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CBI governance

Background and committee overview


The CBI is a not-for-profit organisation and was incorporated by Royal Charter in 1965.

The ultimate governing body of the CBI is its Council, comprising a broad representation of its membership. In practice, the Council has delegated the majority of its decision-making powers to the Chairmen's Committee and the CBI Board.

The CBI consults and supports its members through a regional organisation. Each of these 13 regions has a regional council elected from the members and is supported by CBI staff located locally. There are also 16 standing committees of the CBI charged with supporting specific areas of policy or members. Through this regional and standing committee structure the CBI is able to consult its members and involve them in policy formulation.

The Chairmen's Committee (which has at least 10% of its members representing SMEs) is made up of the chairmen of the 13 elected regional councils and of the 16 standing committees. It takes the lead responsibility for setting the CBI's position on all policy matters. It proposes to the annual general meeting of members a candidate for election as president of the CBI, and a candidate for deputy president.

The CBI Board is comprised of both CBI staff executive directors (which must include the director-general, the deputy director-general and the finance director) and at least an equal number of non-executive directors (restricted to a maximum of five) from the membership. Its role is to take lead responsibility for all operational and financial matters – including governance.

The president chairs both the Chairmen's Committee and the CBI Board. A President's Committee, made up of members, advises the president. The president, with the approval of the Chairmen's Committee (under its delegated powers), appoints the director-general, who is responsible for the management of the CBI.

The Council
Chairmen's Committee
President's Committee
CBI Board
Audit Committee
Finance & General Purposes Committee
Annual report and accounts 2009-2010


The Council

The Council of the CBI is the governing body under the CBI's charter and bye-laws. Its members are:
  • The president, deputy president, any vice presidents (none exist at present) and the past six presidents
  • The members of all 13 regional councils throughout the UK
  • The members of the President’s Committee
  • The members of the SME Council
  • The members of the Trade Association Council.
The Council has delegated those powers it can to the Chairmen's Committee and the CBI Board. As a result the full Council is unlikely to meet and then only to deal with those matters it cannot delegate under the CBI's charter and bye-laws. It would also only meet should there be an issue that could not be resolved within the delegated authorities or at the meetings of its constituent parts.

Contact: Lucy Findlay 020 7395 8002

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Chairmen's Committee

The Chairmen’s Committee is constituted as a standing committee, with delegated authority of the Council. It has a membership of 30, consisting of the chairmen of the regional, SME and Trade Association Councils, and of the remaining standing committees. The president (or deputy president/director-general) chairs it.

Its role is to:

  • Decide the consensus of opinion from the constituent bodies and standing committees
  • Give final approval to policy on that basis
  • Decide urgent matters of policy
  • Ensure that policy shall at all times have regard to the interests of all CBI members whether their businesses be large or small
  • Approve the appointment of the director-general
  • Nominate the prospective president and deputy president for election at the annual general meeting.
The Committee meets four or five times a year.

Contact: Lucy Findlay 020 7395 8002

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President's Committee

The President's Committee advises the president on the CBI's aims and objectives as well as on negotiations and relationships with other public and private bodies. Its members are the CBI president and deputy president, representatives of leading CBI members together with the chairs of the CBI's SME Council and the Trade Association Council. The Committee meets four or five times a year.

Contact: Lucy Findlay 020 7395 8002

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CBI Board

The CBI Board is chaired by the president and is constituted as a standing committee, with delegated authority of both the Council and the Finance & General Purposes Committee. It is responsible for all matters other than those of the Chairmen's Committee and those retained by the Council and the Finance & General Purposes Committee. In summary its responsibilities are to:

  • Be the ultimate internal decision taking body on all operational and financial aspects of the CBI.
  • Receive reports on a regular basis from CBI management on (but not limited to) membership, regions, commercial, personnel and financial matters.
  • Liaise with the Finance & General Purposes Committee to ensure its residual responsibilities are properly discharged
  • Decide on issues of governance.
The CBI Board meets four times a year.

Contact: Cedric Kennedy 020 7395 8135

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Audit Committee

The CBI Board has established an audit committee that is required to meet at least twice a year and the external auditors may request a meeting if they consider it necessary. Further appointments to the Audit Committee have to be approved by the CBI Board. The terms of reference of the Audit Committee are to:

  • Review the annual accounts of the CBI with CBI management and the external auditors. Based on this review the Audit Committee will recommend to the CBI Board whether or not the annual accounts should be adopted.
  • Meet with the external auditors without CBI management at least once a year and report any issues from that meeting to the CBI Board or president as appropriate. The Audit Committee will also monitor any action agreed to be taken as a result of such issues.
  • Review CBI management’s approach to, and the results of, risk assessment and its controls including financial controls.
  • Review the external auditors' management letter and management’s response.
  • Review and report to the CBI Board on the appointment of the external auditors annually including an assessment of their fee and independence.
  • Consider and as appropriate implement a process for the reporting by CBI staff of any financial impropriety and associated corrective action.
  • Consider at least annually whether an internal audit function is needed and report on this to the CBI Board.

Contact: Cedric Kennedy 020 7395 8135

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Finance and General Purposes Committee

This committee, which is constituted by the CBI's charter and bye-laws, has delegated all those powers it can to the CBI Board but meets occasionally to discharge its remaining obligations. Its members are the president and those non-executive members of the CBI Board who are also members of the Council.

Contact: Cedric Kennedy 020 7395 8135

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