Major Transactions Committee Charter

The Executive Team operates the Major Transactions Committee (MTC) to direct and control CSIRO’s involvement in major transactions and related matters and investment.

Purpose

The purpose of the Major Transactions Committee (MTC) is to support the Executive Team (ET) direct and control CSIRO’s involvement in major transactions and related matters and investment.

Specifically, the Committee will review and recommend to the Chief Executive major transactions that require approval by the Chief Executive or Board. If a transaction is not aligned strategically or involves broader policy, financial sustainability and coordination issues the Committee will refer the transaction to the ET for consideration.

Major transactions include: 

  • Commercial 
  • Procurement 
  • Capital (property and major equipment)

See Appendix below for further details.

Specific responsibilities

The Committee will:

  • Make recommendations to the Chief Executive regarding major transactions and in doing so review: 
    • Soundness of the commercial strategy;
    • Strategic alignment, including financial and capital implications;
    • Details of transaction; 
    • Compliance with policy, standards and procedure; and
    • Risk mitigation strategies, including proposed management and financial controls. 
  • Provide advice and feedback to transaction proponents with the aim of improving the quality and impact of CSIRO’s business development and technology transfer activities. 
  • Monitor the pipeline of major transactions to identify and address strategic and other implications and so the approval process may be managed efficiently. Raise implications, as required, with the ET or ET member responsible. 
  • Provide advice to the ET or ET member/senior manager responsible, as requested, on matters related to proper and efficient performance of business development, Intellectual Property management and technology transfer activities in CSIRO, including advice on: 
    • Delivery of agreed investment strategies;
    • The delivery of the 2011-15 CSIRO strategy with respect to the ‘deep collaboration and connection’ strategic objectives;
    • The implications of CSIRO’s involvement in potential commercial ventures, major projects and government programs (e.g. CRCs) including recommendations regarding conditions for involvement in programs; 
    • Related new directions and/or policies and standards. 
  • Review the delivery of major transactions or sets of transactions, as appropriate, in order to improve processes and inform future decision making.

Appendix

  • Major Transactions considered by the Committee are defined by CSIRO Commercial and Legal delegations and authorities and related financial and risk thresholds (see Chief Executive & Board Major Transactions Threshold Table). 
  • The MTC may make recommendations to the ET, and provide advice and direction to line management, on matters within the Charter. 
  • The proponent is accountable for ensuring the aspects in Specific Responsibility 1 (above) have been effectively addressed in the transaction and related issues and sensitivities have been brought accurately and effectively to the attention of the Committee. 
  • MTC will encourage early engagement with proponents to identify issues and to enable the MTC and Board, as appropriate, to add value earlier at concept stage.

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