From January 2027 the CEO will also be a National Advisor to REAP Aotearoa, the national body for the 13 REAPs. It is reported that the role takes 1 day a fortnight. REAP Aotearoa passes some government funding to Eastbay REAP, so the two roles could sometimes pull in different directions. The CEO is already Deputy Chair of REAP Aotearoa, and that role is in the Interests Register.
Te Tirohanga Whānui | Summary
Eastbay REAP has a strong, values-led Board and a highly capable CEO. Key aspects of its governance run through a small group. The opportunity now is for the Board to ensure broader board leadership, in strategy, in CEO succession and in finding its future members.
The Board's culture, its Te Tiriti practice, its well-run meetings and its relationship with the CEO are clear strengths.
Much of the Board's thinking, relationships and process runs through 3 people: the Chair, the Deputy Chair and the CEO. That arrangement has served Eastbay REAP well. It also leaves the Board exposed while its membership changes. The audits of Eastbay REAP's accounts have run late. The Board has a plan for a temporary CEO absence and a process to recruit a new CEO. How key relationships would carry through a permanent change is not yet planned.
The next steps can include a plan for a permanent change of CEO, and a mid-year Board strategy session before the next Annual Business Plan is drafted.
Ngā Wāhanga | Dashboard sections
Te Tirohanga Whānui|SummaryA snapshot of our key messages about your governanceNgā Mana Pakari|StrengthsThe governance practices your board is doing well and should retainNgā Take Matua|Matters to AddressThe gaps and risks the board needs to addressKupu Tohutohu|Top RecommendationsOur top ten recommendations to address the governance issues identifiedKupu Āwhina|SuggestionsFurther suggestions to make your governance more effectiveWhare Tupuna|FrameworkThe eight governance dimensions, each colour coded to its overall assessment ratingWhare Tupuna|DimensionsOur findings, Matters to Address and recommendations for each of the eight governance dimensionsNgā Mana Pakari | Strengths▾
The governance practices that your Board is doing well and should retain: its culture, its Te Tiriti practice, its meetings and shared strategic sessions, its Chair handover, its relationship with the CEO, its financial oversight and reporting, its openness to feedback, its policies, its handling of conflicts of interest and its partnerships.
We found 36 strengths overall. The most significant are set out below.
- Board culture & wellbeing▾
- The Board has a warm, mana-enhancing culture.
- In the survey, Board members rated respect for people and the kaupapa in Board meetings higher than any other statement.
- Every Board hui opens with a whanaungatanga question that connects each person to the kaupapa of the day.
- Board members described the Board as a safe place to share views and to disagree.
- Kaupapa respect▾
- The Board is committed to Te Tiriti o Waitangi and this shows in how the board works.
- The Meeting Agenda and the minutes are written in te reo Māori and English.
- The Constitution commits to Te Tiriti in 3 places and requires Māori to be represented on the Board.
- One Board member said the bilingual Meeting Agenda was the first thing they noticed when they joined.
- Board meeting effectiveness▾
- Board meetings are well run.
- In the August 2026 board pack, strategy came first on the Meeting Agenda. It had 95 of the 180 minutes.
- Board papers set out options, end with a drafted resolution and arrive on time.
- Board members value the predictable structure of each hui.
- Strategic thinking & discussion▾
- Board members share the lead on the Board's strategic thinking.
- Board members take turns to lead a strategic session at Board meetings, on topics the Board agrees each December to shape the next Annual Business Plan.
- In 2025 these covered equity in education, Te Tiriti-led commitments and an environmental scan.
- Trustee preparation▾
- The Board prepared its new Chair with care, serving as Co-Chair for a year alongside the outgoing Chair, then taking the role on alone.
- Board members named this handover as one of the achievements they are proudest of.
- Board–management relationship▾
- The Board and the CEO have a strong working relationship built on trust and respect.
- Board members describe the CEO as highly capable, and both sides describe the Board and the CEO as one team.
- Financial management & controls▾
- The Board keeps close oversight of the finances.
- Before each Board meeting, the Audit & Risk Committee goes through the finances with the CEO in detail.
- The Finance & Asset Report compares income and spending with the year-to-date budget, and explains any line more than 10% out.
- Board reporting & performance tracking▾
- The CEO's reporting shows who is better off.
- The Performance Report sets out, for each area of work, how much was delivered, how well and who is better off, with a learner story from each area.
- Board performance evaluation▾
- The Board looks for feedback and acts on it.
- The Board also runs a self-evaluation each December, and asked for every member to be interviewed in this review.
- Another REAP advised that Health & Safety needed its own place on the Meeting Agenda, outside the consent agenda (the routine items the Board accepts together without discussion), and the Board made the change.
- Board Charter & governance policies▾
- The Policy Manual is well organised, holding 6 Board policies, with staff procedures beneath them.
- Every compliance area that we check for, such as Health & Safety and conflicts of interest, is covered.
- Conflicts of interest▾
- The Board manages conflicts of interest in the open.
- Declaration of Interests is a standing item on the Meeting Agenda, and the Interests Register sits in the board pack.
- Board members said conflicts are managed well.
- Partnerships▾
- Eastbay REAP works with a wide network of partners.
- Each area of work reports the partners it works with, and the CEO gives the Board a Relationships Register at each meeting.
- The August 2026 register lists 55 partner organisations and groups.
Ngā Take Matua | Matters to Address11▾
We identified 11 Matters to Address across the eight governance dimensions we assessed. Click on each one to read more detail.
- Does this match what you see?
- Is there context we have missed, or a document that would change a finding?
- Is the Board already working on any of these?
Kupu Tohutohu|Top Recommendations
These top recommendations are shown in the order we believe the Board should prioritise them. Click each recommendation to read a short summary, and click again for the full detail. Each one shows its governance dimension, a suggested timeframe and some reference tags.
Some of these tags only show in the expanded view of the recommendation when clicked.
Agree in writing how the Board oversees the CEO's role as a National Advisor to REAP Aotearoa from January 2027. Cover the time the role takes, how conflicts of interest are handled, and how the Board reviews the role. The national role can then benefit Eastbay REAP within clear limits.
Oversight of an outside role means the Board knows how much time the role takes, how Eastbay REAP benefits, and how any conflict of interest is managed. The Board reviews it once a year.
- Add the National Advisor role to the CEO's annual review.
- Write down how conflicts of interest between the CEO's national role and the Eastbay REAP role are declared and handled.
- Review how much time the National Advisor role will take, and its benefit to Eastbay REAP, after its first 6 months.
- Without written oversight of the CEO's National Advisor role, a conflict of interest could arise with no agreed way to handle it.
- The CEO's time could be stretched between the 2 roles without the Board noticing.
The Board already has a Leadership Succession Plan for a temporary absence of the CEO, and a CEO recruitment process in the CEO Appointment & Appraisal Procedure (GOV 1.4). The improvement is to join the two and add what neither covers: how the CEO's key relationships and knowledge would be held, and which staff leaders are being developed. Planning this now protects Eastbay REAP's work and funding through the change Board members named as their biggest risk.
The Leadership Succession Plan hands 4 areas of the CEO's work to the COO and the sector leaders (the staff who lead early years, schools, youth and adult services) during an absence, with the Chair consulted. The CEO Appointment & Appraisal Procedure (GOV 1.4) sets out an appointments committee, the full Board's input on what the role needs, and a recruitment timeframe of three to four months. It is reported that the CEO has no plans to leave. From January 2027 he will also take on a National Advisor role to REAP Aotearoa, the national body for the 13 REAPs.
A plan for a permanent change of CEO says how the Board would hold the CEO's relationships and knowledge, and who leads in the meantime, while the recruitment process in GOV 1.4 runs.
- Ask the full Board to review the Leadership Succession Plan and the CEO Appointment & Appraisal Procedure together, and agree what a section on a permanent change of CEO should add.
- Name the staff leaders with the most potential to grow into parts of the CEO role, and plan their development.
- List the CEO's 10 most important external relationships, including the national ones, and note who else knows each one.
- Agree the Board's first steps after a CEO resignation, including who acts as CEO, when the appointments committee is formed and who speaks with key funders.
- Key funder and partner relationships could weaken during the months a recruitment takes.
- Knowledge held only by the CEO could be lost before a new CEO starts.
- Staff leaders may not be ready to step up when they are needed.
The Board already puts strategy first at every meeting, and the CEO links plans to the 3 strategic goals. The improvement is for the Board to have a say earlier in the strategy, before the CEO drafts each Annual Business Plan. A mid-year strategy session set in the Board's workplan, and a return to the Board member-led strategic sessions, would let Board members bring their own thinking earlier and agree where Eastbay REAP should focus most.
Board members take turns to lead a strategic session at Board meetings, on topics the Board agrees each December to shape the next Annual Business Plan. It is reported that these sessions have been held less often recently, so newer members have seen less of them. Several Board members would like to contribute earlier, while the thinking is still open. Some also asked whether the Strategic Plan covers more work than Eastbay REAP can do well, given the reporting load of many government contracts.
Bringing the Board into strategy earlier comes first because other recommendations draw on it. A Board that shapes its own direction is well placed to plan for a change of CEO (Top Rec 2), to see learners' longer-term outcomes (Top Rec 5) and to grow its future members (Top Rec 7). It responds to Matter #2 (Strategic plan & direction).
The Strategic Plan sets Eastbay REAP's direction to 2030, the Annual Business Plan turns it into each year's work, and the strategic conversation at each Board meeting keeps it current. A Board-led strategy means the Board shapes the choices in all three, with the CEO and staff bringing evidence and options.
- Set a strategy input session in the Board's workplan each year at mid-year (e.g. June), before the next Annual Business Plan is drafted.
- Re-start the Board member-led strategic sessions, with topics agreed each December that feed the next Annual Business Plan.
- Consider the topics the 2025 sessions held over for 2026, such as economic impacts and alternatives, and embedding strategic measures of equity and impact.
- Use the mid-year session to agree 3 or 4 questions the Board wants the next Annual Business Plan to answer, including where Eastbay REAP could do less to have more impact.
- Te Whare Hukahuka can facilitate the first mid-year session if the Board would like support.
- Board members' experience stays under-used in setting direction.
- The Board has less practice in setting direction itself when the CEO moves on.
- New contracts can keep adding work without a Board conversation about what to stop.
Agree, in writing, what the committees and the Chair may decide between meetings and what the full Board always hears. The Chair, the Deputy Chair and the CEO already work closely between meetings, and that close working has served the Board well. A shared, written understanding would give every Board member the same picture, and protect those who act for the Board if a decision is later questioned.
The Board Terms of Reference sets out the Executive Committee and the Audit & Risk Committee, with their delegations, and asks each committee to report in writing. In practice, the Chair, the Deputy Chair and the CEO meet regularly and informally, and the Chair uses judgement about what to raise with the Board. Some Board members are unsure who sits on which committee. The Chair's duties sit across 3 documents, with nothing on what the Chair may decide alone.
Agreeing what always comes to the full Board responds to Matter #3 (Board committees & working groups) and Matter #4 (Role descriptions). Both are about who decides what between meetings. It also helps Top Rec 8 (helping new Board members settle in faster), because new members learn from day one how decisions are made.
Delegation is the Board's agreed record of who may decide what on its behalf, and what must come back to the full Board. It protects the people who act between meetings and keeps every Board member equally informed.
- Walk the Board through the Terms of Reference for the Executive Committee and the Audit & Risk Committee, and agree whether each still fits how the Board works.
- Agree a short list of matters the Chair always shares with the full Board, such as a legal claim, a serious risk to staff or the loss of a contract.
- Write down what the Chair may decide alone between meetings, in a one-page role description for the Chair and the Deputy Chair.
- Agree whether the Executive Committee reports to the Board in the same way the Audit & Risk Committee already does, through minutes on BoardPro and a list of topics in the board pack.
- Consider whether the CEO joins the Audit & Risk Committee as an attendee rather than a member, which is common practice for the committee that oversees the audit.
- Board members may hold different pictures of what has been decided on their behalf.
- The Chair, the Deputy Chair and the CEO carry more personal risk if a decision is later questioned.
- New Board members learn how decisions are really made only by watching.
Build on the Impact Lab report and the outcomes dashboard already in development, so the Board sees how learners progress over the longer term. Eastbay REAP commissioned an Impact Lab report on one programme, a second is under way, and a dashboard against the Sustainable Development Goals is being built. Agree with the CEO which of these the Board sees regularly, and how they connect to the 3 strategic goals.
The Annual Business Plan 2026 tracks delivery well, and in June 2026 staff marked most of its measures as on track. That reporting shows how well the work is delivered, and the learner stories show who is better off. Some Board members would like to see more of the longer-term change for learners. The CEO is also doing national work with the Ministry of Education on measures that show the barriers REAPs remove for learners.
Operational reporting tells the Board whether the work is delivered well. Outcome information tells the Board whether learners' lives change over time. The Board needs both, for different decisions.
- Ask the CEO to present the Impact Lab report and the progress on the outcomes dashboard at a Board strategic conversation.
- Agree which longer-term results the Board will see each year, and how each links to a strategic goal.
- Consider extending the Impact Lab approach to a second programme as resources allow.
- Keep the learner stories in the CEO's Performance Report, which Board members value, and link each one to a strategic goal.
- The Board keeps seeing strong delivery without knowing how learners progress later.
- Board conversations about strategic impact rely on single stories more than patterns.
- Funders who ask about outcomes get a thinner answer than the work deserves.
Board members, the CEO and staff already bring wide personal, professional and community networks. Ensure a shared view of who each Board member knows, and agree a few places where a Board member will make an introduction or speak for Eastbay REAP. This could be noted in a Relationships Register developed in a Board meeting. The CEO and staff keep leading the day-to-day relationships.
The CEO and staff hold strong relationships across the region, and the CEO shares a Relationships Register with the Board at each meeting. Board members bring connections across education, iwi, local government and business. Board members and the CEO agree the Board could do more to speak for Eastbay REAP in the places its members already go, and the Board has not yet found a practical way to do it.
A shared view of who knows whom lets the Board support Eastbay REAP's partnerships with care, without stepping into management's role.
- Workshop the Relationships Register at a Board meeting, and note where each Board member already has a connection.
- Line those connections up with the strategic priorities, and agree where a Board member could make an introduction or speak for the kaupapa.
- Ask the CEO to share how Eastbay REAP works with mana whenua now, and agree how the Board would like to hear from mana whenua directly.
- Revisit the connections once a year at the Board's mid-year strategy session.
- Board members' networks stay an untapped support for the kaupapa.
- Key relationships rest on fewer people than they could.
- Chances to speak for Eastbay REAP in places Board members already go are missed.
The Board has careful, values-led recruitment which can be enhanced by getting to know potential future Board members well before a vacancy arises. Look for people in the Eastern Bay, including rangatahi, who share the kaupapa and could grow into governance over time. The Board would then move from filling vacancies as they arise to growing its own future leaders.
Board members described a recruitment process that looks first for people who share the kaupapa and its values. Board membership is changing fast. 3 members have joined since August 2025, 2 more are being recruited, and one long-serving member leaves at the end of 2026. It was suggested that a standing list of possible future members would help, and Board members hold different views on how much of the early recruitment work the CEO should lead.
Recruitment fills today's vacancies. Board succession looks ahead to the skills and people the Board will need in 3 to 5 years, and gives potential leaders time to grow.
- Once a year, agree the skills and perspectives the Board will need over the next 3 to 5 years, using the skills matrix and the strategy.
- Keep a short, informal list of people in the community who could one day join the Board, and invite them to an open Board session or an Eastbay REAP event.
- Offer rangatahi a range of ways in, such as observing a Board meeting, joining a project group, or meeting the Board with young learners each year.
- Agree who leads each step of finding future members, so the process holds steady whoever is CEO, and keep drawing on the CEO's knowledge of people who understand REAP.
- The Board has to find new members quickly each time a vacancy arises.
- Rangatahi perspectives stay outside the Board's governance.
- Knowledge leaves with long-serving members before newer ones are ready.
Add a buddy, a strategy session and a handover from departing members to the Board's induction. New members already find the induction to be welcoming, and the Board Induction Checklist covers the key documents. With so many new members, these additions would help each one contribute fully sooner.
New Board members found induction welcoming and said it takes time to understand the Board and where they can add value. The Board Induction Checklist walks new members through the documents. It does not yet include a buddy, a session on the strategy or a handover from departing members. If both appointments go ahead, 5 of the 9 Board members will have joined since August 2025, once one long-serving member leaves at the end of 2026.
Induction is how a new Board member comes to understand the kaupapa, the people and how the Board really works, so they can contribute with confidence.
- Pair each new Board member with an experienced one for their first year, as tuakana (the more experienced) and teina (the newer member).
- Add a one-hour session on the strategy to every new member's induction.
- Ask each departing Board member for a short handover note and a list of key relationships, and invite them back as subject experts.
- Add a short cover note to each Board paper saying why it is here and what the Board is asked to do, which helps new members follow the discussion.
- Give each Board member a development plan funded from the Board's professional development budget, including training for the Board's leadership roles.
- New members take longer to contribute fully at a time when many are new.
- Knowledge leaves the Board when experienced members leave.
- The professional development budget stays under-used.
Keep one live action list, review it at the start of each Board meeting, and give each action an owner and a date. Board members already hold good discussions, and each meeting closes with a short round-up. A simple routine would make sure good ideas and agreed actions are carried through.
Board members said actions agreed in discussion are sometimes lost, and that a push to track them a year or so ago lapsed as people became busy. The Action List in the August 2026 board pack held 3 actions that were 10 to 19 months overdue. Good ideas for later also have nowhere to be kept.
Following actions through responds to Matter #8 (Action follow-through). It is a quick routine to set up, and it helps every other recommendation land.
An action list is the Board's record of what it has asked for, who is doing it and by when. Reviewing it each meeting keeps the Board's decisions moving.
- Review the Action List at the start of each Board meeting, oldest action first, and close, re-date or drop each one.
- Give every action an owner and a due date when it is agreed.
- Keep a short list of good ideas for later, and look at it at the Board's mid-year strategy session.
- Board decisions take longer to turn into results.
- Good ideas are lost between meetings.
- The Board loses track of what it has asked for.
Hold a wānanga, led by a Te Tiriti practitioner, to agree what being a Te Tiriti partner organisation actually means for the Board's own decisions. The Board already shows its commitment through a bilingual Meeting Agenda and minutes, Māori representation in the Constitution and its Commitment to Te Tiriti o Waitangi policy. Leave the wānanga with one or two practical steps the Board chooses for itself.
Board members agree that Eastbay REAP is a Te Tiriti partner organisation rather than a kaupapa Māori organisation. The Commitment to Te Tiriti o Waitangi policy (GOV 1.2) covers representation, training and practice, and the Board has done professional development together. It was stressed that equity for Māori should guide Board decisions, whoever is on the Board, and it was suggested that development led by Te Tiriti practitioners would help.
Agreeing what Te Tiriti partnership means for decisions responds to Matter #10 (Values & tikanga in decisions). It builds on one of the Board's clearest strengths, and helps that practice carry through as membership changes (Top Rec 7, growing the Board's future members).
A shared understanding of Te Tiriti partnership helps every Board member, new or long-serving, bring it into the decisions the Board makes.
- Hold one wānanga, led by a Te Tiriti practitioner, on what partnership means for Eastbay REAP's governance.
- Start from REAP Aotearoa's Te Tiriti practice framework (Te Tatou Pounamu), which the Commitment to Te Tiriti o Waitangi policy (GOV 1.2) already names.
- Choose one or two practical steps from the wānanga, such as questions the Board asks before major decisions or further professional development.
- Agree how the Board will seek guidance from kaumātua and mana whenua.
- New Board members may be unsure how to bring the commitment into decisions.
- A chance to deepen one of the Board's clearest strengths is missed.
Kupu Āwhina | Suggestions
Further suggestions that sit alongside the Top 10. Click each one to expand the full detail.
Once a year, create space for the full Board to work through the Strategic Risk Register line by line. Ask each Board member beforehand for the one risk that worries them most. The Board would then own its risks together.
The Strategic Risk Register lists 18 risks, and the Board reviews changes to it at its meetings. Board members were less sure about the Board's processes for managing risk than about most other areas in the survey. The risks Board members named most often were reliance on government funding and losing the CEO. Some also named the load of contract reporting.
An annual review gives the whole Board time on its biggest risks together. It supports Matter #1 (Succession planning), because losing the CEO is one of the risks Board members named most often.
A risk review is time set aside to test whether the Strategic Risk Register lists the right risks, rates them fairly, and has steps that are working.
- Give the Strategic Risk Register an hour at one Board meeting a year.
- Ask each Board member beforehand for their biggest risk, and test the Strategic Risk Register against the answers.
- Choose one high-level risk each year for a deeper look. It is reported that the Board has done this with climate change.
Without an annual review of the Strategic Risk Register, risks that matter stay off it until they become urgent.
At the next update of the Constitution, correct 2 points found in our review of the August 2026 version. (i) Clause 19.1, the clause that protects key rules, does not protect Eastbay REAP's charitable purposes, and (ii) Board fees are not plainly allowed. It is reported that the officer elections in clause 8.2 have already been updated so they no longer depend on an Annual Meeting.
It is reported that Eastbay REAP met its 1 October 2026 deadline with Charities Services (the government office that registers charities) for the August 2026 Constitution. It is also reported that the Board has updated clause 8.2, so the Chair, the Deputy Chair and the Audit & Risk Committee Chair are elected at the first Board meeting of each year. The copy of the Constitution we hold, re-sent to us on 15 October 2026, still shows the earlier wording, which ties these elections to an Annual Meeting.
Two points need correcting at the next update.
First, clause 19.1 says that certain clauses can only be changed with extra steps. At present the only clause it names is clause 10.5, the Board's power to change its rules. It does not protect clause 3, which sets out Eastbay REAP's charitable purposes.
Second, the Board Terms of Reference sets meeting fees and a Chair payment. The Constitution does not plainly allow Board members to be paid.
Correcting the Constitution responds to Matter #10 (Constitution / Trust Deed). Neither point affects day-to-day governance, so the corrections can wait for the next update.
The Constitution is the founding rulebook of the Trust. Charities Services relies on it when it registers Eastbay REAP, so it needs to match how the Board works.
- Ask Eastbay REAP's lawyer to read the Constitution once, clause by clause, before the Board next changes it.
- Confirm that the registered Constitution carries the updated clause 8.2, so the Board's officers are elected at the first Board meeting of each year.
- Extend clause 19.1, the clause that requires extra steps before key clauses are changed, so it also covers clause 3 (Eastbay REAP's charitable purposes).
- Add a clause that plainly allows Board members to be paid the meeting fees and Chair payment set in the Board Terms of Reference.
- Until the Constitution is corrected, Eastbay REAP's charitable purposes do not have the extra protection clause 19.1 gives to its power to change its rules.
- Until the Constitution is corrected, Board fees rest on the Board Terms of Reference alone, and the Constitution does not plainly allow them.
Agree a simple expectation for attending Board meetings, in person and online. Say how often a Board member may join online, and how the Board supports any member whose other commitments make attendance hard. Every Board member would then know what is expected.
It is reported that the Board has always had a quorum (the minimum number of Board members needed to make decisions), though sometimes only just. Board members said attendance is sometimes uneven, and that more members now join online. The Board meets every 2 months, so a member who misses one meeting loses a lot of context. It is reported that it takes extra effort to include online members in the discussion.
Agreeing attendance expectations is a quick agreement that supports Top Rec 8 (helping new Board members settle in faster).
An attendance expectation is a shared agreement about how Board members take part. It protects every Board member, because each one shares responsibility for decisions made at meetings they miss.
- Agree whether the board wants to set down how many Board meetings a year a member may attend online.
- Agree how the Chair checks in, with care, when any Board member misses several meetings.
- Give each online Board member a named Board member in the room who brings them into the discussion.
- Without an agreed attendance expectation, Board members carry responsibility for decisions they did not hear discussed.
- The Board loses the views of members who come to meetings less often.
Record this Aromatawai, and the Board's response to it, in the Board minutes as Eastbay REAP's governance review under section 42G of the Charities Act 2005. The law asks every registered charity to review its governance at least every 3 years. One resolution at the next Board meeting does it, and a draft is in the Charities Act Review section of this dashboard.
Section 42G of the Charities Act 2005 requires every registered charity to review its governance procedures at least every 3 years. We have not seen a record of an earlier section 42G review by the Board. If one has been done, this Aromatawai adds to it. If not, recording it now meets the requirement.
Recording this review takes one Board resolution, so it belongs in the first 90 days after the Board receives this dashboard.
A section 42G review is a check, at least every 3 years, that a charity's governance procedures are fit for purpose. It also checks that they help the charity achieve its purpose and comply with the Charities Act.
- At the next Board meeting, adopt the resolution set out in the Charities Act Review section of this dashboard. It records that the Board has received this governance review as its section 42G review.
- Keep this dashboard and the Board minutes as the record of the section 42G review.
- Put the date of the next section 42G review, 3 years from now, in the Board's annual workplan.
Without a minuted resolution, the Board has no record that it met section 42G.
Check that the Board Terms of Reference and the Management Policy both show the $50,000 limit the Board agreed for spending outside the budget. It is reported that the documents have already been updated, so a quick check confirms it.
It is reported that the Board raised the CEO's limit for spending outside the budget to $50,000 after a review by the Audit & Risk Committee. In the versions we reviewed, the Board Terms of Reference said $10,000 and the Management Policy said $50,000.
Confirming the limit keeps the Board's documents in line with its own decision. It is a short check.
A spending limit is only useful if every document shows the same figure.
- Ask the CEO to confirm that both documents now show $50,000, and note it in the next board pack.
Two documents with different limits could cause confusion if a decision were questioned.
Once the 2025 audit is signed, ask the CEO and the Audit & Risk Committee for a one-page review to the whole Board, covering what happened, what was learned and what would help avoid a repeat. The CEO, the Chair and the Deputy Chair have been closest to the work, so a short review brings every Board member to the same picture and closes the matter.
The audits of Eastbay REAP's 2024 and 2025 accounts ran late after Eastbay REAP's previous auditor left and a new auditor took over. The CEO copied the Chair and the Deputy Chair on his correspondence with the auditor, the Chair joined the most recent meetings with the auditor, and the matter was raised with the Office of the Auditor-General. The Board receives papers on it, and Board members described the status of the 2025 audit in different ways.
A short review closes a difficult process and records what the Board learned, so the next audit can run more smoothly.
A close-out review records what happened and what was learned, so the Board can put a matter to rest with a shared understanding.
- When the 2025 audit is signed, ask the CEO and the Audit & Risk Committee for a one-page review to the full Board.
- Confirm in the same review that the 2025 accounts have reached Charities Services (the government office that registers charities).
- Note any steps that would help the 2026 audit run smoothly.
- Board members may hold different understandings of how the matter ended.
- Lessons from a hard process are not recorded for future Boards.
The Whare Tupuna governance framework looks at your governance across eight governance dimensions of mana. Governance is more than oversight and compliance. It is about lifting the mana of your kaupapa and your organisation over time.
The eight governance dimensions of the Whare Tupuna are set out here. Click on each dimension to see more information about it.
The governance dimensions are colour coded with their overall rating.
Whare Tupuna | Dimensions
Tūāpapa represent the foundations that guide your board's decisions and behaviour – including the kaupapa, values, tikanga, policies and core documents that anchor everything above. They are the load-bearing beliefs that remain over time and shape how your board operates into the future.
This dimension reflects Mana Whenua – mana built from drawing on tūpuna-led guidance that serves the present and will outlast any one board to safeguard the future.
Board members rated the board's Foundations higher than any other governance dimension. A few points in the Constitution need correcting at its next update, and a shared view of Te Tiriti partnership in decisions is still to be agreed.
Recommendations to improve your Tūāpapa
Hold a wānanga, led by a Te Tiriti practitioner, to agree what being a Te Tiriti partner organisation actually means for the Board's own decisions. The Board already shows its commitment through a bilingual Meeting Agenda and minutes, Māori representation in the Constitution and its Commitment to Te Tiriti o Waitangi policy. Leave the wānanga with one or two practical steps the Board chooses for itself.
Board members agree that Eastbay REAP is a Te Tiriti partner organisation rather than a kaupapa Māori organisation. The Commitment to Te Tiriti o Waitangi policy (GOV 1.2) covers representation, training and practice, and the Board has done professional development together. It was stressed that equity for Māori should guide Board decisions, whoever is on the Board, and it was suggested that development led by Te Tiriti practitioners would help.
Agreeing what Te Tiriti partnership means for decisions responds to Matter #10 (Values & tikanga in decisions). It builds on one of the Board's clearest strengths, and helps that practice carry through as membership changes (Top Rec 7, growing the Board's future members).
A shared understanding of Te Tiriti partnership helps every Board member, new or long-serving, bring it into the decisions the Board makes.
- Hold one wānanga, led by a Te Tiriti practitioner, on what partnership means for Eastbay REAP's governance.
- Start from REAP Aotearoa's Te Tiriti practice framework (Te Tatou Pounamu), which the Commitment to Te Tiriti o Waitangi policy (GOV 1.2) already names.
- Choose one or two practical steps from the wānanga, such as questions the Board asks before major decisions or further professional development.
- Agree how the Board will seek guidance from kaumātua and mana whenua.
- New Board members may be unsure how to bring the commitment into decisions.
- A chance to deepen one of the Board's clearest strengths is missed.
At the next update of the Constitution, correct 2 points found in our review of the August 2026 version. (i) Clause 19.1, the clause that protects key rules, does not protect Eastbay REAP's charitable purposes, and (ii) Board fees are not plainly allowed. It is reported that the officer elections in clause 8.2 have already been updated so they no longer depend on an Annual Meeting.
It is reported that Eastbay REAP met its 1 October 2026 deadline with Charities Services (the government office that registers charities) for the August 2026 Constitution. It is also reported that the Board has updated clause 8.2, so the Chair, the Deputy Chair and the Audit & Risk Committee Chair are elected at the first Board meeting of each year. The copy of the Constitution we hold, re-sent to us on 15 October 2026, still shows the earlier wording, which ties these elections to an Annual Meeting.
Two points need correcting at the next update.
First, clause 19.1 says that certain clauses can only be changed with extra steps. At present the only clause it names is clause 10.5, the Board's power to change its rules. It does not protect clause 3, which sets out Eastbay REAP's charitable purposes.
Second, the Board Terms of Reference sets meeting fees and a Chair payment. The Constitution does not plainly allow Board members to be paid.
Correcting the Constitution responds to Matter #10 (Constitution / Trust Deed). Neither point affects day-to-day governance, so the corrections can wait for the next update.
The Constitution is the founding rulebook of the Trust. Charities Services relies on it when it registers Eastbay REAP, so it needs to match how the Board works.
- Ask Eastbay REAP's lawyer to read the Constitution once, clause by clause, before the Board next changes it.
- Confirm that the registered Constitution carries the updated clause 8.2, so the Board's officers are elected at the first Board meeting of each year.
- Extend clause 19.1, the clause that requires extra steps before key clauses are changed, so it also covers clause 3 (Eastbay REAP's charitable purposes).
- Add a clause that plainly allows Board members to be paid the meeting fees and Chair payment set in the Board Terms of Reference.
- Until the Constitution is corrected, Eastbay REAP's charitable purposes do not have the extra protection clause 19.1 gives to its power to change its rules.
- Until the Constitution is corrected, Board fees rest on the Board Terms of Reference alone, and the Constitution does not plainly allow them.
Record this Aromatawai, and the Board's response to it, in the Board minutes as Eastbay REAP's governance review under section 42G of the Charities Act 2005. The law asks every registered charity to review its governance at least every 3 years. One resolution at the next Board meeting does it, and a draft is in the Charities Act Review section of this dashboard.
Section 42G of the Charities Act 2005 requires every registered charity to review its governance procedures at least every 3 years. We have not seen a record of an earlier section 42G review by the Board. If one has been done, this Aromatawai adds to it. If not, recording it now meets the requirement.
Recording this review takes one Board resolution, so it belongs in the first 90 days after the Board receives this dashboard.
A section 42G review is a check, at least every 3 years, that a charity's governance procedures are fit for purpose. It also checks that they help the charity achieve its purpose and comply with the Charities Act.
- At the next Board meeting, adopt the resolution set out in the Charities Act Review section of this dashboard. It records that the Board has received this governance review as its section 42G review.
- Keep this dashboard and the Board minutes as the record of the section 42G review.
- Put the date of the next section 42G review, 3 years from now, in the Board's annual workplan.
Without a minuted resolution, the Board has no record that it met section 42G.
Tekoteko is the carved figurehead that represents the leadership at the peak of the whare. In governance, it includes having solid governance roles, collective responsibility, board composition and oversight of organisational functions. Rather than focusing on status and control, strong governance is about enabling those that you represent so they can thrive and keep your kaupapa alive.
This dimension reflects Mana Tuku Iho – mana vested in the people who lead that compels us to act in ways that honour those before us, for the benefit of the collective.
Gaps to close relate to one clear source for the Chair's role and written delegated authorities. The Board is recruiting for two new members. If both are appointed, 5 Board members will have joined since August 2025, so how the Board brings new members up to speed matters more than usual.
Pou Tokomanawa is the central support pillar of the whare – representing how well your board functions together as a collective. This includes how decisions are made, how disagreement is held, and how trust and cohesion is built and maintained.
This dimension reflects Mana Tangata – recognising the inherent mana of individuals and the collective. This mana moves people and kaupapa forward, with each shared decision compounding to generate momentum.
Board members described discussions as mana-enhancing and aimed at agreement. An agreed expectation for attendance, including online, is an area to strengthen.
Recommendations to improve your Pou Tokomanawa
Agree a simple expectation for attending Board meetings, in person and online. Say how often a Board member may join online, and how the Board supports any member whose other commitments make attendance hard. Every Board member would then know what is expected.
It is reported that the Board has always had a quorum (the minimum number of Board members needed to make decisions), though sometimes only just. Board members said attendance is sometimes uneven, and that more members now join online. The Board meets every 2 months, so a member who misses one meeting loses a lot of context. It is reported that it takes extra effort to include online members in the discussion.
Agreeing attendance expectations is a quick agreement that supports Top Rec 8 (helping new Board members settle in faster).
An attendance expectation is a shared agreement about how Board members take part. It protects every Board member, because each one shares responsibility for decisions made at meetings they miss.
- Agree whether the board wants to set down how many Board meetings a year a member may attend online.
- Agree how the Chair checks in, with care, when any Board member misses several meetings.
- Give each online Board member a named Board member in the room who brings them into the discussion.
- Without an agreed attendance expectation, Board members carry responsibility for decisions they did not hear discussed.
- The Board loses the views of members who come to meetings less often.
Pou Tūhono represent the systems and structures that support good governance: the processes, the meeting rhythm, the information, and the tools that let the board govern reliably. Strong Pou Tūhono help ensure people don't burn out and hold the kaupapa steady over time.
This dimension reflects Mana Tōpū – mana generated from turning collective intent into clear structure and processes that carry the mauri of the kaupapa and those within it.
The Board Terms of Reference sets out the Executive Committee and the Audit & Risk Committee. The Chair, the Deputy Chair and the CEO are in regular contact between meetings, which keeps work moving and shapes each board pack.
Recommendations to improve your Pou Tūhono
Agree, in writing, what the committees and the Chair may decide between meetings and what the full Board always hears. The Chair, the Deputy Chair and the CEO already work closely between meetings, and that close working has served the Board well. A shared, written understanding would give every Board member the same picture, and protect those who act for the Board if a decision is later questioned.
The Board Terms of Reference sets out the Executive Committee and the Audit & Risk Committee, with their delegations, and asks each committee to report in writing. In practice, the Chair, the Deputy Chair and the CEO meet regularly and informally, and the Chair uses judgement about what to raise with the Board. Some Board members are unsure who sits on which committee. The Chair's duties sit across 3 documents, with nothing on what the Chair may decide alone.
Agreeing what always comes to the full Board responds to Matter #3 (Board committees & working groups) and Matter #4 (Role descriptions). Both are about who decides what between meetings. It also helps Top Rec 8 (helping new Board members settle in faster), because new members learn from day one how decisions are made.
Delegation is the Board's agreed record of who may decide what on its behalf, and what must come back to the full Board. It protects the people who act between meetings and keeps every Board member equally informed.
- Walk the Board through the Terms of Reference for the Executive Committee and the Audit & Risk Committee, and agree whether each still fits how the Board works.
- Agree a short list of matters the Chair always shares with the full Board, such as a legal claim, a serious risk to staff or the loss of a contract.
- Write down what the Chair may decide alone between meetings, in a one-page role description for the Chair and the Deputy Chair.
- Agree whether the Executive Committee reports to the Board in the same way the Audit & Risk Committee already does, through minutes on BoardPro and a list of topics in the board pack.
- Consider whether the CEO joins the Audit & Risk Committee as an attendee rather than a member, which is common practice for the committee that oversees the audit.
- Board members may hold different pictures of what has been decided on their behalf.
- The Chair, the Deputy Chair and the CEO carry more personal risk if a decision is later questioned.
- New Board members learn how decisions are really made only by watching.
Check that the Board Terms of Reference and the Management Policy both show the $50,000 limit the Board agreed for spending outside the budget. It is reported that the documents have already been updated, so a quick check confirms it.
It is reported that the Board raised the CEO's limit for spending outside the budget to $50,000 after a review by the Audit & Risk Committee. In the versions we reviewed, the Board Terms of Reference said $10,000 and the Management Policy said $50,000.
Confirming the limit keeps the Board's documents in line with its own decision. It is a short check.
A spending limit is only useful if every document shows the same figure.
- Ask the CEO to confirm that both documents now show $50,000, and note it in the next board pack.
Two documents with different limits could cause confusion if a decision were questioned.
Tāhuhu is the ridgepole that elevates the kaupapa. This reflects the backbone of the strategy, to provide clear direction and a sense of priorities.
This dimension reflects Mana Āheinga – mana that comes from deciding our own aspirations, and charting our own path forward. True kaupapa contribute to building the hope, aspirations, capabilities and empowerment of the collective, so that in turn they can elevate the mana of the kaupapa.
The CEO links each Annual Business Plan to the 3 strategic goals, and the Board discusses and approves it. Several Board members would like to contribute earlier, and some asked whether Eastbay REAP is trying to do too much.
Recommendations to improve your Tāhuhu
The Board already puts strategy first at every meeting, and the CEO links plans to the 3 strategic goals. The improvement is for the Board to have a say earlier in the strategy, before the CEO drafts each Annual Business Plan. A mid-year strategy session set in the Board's workplan, and a return to the Board member-led strategic sessions, would let Board members bring their own thinking earlier and agree where Eastbay REAP should focus most.
Board members take turns to lead a strategic session at Board meetings, on topics the Board agrees each December to shape the next Annual Business Plan. It is reported that these sessions have been held less often recently, so newer members have seen less of them. Several Board members would like to contribute earlier, while the thinking is still open. Some also asked whether the Strategic Plan covers more work than Eastbay REAP can do well, given the reporting load of many government contracts.
Bringing the Board into strategy earlier comes first because other recommendations draw on it. A Board that shapes its own direction is well placed to plan for a change of CEO (Top Rec 2), to see learners' longer-term outcomes (Top Rec 5) and to grow its future members (Top Rec 7). It responds to Matter #2 (Strategic plan & direction).
The Strategic Plan sets Eastbay REAP's direction to 2030, the Annual Business Plan turns it into each year's work, and the strategic conversation at each Board meeting keeps it current. A Board-led strategy means the Board shapes the choices in all three, with the CEO and staff bringing evidence and options.
- Set a strategy input session in the Board's workplan each year at mid-year (e.g. June), before the next Annual Business Plan is drafted.
- Re-start the Board member-led strategic sessions, with topics agreed each December that feed the next Annual Business Plan.
- Consider the topics the 2025 sessions held over for 2026, such as economic impacts and alternatives, and embedding strategic measures of equity and impact.
- Use the mid-year session to agree 3 or 4 questions the Board wants the next Annual Business Plan to answer, including where Eastbay REAP could do less to have more impact.
- Te Whare Hukahuka can facilitate the first mid-year session if the Board would like support.
- Board members' experience stays under-used in setting direction.
- The Board has less practice in setting direction itself when the CEO moves on.
- New contracts can keep adding work without a Board conversation about what to stop.
Maihi represent the bargeboards of the whare – that connect the Tāhuhu to the Tūāpapa as the arms that turn your strategy into action. This represents the management systems, the operational rhythms and having the right people.
This dimension reflects Mana Whakahaere – mana that comes from turning leadership decisions into disciplined action to ensure the performance of a kaupapa.
The Audit & Risk Committee checks the finances in detail before each Board meeting. The audits ran late after Eastbay REAP's previous auditor left and a new auditor took over, and the Board is aware of them and working through them with the CEO.
Recommendations to improve your Maihi
Build on the Impact Lab report and the outcomes dashboard already in development, so the Board sees how learners progress over the longer term. Eastbay REAP commissioned an Impact Lab report on one programme, a second is under way, and a dashboard against the Sustainable Development Goals is being built. Agree with the CEO which of these the Board sees regularly, and how they connect to the 3 strategic goals.
The Annual Business Plan 2026 tracks delivery well, and in June 2026 staff marked most of its measures as on track. That reporting shows how well the work is delivered, and the learner stories show who is better off. Some Board members would like to see more of the longer-term change for learners. The CEO is also doing national work with the Ministry of Education on measures that show the barriers REAPs remove for learners.
Operational reporting tells the Board whether the work is delivered well. Outcome information tells the Board whether learners' lives change over time. The Board needs both, for different decisions.
- Ask the CEO to present the Impact Lab report and the progress on the outcomes dashboard at a Board strategic conversation.
- Agree which longer-term results the Board will see each year, and how each links to a strategic goal.
- Consider extending the Impact Lab approach to a second programme as resources allow.
- Keep the learner stories in the CEO's Performance Report, which Board members value, and link each one to a strategic goal.
- The Board keeps seeing strong delivery without knowing how learners progress later.
- Board conversations about strategic impact rely on single stories more than patterns.
- Funders who ask about outcomes get a thinner answer than the work deserves.
Keep one live action list, review it at the start of each Board meeting, and give each action an owner and a date. Board members already hold good discussions, and each meeting closes with a short round-up. A simple routine would make sure good ideas and agreed actions are carried through.
Board members said actions agreed in discussion are sometimes lost, and that a push to track them a year or so ago lapsed as people became busy. The Action List in the August 2026 board pack held 3 actions that were 10 to 19 months overdue. Good ideas for later also have nowhere to be kept.
Following actions through responds to Matter #8 (Action follow-through). It is a quick routine to set up, and it helps every other recommendation land.
An action list is the Board's record of what it has asked for, who is doing it and by when. Reviewing it each meeting keeps the Board's decisions moving.
- Review the Action List at the start of each Board meeting, oldest action first, and close, re-date or drop each one.
- Give every action an owner and a due date when it is agreed.
- Keep a short list of good ideas for later, and look at it at the Board's mid-year strategy session.
- Board decisions take longer to turn into results.
- Good ideas are lost between meetings.
- The Board loses track of what it has asked for.
Agree in writing how the Board oversees the CEO's role as a National Advisor to REAP Aotearoa from January 2027. Cover the time the role takes, how conflicts of interest are handled, and how the Board reviews the role. The national role can then benefit Eastbay REAP within clear limits.
From January 2027 the CEO will also be a National Advisor to REAP Aotearoa, the national body for the 13 REAPs. It is reported that the role takes 1 day a fortnight. REAP Aotearoa passes some government funding to Eastbay REAP, so the two roles could sometimes pull in different directions. The CEO is already Deputy Chair of REAP Aotearoa, and that role is in the Interests Register.
Oversight of an outside role means the Board knows how much time the role takes, how Eastbay REAP benefits, and how any conflict of interest is managed. The Board reviews it once a year.
- Add the National Advisor role to the CEO's annual review.
- Write down how conflicts of interest between the CEO's national role and the Eastbay REAP role are declared and handled.
- Review how much time the National Advisor role will take, and its benefit to Eastbay REAP, after its first 6 months.
- Without written oversight of the CEO's National Advisor role, a conflict of interest could arise with no agreed way to handle it.
- The CEO's time could be stretched between the 2 roles without the Board noticing.
Once the 2025 audit is signed, ask the CEO and the Audit & Risk Committee for a one-page review to the whole Board, covering what happened, what was learned and what would help avoid a repeat. The CEO, the Chair and the Deputy Chair have been closest to the work, so a short review brings every Board member to the same picture and closes the matter.
The audits of Eastbay REAP's 2024 and 2025 accounts ran late after Eastbay REAP's previous auditor left and a new auditor took over. The CEO copied the Chair and the Deputy Chair on his correspondence with the auditor, the Chair joined the most recent meetings with the auditor, and the matter was raised with the Office of the Auditor-General. The Board receives papers on it, and Board members described the status of the 2025 audit in different ways.
A short review closes a difficult process and records what the Board learned, so the next audit can run more smoothly.
A close-out review records what happened and what was learned, so the Board can put a matter to rest with a shared understanding.
- When the 2025 audit is signed, ask the CEO and the Audit & Risk Committee for a one-page review to the full Board.
- Confirm in the same review that the 2025 accounts have reached Charities Services (the government office that registers charities).
- Note any steps that would help the 2026 audit run smoothly.
- Board members may hold different understandings of how the matter ended.
- Lessons from a hard process are not recorded for future Boards.
Pou Tuarongo represents the back wall of the whare – how you protect your kaupapa over time, including disciplined risk management, compliance, succession and information transfer. Everything you put in place today shapes how your organisation and kaupapa grows intergenerationally.
This dimension reflects Mana Mokopuna – mana generated from protecting kaupapa across generations and replenishing the energy that sustains it.
Board members rated Future-Proofing the lowest of the eight governance dimensions in the survey, and rangatahi voice the lowest single statement.
Recommendations to improve your Pou Tuarongo
The Board already has a Leadership Succession Plan for a temporary absence of the CEO, and a CEO recruitment process in the CEO Appointment & Appraisal Procedure (GOV 1.4). The improvement is to join the two and add what neither covers: how the CEO's key relationships and knowledge would be held, and which staff leaders are being developed. Planning this now protects Eastbay REAP's work and funding through the change Board members named as their biggest risk.
The Leadership Succession Plan hands 4 areas of the CEO's work to the COO and the sector leaders (the staff who lead early years, schools, youth and adult services) during an absence, with the Chair consulted. The CEO Appointment & Appraisal Procedure (GOV 1.4) sets out an appointments committee, the full Board's input on what the role needs, and a recruitment timeframe of three to four months. It is reported that the CEO has no plans to leave. From January 2027 he will also take on a National Advisor role to REAP Aotearoa, the national body for the 13 REAPs.
A plan for a permanent change of CEO says how the Board would hold the CEO's relationships and knowledge, and who leads in the meantime, while the recruitment process in GOV 1.4 runs.
- Ask the full Board to review the Leadership Succession Plan and the CEO Appointment & Appraisal Procedure together, and agree what a section on a permanent change of CEO should add.
- Name the staff leaders with the most potential to grow into parts of the CEO role, and plan their development.
- List the CEO's 10 most important external relationships, including the national ones, and note who else knows each one.
- Agree the Board's first steps after a CEO resignation, including who acts as CEO, when the appointments committee is formed and who speaks with key funders.
- Key funder and partner relationships could weaken during the months a recruitment takes.
- Knowledge held only by the CEO could be lost before a new CEO starts.
- Staff leaders may not be ready to step up when they are needed.
The Board has careful, values-led recruitment which can be enhanced by getting to know potential future Board members well before a vacancy arises. Look for people in the Eastern Bay, including rangatahi, who share the kaupapa and could grow into governance over time. The Board would then move from filling vacancies as they arise to growing its own future leaders.
Board members described a recruitment process that looks first for people who share the kaupapa and its values. Board membership is changing fast. 3 members have joined since August 2025, 2 more are being recruited, and one long-serving member leaves at the end of 2026. It was suggested that a standing list of possible future members would help, and Board members hold different views on how much of the early recruitment work the CEO should lead.
Recruitment fills today's vacancies. Board succession looks ahead to the skills and people the Board will need in 3 to 5 years, and gives potential leaders time to grow.
- Once a year, agree the skills and perspectives the Board will need over the next 3 to 5 years, using the skills matrix and the strategy.
- Keep a short, informal list of people in the community who could one day join the Board, and invite them to an open Board session or an Eastbay REAP event.
- Offer rangatahi a range of ways in, such as observing a Board meeting, joining a project group, or meeting the Board with young learners each year.
- Agree who leads each step of finding future members, so the process holds steady whoever is CEO, and keep drawing on the CEO's knowledge of people who understand REAP.
- The Board has to find new members quickly each time a vacancy arises.
- Rangatahi perspectives stay outside the Board's governance.
- Knowledge leaves with long-serving members before newer ones are ready.
Add a buddy, a strategy session and a handover from departing members to the Board's induction. New members already find the induction to be welcoming, and the Board Induction Checklist covers the key documents. With so many new members, these additions would help each one contribute fully sooner.
New Board members found induction welcoming and said it takes time to understand the Board and where they can add value. The Board Induction Checklist walks new members through the documents. It does not yet include a buddy, a session on the strategy or a handover from departing members. If both appointments go ahead, 5 of the 9 Board members will have joined since August 2025, once one long-serving member leaves at the end of 2026.
Induction is how a new Board member comes to understand the kaupapa, the people and how the Board really works, so they can contribute with confidence.
- Pair each new Board member with an experienced one for their first year, as tuakana (the more experienced) and teina (the newer member).
- Add a one-hour session on the strategy to every new member's induction.
- Ask each departing Board member for a short handover note and a list of key relationships, and invite them back as subject experts.
- Add a short cover note to each Board paper saying why it is here and what the Board is asked to do, which helps new members follow the discussion.
- Give each Board member a development plan funded from the Board's professional development budget, including training for the Board's leadership roles.
- New members take longer to contribute fully at a time when many are new.
- Knowledge leaves the Board when experienced members leave.
- The professional development budget stays under-used.
Once a year, create space for the full Board to work through the Strategic Risk Register line by line. Ask each Board member beforehand for the one risk that worries them most. The Board would then own its risks together.
The Strategic Risk Register lists 18 risks, and the Board reviews changes to it at its meetings. Board members were less sure about the Board's processes for managing risk than about most other areas in the survey. The risks Board members named most often were reliance on government funding and losing the CEO. Some also named the load of contract reporting.
An annual review gives the whole Board time on its biggest risks together. It supports Matter #1 (Succession planning), because losing the CEO is one of the risks Board members named most often.
A risk review is time set aside to test whether the Strategic Risk Register lists the right risks, rates them fairly, and has steps that are working.
- Give the Strategic Risk Register an hour at one Board meeting a year.
- Ask each Board member beforehand for their biggest risk, and test the Strategic Risk Register against the answers.
- Choose one high-level risk each year for a deeper look. It is reported that the Board has done this with climate change.
Without an annual review of the Strategic Risk Register, risks that matter stay off it until they become urgent.
Mahau is the front porch: the threshold between the organisation and its external stakeholder relationships. This includes funders, iwi and mana whenua, schools, councils, partners and the communities the kaupapa exists to serve. Strong governance weaves these groups together to strengthen the kaupapa, with open dialogue, accountability and shared purpose.
This dimension reflects Mana Tauutuutu – mana exchanged through strong and enduring relationships that provide the mauri to keep a kaupapa alive.
Board members rated how well key stakeholders hear about the Board's decisions and direction among the lower areas in the survey.
Recommendations to improve your Mahau
Board members, the CEO and staff already bring wide personal, professional and community networks. Ensure a shared view of who each Board member knows, and agree a few places where a Board member will make an introduction or speak for Eastbay REAP. This could be noted in a Relationships Register developed in a Board meeting. The CEO and staff keep leading the day-to-day relationships.
The CEO and staff hold strong relationships across the region, and the CEO shares a Relationships Register with the Board at each meeting. Board members bring connections across education, iwi, local government and business. Board members and the CEO agree the Board could do more to speak for Eastbay REAP in the places its members already go, and the Board has not yet found a practical way to do it.
A shared view of who knows whom lets the Board support Eastbay REAP's partnerships with care, without stepping into management's role.
- Workshop the Relationships Register at a Board meeting, and note where each Board member already has a connection.
- Line those connections up with the strategic priorities, and agree where a Board member could make an introduction or speak for the kaupapa.
- Ask the CEO to share how Eastbay REAP works with mana whenua now, and agree how the Board would like to hear from mana whenua directly.
- Revisit the connections once a year at the Board's mid-year strategy session.
- Board members' networks stay an untapped support for the kaupapa.
- Key relationships rest on fewer people than they could.
- Chances to speak for Eastbay REAP in places Board members already go are missed.
Appendix
Te Tukanga Aromatawai | Our Process
This Aromatawai is a kaupapa-Māori governance assessment. It shows your Board what is working, what is not, and what to do next to lift the mana and effectiveness of your governance.
It looks at your governance structures and processes, and also at the relationships, leadership, cultural practice and experience of the people around your Board table.
It draws on three lenses. We reviewed 5 board documents: the Constitution (August 2026 version), the Policy Manual, the board pack for the 24 August 2026 Board meeting, the Strategic Plan with the Annual Business Plan 2026, and the mid-year budget. 7 of the 8 Board members and the CEO completed a board self-assessment survey. We then held one-on-one interviews with the same 8 people. We also read 7 documents the Board sent us after the interviews, as context.
The dashboard also carries evidence tags for a structured review of governance procedures against the considerations required by s42G of the Charities Act 2005.
We hope this visual dashboard helps your Board to find its way through these key messages and strengthen its governance.
Whaiaro | Personality Profiles
- There are some clear themes coming through around the board's personalities – including the 'ENTJ' cluster and those who weigh feeling and people first.
Strengths of this cluster
- Warmth, manaaki and close attention to how decisions affect people
- Strong commitment to the kaupapa and to each other
- A Board that brings different people together and keeps them together
Risks to navigate
- A wish to keep the peace can keep a hard question off the table
- Shared values can make agreement feel complete before a plan has been tested
- When most people think alike, a different view can feel harder to raise
Strengths of this cluster
- Moves discussion towards a clear decision
- Tests a plan for results, money and risk
- Holds the Board to its long-term goals
Risks to navigate
- Challenge can come to rest on 2 people, and on 1 after the end of 2026
- Direct challenge can feel sharp in a Board that values harmony
- Any Board can slip into leaving the hard question to the members whose type tends to challenge, so the whole Board needs to share it
Overall insights: The third letter of each personality type shows how a person tends to make decisions. F (Feeling) marks people who weigh the effect on people first. T (Thinking) marks people who weigh the logic first.
Most of the people profiled are F types. This gives the Board its warmth and its strong sense of purpose. Members trust each other and share the same values, and Board members told us the same in interviews. That level of trust is valuable.
The CEO and 3 Board members share the Protagonist (ENFJ) type. Protagonists tend to be skilled at bringing a group to one shared view. With this many Protagonists in one room, agreement can come quickly and feel natural. However, this warmth and trust also carry a risk. In interviews, some Board members told us they worry the Board could become an echo chamber, where people mostly hear their own views repeated back.
The CEO prepares full papers, which is a strength. They can also leave members feeling there is little left for them to add. With this many people who weigh the effect on people first, hui tend to be calm and positive. Open disagreement is less likely to come up unless the Board invites it.
People who weigh the logic first are the most likely to test a plan before agreeing to it. Only 2 Board members are T types. Both are Commanders (ENTJ). One of them leaves the Board at the end of this year. After that, the habit of testing plans for results, money and risk could rest on fewer people. The Board's task is to make testing a plan a habit of every member.
Given the CEO and 3 Board members share the Protagonist personality type, they will tend to arrive at a shared view quickly. Only 2 Board members tend to weigh the logic first and are most likely to test a plan before it is agreed. One of these 2 members leaves the Board at the end of this year. After that, testing plans could rest on fewer people, unless the Board sets up a shared way to test big decisions.
Give every member a safe and expected way to test a proposal before it is agreed. The Board keeps its warmth and adds steady rigour to its decisions.
- Ask a different member each hui to take the role of critical friend on the main decision paper. Rotate it so everyone takes a turn.
- Add a short round before each major decision where each member names one risk or one question.
- Use a set of fixed questions for big papers, such as what could go wrong, who loses out, and what it costs if we are wrong.
- When recruiting the next member, look for commercial skills and someone who tends to weigh the logic first, to keep the Board's balance.
The CEO prepares very full and well-argued papers, which, despite their benefits, can leave the Board members feeling that there is little space left for them to add their own thinking. A Board that mostly looks for agreement may be prone to accept a complete paper without much debate. The risk is that the Board's role shrinks to approving decisions that are already fully formed. Leaving room for their thinking means bringing options to the Board early and hearing members' views before the CEO presents or decisions are carried.
Make sure Board members shape big decisions early, while there is still room to change them.
- For strategic matters, bring an early options paper to the Board before the final recommendation.
- Open each major item by asking members for their view before the CEO presents.
- Ask the Chair to invite quieter members by name, so the Board hears from everyone.
Tuhinga | Document Review▾
Te Whare Hukahuka reviewed 5 of your governance documents in full and rated them: the Constitution, the Policy Manual, the August 2026 board pack, the Strategic Plan and the mid-year budget. Click a document below to open its checklist and our review.
Seven additional documents were read as context, but not rated, though they did inform the findings:
- Audit Board Paper and Board Performance Report, from the 24 August 2026 board pack
- Board Skills Matrix (July 2026)
- Board Induction Checklist
- Leadership Succession Plan
- Board Member-led Strategic Sessions (the 2025 plan and its year-end update)
The Eastbay REAP Constitution is short and clear, which is a strength.
The specific strengths and gaps are noted below.
Fix up clause 19.1, and confirm that the registered Constitution carries the updated clause 8.2. It is reported that Charities Services confirmed the amended Constitution by 1 October 2026. Neither change is urgent, and the Board can make both the next time it changes the Constitution, as long as both are written down so they are not forgotten.
The Board's Terms of Reference sets a meeting fee for each Board member and a yearly payment for the Chair, called an honorarium. The Constitution does not say in plain words that Board members may be paid. Clause 15.4 of the Constitution says no income may be paid to trustees, and also allows "reasonable remuneration" for any officer of Eastbay REAP without saying whether a Board member counts as an officer.
Having agreed rules around what vote is needed to buy or sell land, to borrow money or to spend reserves, written into the Constitution, can help specify the process. Eastbay REAP owns 3 properties in Whakatāne and holds $2.7 million in term deposits. The Constitution sets no threshold for any of these decisions.
Start with considering the 5 largest decisions the Board could face and agree the vote and process that each would need.
A clause, based on tikanga, that sets out how a serious disagreement between Board members is resolved, can help guide the Board. A process agreed in calm times protects relationships when a hard issue arrives.
Review the Constitution itself at least every 3 years. No date is currently set, and the Policy Manual's index lists the Constitution's next review as "As Required".
Review your governance under section 42G at least every 3 years. Record this governance review by Te Whare Hukahuka, and the Board's response to it, in the Board minutes. That record can stand as Eastbay REAP's first review under section 42G – which starts the clock for the next review.
The Eastbay REAP Policy Manual is well organised, which is a strength. It covers policies, procedures and an index so that Board members can find any document quickly.
There are only minor things to improve it.
The Policy Manual provided to us shows 2 different limits for spending beyond the annual budget that requires Board approval. The Board Terms of Reference says $10,000. The Management Policy says $50,000. It is reported that the Board raised the limit to $50,000 earlier in 2026, and that the Chief Financial Officer has since changed the Board Terms of Reference to match. We have not seen the updated Board Terms of Reference. A CEO or an auditor needs to see one figure in every policy. Until the Board has seen both documents give the same figure, someone could follow the wrong limit. Record the agreed limit in the minutes of the next Board meeting.
The Board could gather the Chair's duties onto a single page that also says what the Chair may decide alone between Board meetings. For a year, the Board had two Co-Chairs who shared the Chair's role, and the August 2026 board pack listed both of them as "Chair". With that Co-Chair arrangement now ended, the page can describe one Chair and one Deputy Chair.
A first step: copy the list of Chair tasks from the Board Terms of Reference. Then add 3 or 4 situations where the Chair may act alone, each with a dollar limit.
A skills matrix, induction checklist and Leadership Succession Plan exist as separate pieces, and could be joined. This would simply say when the Board updates the skills matrix and how it uses the gaps to recruit, add a mentor and a strategy session to induction, and add a plan for a permanent change of CEO, linked to the recruitment steps in GOV 1.4, and for the next Chair. The 29 June 2026 Board minutes record that one Board member is leaving, so the procedure has an immediate use.
A first step: In the next Board meeting, agree the 2 or 3 skills (from the Skills Matrix) that the next appointment should add.
The Board already holds a strategy discussion each August, which is a good place to start. The improvement is to add a Strategic Planning Policy to the Governance Policies that sets out when the Strategic Plan is to be reviewed, who gives input and how changes are approved.
Ask a staff member to ensure a corrected version.
We found 6 errors in the Policy Manual
- The Governance Policy still names the "2023 Version" of the Constitution. The current Constitution is the August 2026 version.
- The Governance Policy gives the wrong document number for the CEO Appointment & Appraisal Procedure and the Board Appointments Procedure.
- The page headings of the Human Resources Policy carry the Health & Safety Policy's code by mistake.
- The Governance Policy and the Management Policy each say "Next Review 2028". The index at the front of the Policy Manual gives a different year, 2029.
- The Board Terms of Reference still schedules an Annual General Meeting in June. The Board removed Annual Meetings from the Constitution on 24 August 2026.
- Each policy lists the laws it follows. That list leaves out the Trusts Act 2019 and the Charities Act 2005. Both laws apply to Eastbay REAP, because it is a charitable trust.
Put any paper asking for a Board decision under "Strategic Items & Decisions" on the Meeting Agenda, marked "For Decision". In August 2026 a $528,000 budget increase and the move of the land titles into the Trust's name sat in the consent agenda.
Once the 2025 audit is closed, ask the CEO and the Audit & Risk Committee for a one-page review of what happened and what was learned. The same review can confirm that the 2025 accounts have reached Charities Services.
Print the 3 strategic goals at the top of each Meeting Agenda and tag each strategic item with the goal it serves.
Review the Action List and give each old action a new date or close it. All 3 open actions in the August 2026 board pack were 10 to 19 months overdue.
Add one line to each Finance & Asset Report showing whether Eastbay REAP holds the reserve its Management Policy requires, 25% of a year's operating revenue.
The Finance & Asset Report already explains any line more than 10% from budget. A one-sentence note on the overall result would complete the picture. In August 2026 profit to date was $1.38 million against a full-year budgeted profit of $142,504.
The Eastbay REAP Strategic Plan sets out a clear direction on a single page, which is a strength, and the Board checks progress each June against the measures in the Annual Business Plan. Our verdict is to trim those measures, give each an owner, and add a few result measures with 2030 targets.
The specific strengths and gaps are noted below.
This review checks whether the Strategic Plan is complete and whether the Board uses it. Whether the direction itself is right is a question that Te Whare Hukahuka's separate Strategy Review process would look at in depth.
Agree 1 or 2 result measures for each strategic goal, each with a 2030 target, drawn from the results the CEO's Board Performance Report already shows, such as adults gaining a first qualification.
Add a short section naming the 3 to 5 biggest barriers to the vision and the strategic goal that responds to each. The August strategy discussion is a natural place to start.
Name a Board member or committee to lead the Board's questions on each of the 3 strategic goals.
Add a one-page cover sheet to the June progress report that lists only the measures not on track. In June 2026 the 2 measures marked "Not Completed", the audit and the annual return, sat on page 7.
Add 3 dates to the plan: when the Board approved it, when it started and when it is next reviewed.
Agree one list of values and guiding principles and use it everywhere. The Strategic Plan, the 2024 annual accounts and the policies each give a different list.
Eastbay REAP did not give us, Te Whare Hukahuka, a separate annual budget document, so we reviewed the mid-year budget, the Overall Budget 2026 Update. It gives the Board a clear view of the year, which is a strength.
The specific strengths and gaps are noted below.
Split the Contract Income line by funder, marking each contract as confirmed, up for renewal or at risk.
Add a column showing actual income and spending for the last full year, starting with 2025 figures in the 2027 budget.
Include a named line for unexpected costs in the 2027 budget. By mid-2026, property repairs and accounting costs needed $35,000 more than planned.
Attach a one-page list of planned building work and its costs to the annual budget paper, starting with the new roof planned for December 2026.
Show an income total without internal charges. In the August 2026 board pack, the budget page showed income of $8.61 million and the Profit and Loss statement showed $7.29 million. All of the $1.32 million difference is internal charges.
Tūtohu Ture | Charities Act Review (s42G)
This dashboard includes a review of Eastbay REAP's governance procedures against the three considerations required by section 42G of the Charities Act 2005.
Section 42G requires every registered charity to review its governance procedures at least every three years. The review considers whether those procedures are fit for purpose, whether they help the charity achieve its charitable purpose, and whether they help it comply with the Charities Act.
We recommend that your board approves and minutes the following resolution as retained evidence of its s42G review.
NOTE: Your board is not required to submit the evidence of the review to Charities Services as part of compliance, but it is required to retain records of the review.
To print a summary of the Charities Act s42G review, click here.