Board Communiqué for 24 February 2022

The Board meeting was preceded by a Strategy Day on 23 February. The Board met in person for the Board meeting commencing at 8:45am. Due respects were made to the fallen and an Acknowledgment of Country was delivered by the Chair.

Board Strategy Day 23 February

The Board meeting was preceded by a full day strategic review. This included a presentation by the Chair of RSL LifeCare Ltd to ensure alignment of the strategic directions of RSL Lifecare and RSL NSW, particularly as they relate to the provision of RSL veteran services across the State and business sustainability.

With respect to the Strategic Plan the Board considered the members feedback from the on-line survey, which was 82% supportive of the Plan, 7% against and 11% not certain. The Survey Report can be reviewed here and a comprehensive report with recommendations from the Young Veterans Committee can be reviewed here. Further, the Board considered feedback received via the Veteran Services and Policy committee, particularly as it pertained to ATDP compensation advocates and feedback from RSL NSW management.

The RSL NSW Strategic Plan 2021-2026, 2022 Update will be issued. This document will capture changes agreed to by the Board. There are no major changes, but there is recognition that some planned initiatives will have to be pushed back because of the impact of the pandemic. The need for more investment around Goal 5 was recognised, particularly in ensuring sub-Branches have access to clearly set out policy, procedures, and manuals on running the sub-Branch and clarity about responsibilities. The Board particularly recognised the volunteer status of sub-Branch executives who must operate in an incredibly demanding and complex regulatory environment.  While recognising the need for more investment in training and education, and written directions there equally needs to be a concerted effort by all members, particularly those in leadership positions, to get right behind the Plan to ensure the vision can be realised. A revised cost estimate (note it is an estimate as each initiative must pass a business case gateway before proceeding – see Program Manual) will be included in the 2022 update of the strategic plan when issued.

Board Meeting 24 February

The Board attended a risk workshop at the beginning of the Board meeting, where they agreed that the Risk Framework is working as intended. The Risk Appetite Statement and Risk Register were reviewed and adjusted. The Board clarified the importance of setting the Investment Policy Statement, noting the report from the Audit and Risk Committee.

Royal Commission into Defence and Veteran Suicide

The Board continues to monitor this critical process.

President’s Report

The President briefed the Board on his observations and extensive member feedback from phone calls and visits around the State.  Areas of interest included:

• Advocacy – Recent meetings have been held with Federal and State veterans’ Ministers, advocating for the RSL NSW strategy to provide additional funding support for the Veteran Wellbeing Centres, connecting to every sub-Branch ‘hub.’ The NSW Minister is supportive of proposed changes to RSL NSW Act to enable sub-Branches with real property seeking to incorporate to be exempt from Stamp Duty, and any changes to regulations that might assist greater support for veteran initiatives. As we approach another Federal election, opposition Shadow Ministers for veterans have also been briefed.
• Sub-Branch Portal and Communications – Despite training and the Manual, sub-Branch executives and other volunteers continue to have difficulty with accessing the Portal and executing required functions. It was also noted many sub-Branches continue to double handle membership because they use associated clubs’ membership systems. The Board asked the executive to investigate ways to improve access to training and support to sub-Branches. The online SBA submissions have commenced with sub-Branches reporting ease of use with some challenges being managed through the Support Unit.
• RSL National – The Royal Commission remains the number one priority for State Branches and the coordinated effort across all jurisdictions is enabling the RSL to be on the front foot by ensuring all veterans and their families impacted are being supported in the best ways possible. The President and CEO attended hearings. RSL NSW has seconded its Policy and Advocacy officer to RSL Australia to assist in the coordination of all responses and preparations for each hearing block.

CEO’s Report

The CEO’s report including the PMO (Strategic Plan implementation) and operational reports were discussed, as were issues and actions to be taken, including:

• Further analysis and response options on ensuring sustainable sub-Branches (RSL presence) in every community as many have indicated no succession plans for executives and/or no volunteer trustees.
• Noted progress on defining WHS obligations, with respect to directors and sub-Branches. The outcome sought is clarity and assurances for the Board and sub-Branches as laws and obligations change.
• The first major research project, post the SVA research that underpinned the Strategic Plan, has been completed. This included how Strategic Plan Goal 3 on growing membership will be pursued. A summary will be included in Reveille. While the online and fee membership process is now in place, with data showing an uplift in membership by those sub-Branches accessing and promoting this change, the new research is enabling the design and preparation for the strategic recruiting initiatives and provision of support to sub-Branches on how to engage with and recruit new members.
• As advised by the CEO, work is underway on options on the future role and capability of RSL Custodian Pty Ltd, as the corporate trustee. Wide consultation will occur.
• In addition to the positive feedback from the recent members’ survey about the Strategic Plan review, additional feedback from members will be sought through a later edition this year.
• District Rationalisation – The Board noted that the pilot for the full-time paid ‘District Support Coordinator’ is about to commence across the Western and Riverina districts, and the report to the Steering Committee on options and recommendation for District rationalisation is due in May.

Sub-Branch and Member Matters

• Interim Work Health and Safety Policy – The Board noted the progressto ensure clarity of responsibilities and accountabilities.
• Charitable Purpose and Donations Policy – The Board noted the draft policy to underpin the Veteran Support Fund. The Board agreed to consult the membership and incorporate feedback before approving the Policy.  The Board noted recent audits where sub-Branches were not clear on what is a donation acceptable under the Constitution, and what is not.  Therefore, a more definitive list is required.
• Code of Conduct – The Board approved for member consultation the draft RSL NSW Code of Conduct (per Strategic Plan.) While the working group, including sub-Branch executive representation, has recommended two codes, one for general membership and one for the executive team, the Board would like wider feedback on the utility of two Codes as well as content.
• Draft SOP – Veteran Support Fund – Following member and executive feedback on the Discussion Paper, the Board considered a draft SOP to enable Part 2 of the funding model now called the ‘Veteran Support Fund (VSF) (intended to replace SOP 1.) The VSF is the transparent way sub-Branches can voluntarily donate into ‘pools’ that meet the RSL’s charitable purpose. The various choices of donation ‘pools’ are established to support agreed (by members) strategic initiatives that enable the RSL to effectively inform the community what it stands for and does to support veterans more broadly, beyond and complementing the critical local sub-Branch activity.  With minor revisions, the Draft will go to the DPC for consideration.  Noting the Veteran Support Fund is up and running in an interim sense with donations open to RSL DefenceCare (RSL LifeCare), the and sub-Branch Support and Assistance fund.  All details will soon be communicated via Circular and be available under Member Resources on the RSL NSW website.
• CFO Report and Business Performance Report – The Board noted the report, and significant work done to reduce the operating deficit despite the very challenging impacts of the pandemic on income from the Hyde Park Inn. The Board remarked on the ongoing development of the ‘dashboard’ indicating critical KPIs such as membership numbers and average age.  There were concerns raised about data accuracy in the Portal and asked what else can be done to support sub-Branches managing the input of and verification of membership data.
• ANZAC House Staffing – The CEO briefed on the demands at ANZAC House, and importance of prioritising efforts. There will be a minor staffing adjustment because of the departure of the Company Secretary/Head of Legal at the end of March and remedying the challenges recruiting project managers for the Strategic Plan implementation. It is probable the State Secretary will add Company Secretary responsibilities while the membership and sub-Branch ‘support unit’ and membership functions will move to Head of Marketing and Communications along with responsibility for the Portal. An internal communications resource associated with the Strategic Plan implementation will be added, which was identified as a critical priority by the Young Veterans Committee. The Board thanked Ms Jurkiw for her work and significant contribution to RSL NSW over the last four years and wished her well for the future.
• Five-year Financial Strategy – The CFO updated the Board on the financial modelling because of changed variables and significant uplift in the settlement price of the sale of the Hyde Park Inn. (See below)
• Sale of Hyde Park Inn – The Board agreed to signing the owner’s consent to lodge the Development Application. The Board noted the expected uplift of $11.36m above the agreed Guaranteed Minimum Purchase Price subject to DA approval.  The Board was assured by the independent property advisory that the uplift was calculated in accordance with the sale contract.
• Lessons Learned from Congress 2021 and Recommendations for 2022 Congress – The Board considered the report, including delegate feedback. The Board agreed to return to a face-to- face Congress 31 October – 1 November 2022 in Newcastle but is looking at a way to maximise participation by investigating a hybrid model where delegates can either attend in person or attend via technology. There was positive feedback about the format of the CEO’s Q&A session and as such will continue.
• RSL NSW Constitution – The Board noted the adoption of the updated Constitution reflecting the 2021 AGM decisions. The Constitution is on the website here.
• ANZAC Day 2022 – The Board received an update on planning for ANZAC Day 2022. This included a recent call on the NSW Minister, who is incredibly supportive of ensuring a full and traditional array of ANZAC Day commemorations, including marches, returning to pre-pandemic routine. The State Secretary will keep sub-Branches informed via Circular so they can plan accordingly, and a joint letter from the NSW Government and State President will be sent to all sub-Branches.

Sub-Branch Matters – The Board noted all the matters approved under delegation, noting concerns that some sub-Branches are not adhering to the Constitution regarding expenditures and property transactions. ANZAC House will provide additional support to sub-Branches to ensure compliance, noting that this was a major area of concern raised through the Bergin Inquiry.

Committee Reports 

• Audit and Risk Committee – The Board noted the Report and approved a change to delegations and the risk appetite statement. The Report included an update on the proposed collaborative rather than disciplinary approach to remedy recommendations for governance improvements from an independently conducted sub-Branch governance processes review.

• Veteran Services and Policy Committee – The Board noted the report and significant work being done to progress policy changes through Canberra. The Board also noted work being done to support the volunteer compensation advocates (although more needs to be done) and the intention to pursue the opportunity of a new ATDP level one combined compensation and wellbeing course which will enable initiative 1.7 in the Strategic Plan. RSL NSW has offered to DVA to pilot the new course which will not require a mentor.

• Young Veterans Committee – The Chair of the Young Veterans Committee attended the meeting and presented the YVC report. The Board received and discussed the Report, and the Committee’s recommendations, including aspects adopted in the updated Strategic Plan. Communications, ANZAC Day, and the opportunity to recognise those who served in Iraq and Afghanistan, and how the RSL can support other charities were key priorities.  The Board agreed to respond to their recommendations. The Board was very concerned about young veterans being turned away from sub-Branches, noting several specific examples.

• Selections Committee – The Board endorsed five Life Memberships and four Auxiliary Life Memberships for National consideration.

• DPC Charter and Committee Performance and Charter Review Plan – The Board approved the updated DPC Charter and plan for Board Committee performance reviews.

Tribunal Matters – The Board noted a finding had just been received but the respondent had not yet been informed, so the matter was put aside until next meeting.

RSL LifeCare – The Board noted the Report, and progress of initiatives through the Joint Working Group.

District President’s Report – The Board approved the revised DPC Charter and noted the report.

Acting CEO

The Board approved a period of unpaid leave for the CEO from 28 March until 4 July 2022, with a possible extension to 31 July 2022.  The Acting CEO for the period will be Mr Scott Warr. Scott is a member attached to Terrigal-Wamberal RSL sub-Branch who will step down as CEO of Legacy (Australia) on 4 March. The Chair and President will maintain communication with the CEO during his absence.

A letter from the CEO about the leave arrangements will be distributed to all members.

Key Board Correspondence – The Board noted incoming correspondence and responses.

General Business

• 2022 ANZAC Award Nominations – The Board endorsed two recommendations.

• Director Recruitment – The Board, less the Chair, was updated on the process to recruit the two independent directors, as the inaugural independent director’s terms expire. The search is being conducted by People for Purpose.