» Context

There is some uncertainty about:
(a) the merits of an advisory committee,
(b) the scope and work of such, and
(c) the liability for those involved.

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» Briefing Notes - © The Governance Counsel™ (2005)

Q: Advised?
Advisory Committees allow a board or President/CEO to tap into both (a) a broader community for engagement with the work of the board, and (b) important perspectives on strategic matters.
Advisory committees and commissions are entirely consistent with principles of good governance for the effective exercise of informed decision-making. The timely bringing together of important and relevant expertise can be an important input in the information flow to decision-makers

Q: Scope?
Advisory Committees are there for touching base only. There needs to be clear terms of reference for expected time commitment. Generally advisory committees are not paid consultants, so the extent of formal information assembly and evaluation is limited. Ideally for short term, specific purposes. If of value over the longer term, as with any advisors [audit/legal], competency matrices for appointments, mechanisms for succession, and limited terms for service, are advised.
A “Commission” generally is set up with a higher level of procedure with a view to accountability.
These procedures, however, need to be carefully considered in balancing the purposes of the commission, its authority either as fact-finding or decision-making, and the impact of its work.

Q: Liability?
Obligations of due care require that decision-makers take reasonable care in the assembly and consideration of information before making a decision. An advisory committee can be set up as a very informal gathering once or twice per year, in which case the terms of reference should provide that the intent is for limited input based on imperfect information.

Principles of legal liability can kick in if an “advisory committee” starts to wear the cloak of decision-making authority. Use an advisory committee for advice, not decisions.

Commissions need governance frameworks which provide appropriate procedural standards, to be responsive to issues of time and budget, and legal liability, while not trammeling principles of fairness and procedural integrity.