The Ngāti Awa hapū of Bay of Plenty first established themselves as a collective group in 1980 as a Charitable Trust under the Charitable Trusts Act 1957. Prior to the establishment of the Trust, the hapū of Ngāti Awa were represented under four different Māori Trust Boards. The key reason for the inception of this collective entity was to have a representative group to negotiate the return of Putauaki Maunga. This collective was also responsible for pursuing the raupatu claims with the Crown on behalf of all hapū. Eight years later, under the Te Runanga o Ngāti Awa Act 1988, thehapū became a Māori Trust Board under the Māori Trust Boards Act 1955.
Today, Ngāti Awa have reconstituted themselves as a Body Corporate under Te Runanga o Ngāti Awa Act 2005 (TRoNA), to administer the post-settlement process, including all customary and commercial assets, in accordance with the Charter of TRoNA. Today TRoNA has 17,000 registered members, with 11,000 adult members who have activated their voting rights in various hapū.
The core purpose of TRoNA has been to provide direction and guidance to the tribe as a whole and to help plan its future, and therefore was given the mandate to pursue the raupatu claims. TRoNA also had the responsibility of promoting economic development in the Ngāti Awa area for the benefit of the tribe as a whole.
Currently the organisation is transitioning itself from a Trust Board to a Body Corporate responsible for looking after the Crown Settlement, which includes significant tribal properties, a $1 million koha to invest in their wharenui 'Mataatua', and $42.39 million in capital and commercial properties. The responsibility of TRoNA is to represent Ngāti Awa in all matters. The documents governing TRoNA are quite specific in respect to its accountabilities. The Charter of TRoNA provides for all matters relating to membership, elections of the representatives, dispute resolution and the establishment of two subsidiary entities, Ngāti Awa Group Holdings Ltd and a Community Development Trust.
TRoNA has recently completed a 20-year project of transition, shifting from its previous operations under a largely voluntary system as a Māori Trust Board to a Body Corporate.
When the negotiations with the Crown began to reach a critical point TRoNA began to analyse different re-structuring options in order to be better equipped to be a kaitiaki for the settlement proceeds and to modernise the entity itself. An evolutionary approach was needed to accommodate the opportunities the settlement presented to Ngāti Awa. For the last 5-6 years, the transition team, headed by the current CEO of the Holding Company, Paul Quinn, has developed the concept of a stand-alone entity which separates social and political aims from commercial aims.
The purpose of the transition was to move from "management by committee" to executive management and an upgrade of governance practices. Themilestones of the project were:
The transition team developed the proposed structure based on various reports on structures. In developing the governing rules, governance processes were devised through a lens of good democracy and governance.
This project was built on constant consultation and the issues surrounding the new structure were debated at hui. The initial plan was circulated to over 5,000 beneficiaries. TRoNA members provided written and verbal feedback with a majority of the hapū submissions supporting the plan in principle.
TRoNA members had two formal votes in endorsing the final settlement. The first vote was on the new structure constitution and representation, and the second was approving the Treaty of Waitangi settlement with the Crown.
TRoNA is in the process of developing a best practice iwi organisation. It has retained its 22-seat Board, which includes two urban hapū seats of Tāmaki and Pōneke. However, it has set up two subsidiary arms to separate the social/political and commercial objectives. The costs of separating these operations and creating extra boards far outweigh the cumbersome process of decision making if TRoNA maintained direct control over all aspects of its business.
TRoNA's key role has been to pursue the Treaty settlement. It did not have a significant business focus. Now that it has received a settlement, it is looking into business opportunities and is in the process of discovering its next steps forward in the business world. Initially Louvain Investments was the business arm of TRoNA, whose profits were used to sustain the administration of TRoNA and contribute to education grants. This company has had a name change to Ngāti Awa Group Holdings Ltd and is the commercial arm of TRoNA. TRoNA's commercial activities must be carried out by the Holding Company and cannot be carried out by the TRoNA Body Corporate. This is important as it separates the responsibilities of management and governance for commercial and cultural/customary purposes. TRoNA retains control over the Holding Company through a shareholders agreement, which specifies that:
The core business of TRoNA was initially the Ngāti Awa farm, which farmed sheep and cattle. There was also some fishing activity and investment incommercial properties. In 1988 they had $1 million in assets. In 2004 this had increased to $10 million.
All pre-settlement assets are held by the Holding Company, including a commercial property (Louvain House), the farm and all the fishing activities including the unincorporated Mataatua Fisheries. All cultural redress properties remain with TRoNA. The other settlement assets are vested in the Holding Company, including all the forestry holdings, commercial properties and cash.
For the Holding Company, the next two years will be about consolidating and rationalising the assets held and identifying other areas of opportunity for investment.
In order to represent the Bay of Plenty hapū of Ngāti Awa, the TRoNA Board had to represent 22 hapū, including two urban hapū. The importance of representation made it irrelevant for the Board to decide whether this number was efficient or not. It was more important for the Board to establishthe structures underneath it so it was able to support the 22 seats. The new regime under TRoNA Act 2005 continues to provide for 22 Ngāti Awa hapūrepresentatives on the Board for a term of three years.
The Board has a staggered term process where seven members retire each year. This is to maintain the continuity of the Board membership. The process for registering on a hapū list is now very stringent under the TRoNA Act 2005 which provides a transparent process for pursuing a nomination. TRoNA does not have a policy on succession. This matter is being progressed as part of the transition from a trust to a body corporate.
Paul Quinn, Chief Executive Officer of the Holding Company, comments on the governance prior to the settlement "...a point overlooked by many is that it is not an easy task to promulgate concepts of good governance with a system which is run predominately by volunteers. It is not like we were a private company. One of the difficulties with the old system is that by nature it is run predominately on goodwill". TRoNA is seeking to build modern muscles and now that it has the capacity and resources it will move into implementing concepts of good governance.
The key responsibilities are now changing in moving from stable financial management with minor debt, to a position of promoting growth in line with the structure and Charter. The Charter must be reviewed in five years.
Currently TRoNA holds monthly meetings, which are open to TRoNA members, in addition to the AGM. The representatives are expected to report back to the hapū and also to consult with their constituents to seek input on the development of TRoNA business. Beneficiaries are also informed through newsletters published regularly to provide information on key changes and initiatives and a summary sheet of decisions after each monthly Board meeting. Additionally the Board analyses its monthly accounts at its meetings.
As part of the transition TRoNA is currently in the process of developing its strategic plan and a Statement of Intent in accordance with its Charter. These documents will need to be approved by Ngāti Awa, which will involve a consultation process.
The Statement of Intent will set out the long-term objectives and general principles that TRoNA will operate under. The Charter requires that TRoNA set out the steps it intends to take to fulfil the objectives and principles in its five-year strategic plan. The strategic plan incorporates a long-term vision in respect to the matters that are listed in the annual plan. The 5-year strategic plan will also include a statement fromthe governors regarding the commercial, management and distribution policies that TRoNA will follow in regard to the assets held. The Charter requires the strategic plan be updated no less than two years after it comes into force.
TRoNA is currently developing the annual plan for 2005 for approval along with another five-year strategic plan. Under the Charter, the annual plan must contain the following information:
A policy governing the process of delegating authority from the Board is to be developed in the future. TRoNA is now in the process of developing terms of reference for its committees, which will prescribe the policies and processes it must consider when exercising power and its reporting obligations. TRoNA is currently in the process of forming three committees:
Another Committee is Te Kāhui Kaumātua, which is a council of elders with an appointee from each hapū. The responsibility of this entity is to protect the mauri of Ngāti Awa. These Committee members play a key role in the disputes resolution process, especially in those matters inside the Ngāti Awa Group regarding tikanga, reo, kawa and korero.
The Charter provides a very comprehensive disputes resolution process, which requires any dispute to initially be referred to TRoNA. If the dispute is not settled within 30 days the matter is referred to the Te Kāhui Kaumātua who appoint Te Roopu Rongomau to discuss the issue in dispute. Te Roopu Rongomau must comprise three Ngāti Awa kaumātua or kuia who have the necessary skills and expertise to deal with the dispute. Te Roopu Rongomau must then make a finding and decision explaining the reasons in writing to all parties.
The Charter requires that TRoNA record all conflicts of interest in its minutes. The Charter clarifies that a TRoNA representative will not have a conflict if the matter affects the interest of the hapū and the representative's interest is no different from the interest of other members of the hapū. Those with a conflict cannot take part in any deliberation or vote in respect to the matter, nor will they be counted for the purposes of meeting the quorum.
The Charter also provides for the remuneration of each representative stipulating that no pecuniary profit will be made by any person on the Board. Each representative is entitled to be indemnified or to have their insurance costs met from TRoNA's assets.
The human resources that were available to TRoNA pre-settlement were mostly voluntary, with very few paid workers. The Trust previously had three employees comprising one farm manager and two labourers. The employment policy was best person for the job and they were appointed under an employmentcontract.
TRoNA is currently shifting out of management by committee to a governance management regime. Previously, those passionate about a project would undertake it on a voluntary basis. Now project responsibilities will need to incorporate the principles of best practice for the organisation. TRoNA is currently in the process of organising the operations side of the entity, with many of the committees being disestablished and projects being passed to either the social development arm or the commercial arm of TRoNA. Most of the management responsibilities will be outsourced to thesesubsidiaries, and TRoNA will be responsible for employing a CEO.
An organisation chart is being drawn up and job descriptions are being built around its structure. TRoNA has employed a contractor with human resource management skills to assist with this process. When looking for candidates to fill the positions, TRoNA is after the best people for the job. The contractor will assist the CEO in short-listing the candidates for the advertised positions.
It is the intention of TRoNA not to become a top-heavy organisation. It will initially be a small compact organisation, employing around a twelve staff.
Last modified: 15/06/2011
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