Page 40 - SyI-Annual-Report

The Security Institute is a company limited by guarantee, governed in accordance with the Memorandum and
Articles of Association and related Regulations, which can be accessed at the base of our website. We are a non-
Governance & Management
profit organisation, reinvesting our surplus income back into the Institute towards the promotion of our objectives,
as set forth in our Memorandum of Association. We pay no dividends, bonuses or benefits to members or
directors. This section of the report details the roles and responsibilities of our Board of Directors and our HQ team.

Board of Directors

The Board of Directors is accountable for the management of the business, guided by the Institute’s Regulations,
and may delegate its powers to persons or committees as it sees fit. The Directors are volunteers and are elected
by the membership at a General Meeting for a three-year term of office, renewable for a further three-year term
through the election process. The Chairman is elected by the Directors for a three-year term and exempt from the
re-election process during their term.

The Board meets quarterly and is responsible for oversight of the Institute’s strategy, operations and to ensure the
highest standards of corporate governance. This includes establishing further boards, committees and working
groups as needed to meet the objectives of the Institute. The Chairman, Deputy Chairman and Vice Chairman
support the Chief Executive in making up the Institute’s senior leadership team. All Board Directors also fulfil
specific portfolios in support of the Institute’s strategy. The board committees are as follows:

Audit Committee

The Audit Committee oversees the Security Institute’s (SyI) financial reporting
processes on behalf of the Board of Directors. The SyI management has the
primary responsibility for the financial statements, for maintaining effective
internal control over financial reporting, and for assessing the effectiveness of
internal control over financial reporting. In fulfilling its oversight responsibilities,
the Committee reviews the unaudited consolidated financial statements in
the annual report with the SyI management, including the quality, not just the
acceptability of the accounting principles; the reasonableness of significant
judgements; and the clarity of disclosures in the financial statements.

40