CSIRO Advisory Group Charter

Purpose

The purpose of a CSIRO Advisory Group (CAG) is to provide independent, external advice to CSIRO on the national challenges and opportunities of a broad sector of the Australian economy, society or environment in which CSIRO is involved. It also provides guidance on how CSIRO might address these challenges and opportunities, the appropriateness of its pathways to impact, and on broader strategic issues relevant to the sectors in which CSIRO operates.

Given the cross-disciplinary nature of CSIRO, a CAG may provide advice pertinent to more than one sector of CSIRO activities; across CSIRO’s Impact Science Business Units, National Facilities and Collections, CSIRO Services, and support functions. The specific scope of focus for individual CAGs can be further defined in each group’s Terms of Reference.

Roles and Authority

Roles

Priorities and operations

With a focus on achieving CSIRO’s goals:

• assist the Director (of Business Unit, research/business platform, ESS function as applicable) in identifying priorities, including strategic advice about CSIRO's direction, relevance of its research activities and outputs, capability positioning and possible investment opportunities.
• advise the Director on commercialisation/technology transfer opportunities, market conditions, strategies and options.
• assist CSIRO in building external connections and networks.
• act as advocates for CSIRO in various forums.
• provide mentoring advice for leaders in CSIRO on building and maintaining effective relationships with partners and clients.

Strategic direction

As part of CSIRO’s broader corporate planning, provide advice on:

• broader strategic issues relevant to the sectors in which CSIRO operates, which may include:
• the national challenges and opportunities of a sector of the Australian economy, society or environment and how CSIRO might address these needs;
• the research, technical and business needs of customers or communities and how CSIRO can meet those needs and be better aligned with customers and partners;
• the methods and effectiveness of, and potential improvements to, marketing, technology and knowledge transfer and commercialisation strategies;the effectiveness of CSIRO from a partner and customer perspective.

Authority

Chairs and Members of a CAG serve in an advisory capacity only. CAGs and CAG members are not CSIRO Directors, do not have any executive powers, supervisory functions or decision-making authority in relation to the operations of CSIRO. CAGs and CAG members have no authority to act on behalf of CSIRO.

CSIRO is not bound by advice received from a CAG but will consider it appropriately in the context of the overall strategy and direction of the Organisation. It will advise the CAG on the position or decisions taken by CSIRO in respect to the advice received from the CAG.

Memberships

The lead Executive Director will appoint the members of the CAG (including the Chair) in consultation with the Chief Executive and on advice of the Director. Templates for Letters of Appointment and Letters of Renewal, including important information on confidentiality, intellectual property, conflicts of interest and insurance, can be found in the CAG Procedure.

New members will need to go through an independent induction process, provided by CSIRO Governance.

Membership of the CAG will be as follows:

• The CAG will consist of no more than 10 external members who will be chosen on their capacity to contribute to the Roles and Purpose of the CAG.
• Selection will be based on the member’s experience and expertise and not on representation of a particular body or interest. Proxies or alternates for meetings will not be permitted, without permission of the lead Executive Director.
• Membership will seek to achieve balance across experiences and backgrounds from industry, government, academia and the community, as appropriate and aligning to CSIRO’s stakeholder landscape.
• Membership will seek to achieve diversity in accordance with CSIRO’s focus on diversity, inclusion and belonging, and CSIRO’s value of People First.
• The normal term of appointment to the CAG will be for three years, with the option for extension of a maximum of one additional term.
• Terms may be varied to ensure continuity of membership but cannot exceed three years – no members can be appointed to the CAG indefinitely and end dates of appointments must be made explicit in the letter of appointment (or renewal/extension).
• Membership of the CAG or of the position of CAG Chair may be terminated by the member or by the Executive Director.
• CAG members will be reimbursed for reasonable travel and incidental expenses incurred in carrying out their role on the CAG.
• CAG members may be paid sitting fees. The payment of sitting fees will be considered on a case-by-case basis and based on approved CSIRO rates (see CAG Procedure).
• CAG members are expected to act in the best interests of CSIRO and not for personal gain.
• CSIRO staff and officials cannot be members of the CAG, however, the lead Executive Director and Director may attend and contribute to CAG meetings. Other CSIRO executives and staff members may be invited to attend and contribute to meetings as observers.

Meetings

• The CAG should meet at least twice a year, or more regularly as determined by the CAG Chair in consultation with the Director.
• The agenda for the meeting will be set by the CAG Chair in consultation with the Director. Agenda papers will be circulated in advance of meetings.
• The meeting will be chaired by the CAG Chair. If the Chair is not able to attend the meeting, the meeting will be chaired by another external member of the CAG on agreement of the members of the CAG and the Director.
• A quorum consists of at least four CAG members.
• CSIRO staff members may be invited to attend and contribute to the meeting as observers.
• Meetings may be conducted in person, by video conference or by telephone, as decided by the Chair in consultation with the Director.
• All proceedings of the CAG shall be treated as confidential.
• The Director will maintain a record of the meetings in a form agreed by CAG Chair and in accordance with the CAG Procedure (to include minutes and attendance).

Reporting

All meeting minutes, briefs and memos will be shared with CSIRO Governance alongside an annually-updated membership log.

Every 12 months, each CAG will provide a short summary of key highlights sharing insights to the Executive Team, through the relevant ED.

Administrative arrangements

Accountabilities of the Director will be as follows:

• Lead the engagement with the CAG on behalf of the CSIRO.
• Attend all meetings to receive advice and contribute to discussions.
• Ensure that the Executive Team and its relevant committees receive input, as appropriate, from the CAG through the relevant Executive Director.
• Advise the CAG on the position or decisions taken by CSIRO in respect to the advice received from the CAG.
• Manage the administration of the CAG and arrange Secretariat support for the CAG.

Other Matters

Terms of Reference may be drafted for use by individual CAGs, in order to clearly define the broad sector of the Australian economy, society or environment in which CSIRO is involved, and provide additional details on the roles of group members as may be appropriate to their individual purviews. Any Terms of Reference that are drafted or amended should be shared with CSIRO Governance to ensure consistency and compliance before being voted on for adoption by the group.

This Charter, as well as the associated CSIRO Advisory Group Procedure and any associated Terms of Reference will be reviewed by CSIRO Governance once every three years at a minimum. The review will include stakeholder interviews and endeavour to ensure the groups and their governance structures remain fit for purpose as CSIRO evolves.

Advisory Group Members

Each meeting is supported by different internal CSIRO staff based on the agenda of each specific meeting, therefore CSIRO staff are not listed below, all external members are listed in the tables below.