Corporate governance deals with the systems and procedures by which Ervia is directed and controlled.
As a statutory body, Ervia does not have a memorandum or articles of association. Instead, its objects, powers and duties or ‘functions’ and the provisions that regulate the carrying out of these functions are set out in the Gas Acts 1976 to 2009 and associated legislation.
While day to day responsibility for management, operations and financial control is delegated on a defined basis, to the Group Chief Executive Officer and his Management Team, the Board of Ervia is ultimately accountable for the strategic direction and performance of Ervia.
The Board and Management Team are committed at all times to achieving the highest standards of corporate governance and ethical business conduct.
The Board of Ervia currently consists of the Group Chief Executive Officer and ten non-executive members who are appointed by the Minsiter for Housing, Planning and Local Government.
The Management Team, headed up by the Group Chief Executive Officer, is responsible for the day to day management of the company.
In accordance with the Code of Practice for the Governance of State Bodies 2016, the Board has adopted a Terms of Reference which outlines its duties and functions. These Terms of Reference should be read in conjunction with the Gas Act 1976, as amended.
The Board has an effective committee structure to carry out its responsibilities. The Board has four committees, each of which has formal terms of reference, as follows:
- Audit & Risk Committee terms of reference
- Investment / Infrastructure Committee Terms of Reference
- Remuneration Committee Terms of Reference
- WIOF Committee Terms of Reference
Ervia, as a semi-state company, is committed to good governance including a high level of transparency and accountability for itself and its subsidiaries. Ervia strives continuously to improve its transparency, accountability and governance processes to ensure that it is at the forefront of corporate governance practice as a transparent and responsible organisation.
In keeping with this commitment, summaries of decisions approved by the Ervia Board are published on our website.
Our Leadership Team
The Ervia Management Team, which is led by the Group Chief Executive Officer, implements the strategic direction of the company. You can access the management team structures for our subsidiary companies on the Gas Networks Ireland and Irish Water websites.
How Ervia is established
Ervia is a body corporate established under the Gas Act 1976. This legislation prescribes the roles, duties and responsibilities of Ervia as a corporate body. The constitutional documents of Ervia and its two main subsidiary companies can be accessed, below.
- Memorandum & Articles of Association of Gas Networks Ireland DAC – November 2016
- Memorandum & Articles of Association of Irish Water DAC – November 2016
Legislation We Must Comply With
The Code of Practice for the Governance of State Bodies (“the Code”) sets the governance practices and procedures of a state body. Ervia and its subsidiary companies have designed appropriate measures to comply with the Code, which sets out the principles of corporate governance which the boards of state bodies are required to observe.
Ervia is currently implementing measures to comply with the revised Code published by the Department of Public Expenditure and Reform in August 2016. The Code can be accessed below.
Given the complexity and volume of the legislation related to the businesses of Ervia, while every effort is made to ensure this list of legislation we must comply with is a comprehensive and up to date schedule, not all legislation may be included.
You can access the legislation on the Irish Statute Book website.
Ervia’s corporate policy documents establish guidelines on accepted business objectives, set the governance framework and control environment and outline operational processes and procedures. They support core processes and provide a framework for planning, action and decision making for management and employees.
Ervia continuously reviews and updates its policies and procedures to ensure compliance with best practice and all legislative requirements.
- Code Of Business Conduct For Ervia Board Members, Ervia Senior Management, Directors Of Ervia Subsidiary And Joint Venture Companies
- Code Of Business Conduct For Ervia Employees Including Ervia Subsidiary And Joint Ventures Companies Including Irish Water And Gas Networks Ireland
- Regulation of Lobbying Act Policy
- Protected Disclosures Policy
- Internal Audit Charter
- Data Protection Policy
- Ervia Safety Policy
- Anti-Fraud Policy
Regulation of Lobbying Act
Ervia is required to submit returns three times per year to the Standards in Public Office (SIPO) on “relevant communications” made under the Regulation of Lobbying Act 2015.
Completed registers submitted to date to SIPO are:
- Copy of Lobbying Return for Ervia – May to August 2017
- Copy of Lobbying Return for Gas Networks Ireland (nil return) – May to August 2017
- Copy of Lobbying Return for Irish Water – May to August 2017
- Copy of Lobbying Return for Irish Water - January to April 2017
- Copy of Lobbying Return for Gas Networks Ireland - January to April 2017
- Copy of Lobbying Register for Ervia - January to April 2017
- Copy of Lobbying Register for Gas Networks Ireland – September – December 2016
- Copy of Lobbying Register for Ervia (nil return) – September – December 2016
- Irish Water return to cover period September – December 2016
- Copy of Lobbying Registesr for Gas Networks Ireland – May to August 2016
- Copy of Lobbying Register for Ervia (nil return) – May to August 2016
- Copy of Lobbying Register for Ervia – January to April 2016
- Copy of Lobbying Register for Gas Networks Ireland – January to April 2016