s degree (preference shall be given to higher degrees);
- shall have at least 12 years’ experience and sufficient competence in business; and
- shall have no conflict of interest in the sectors overseen by the SOC Oversight Board.
- shall not prior to the appointment be an government employee;
- Fluency in one of the national languages (Dari/Pashto) and English language for domestic applicants, and fluency in English language for foreign applicants.
- Computer skills in task-related applications.
- Required skill in leadership, communication and decision making
Note: 1. Candidates who do not provide the required documents will not be considered eligible for this position.
- Preference shall be given to female candidates.
HOW TO APPLY:
Interested qualified candidates are all requested to visit the following web (www.iarcsc.com) to apply for the position.