Governance

HEAnet and the Board of Directors

HEAnet, Ireland’s National Education and Research Network, was incorporated in November 1997. It has a subsidiary company EduCampus Services, which was incorporated in April 2015 to deliver quality IT, shared services to the Higher Education sector.

Following the commencement of The Companies Act 2014, HEAnet and EduCampus Services converted to new company types during 2016.  HEAnet converted to a Company Limited by Guarantee and Not Having a Share Capital, and the new company name (including the abbreviated company type) is HEAnet CLG.

Given the group structure, EduCampus Services converted to a Designated Activity Company (DAC) as it is a company with a share capital held by HEAnet.  As part of the same conversion process, each company adopted a new Constitution to replace their previous Memorandum and Articles of Association.

Both companies have charitable tax status and are registered with the Charities Regulatory Authority.

The ordinary members and directors of HEAnet and EduCampus Services are appointed in accordance with their Constitution and company law.

The directors of HEAnet and EduCampus Services are collectively responsible for promoting the success of their companies by leading and directing its activities. Both Boards provide strategic guidance to their respective organisations, and monitor and review their own activities and the effectiveness of management.

The following information relates to HEAnet’s structure – for further information on EduCampus Services please visit http://www.educampus.ie

The current Ordinary Members of HEAnet are listed below:

Dublin Institute of Technology Ms Bridget Gleeson
Maynooth University Dr Mike O’Malley
National University of Ireland Galway Ms Mary Dooley
Technological Higher Education Association Mr Eoin Langan (AIT)
Technological Higher Education Association Mr Cormac O’Toole (IT Carlow)
Trinity College Dublin Mr John Coman
University College Cork Mr Michael Farrell
University College Dublin Mr Gerry O’Brien
University of Limerick Dr Des Fitzgerald

Directors are appointed for an initial term of four years, with the opportunity to be re-elected to serve for a further four year term.

The Current Board Directors are listed below:

Consortium of National & University Libraries Ms Colette McKenna (UCC)
Dublin City University Prof Noel O’Connor
Higher Education Authority Ms Sheena Duffy
Maynooth University Ms Dearbhla O’Reilly
National University of Ireland Galway Mr Sean O’Farrell
Technological Higher Education Association Dr Orla Flynn (CIT)
Technological Higher Education Association Board Chair: Mr Jim Fennell (GMIT)
Trinity College Dublin Mr Patrick Magee
University College Cork Dr Gerard Culley
University of Limerick Ms Rosemary Fogarty

HEAnet Group Committees:

Four group committees report to the Board of HEAnet:

1. Audit Committee:

The Audit Committee’s primary function is to assist the Boards of HEAnet and EduCampus Services in fulfilling its oversight responsibilities, including reviewing the financial information provided in the audited accounts; ensuring that adequate and effective systems of internal financial controls are in place, assessing the risk management function and overseeing the internal audit function.

HEAnet appoints an independent firm of auditors to conduct its internal audit function and the Audit Committee agrees an internal audit plan for a rolling three-year period. The auditors undertake an annual System of Internal Financial Control Audit, as well as other audits that focus on key business areas identified in the HEAnet and EduCampus Risk Registers.

The current Group Audit Committee members are:

EduCampus Services Board Vacant
Maynooth University Ms Dearbhla O’Reilly (HEAnet director)
Maynooth University Dr Mike O’Malley (HEAnet Ordinary Member)
National University of Ireland Galway Mr Sean O’Farrell (HEAnet director)

2. Finance Sub-Committee:

The main function of the Finance Sub-committee is to consider all financial matters relating to the group and to report its findings and recommendations to the respective Boards.

The current Finance Sub-Committee members are:

Consortium of National & University Libraries Ms Colette McKenna (UCC)
Technological Higher Education Association (GMIT) Chair: Mr Jim Fennell
Technological Higher Education Association (ITT) Mr Thomas Stone (EduCampus director)
Higher Education Authority Ms Sheena Duffy

3. Remuneration Committee:

The Remuneration Committee meets annually to review and consider the performance and remuneration of the Group Chief Executives.

The current HEAnet Remuneration Committee members are:

Chair: Group Audit Committee Vacant
Higher Education Authority Ms Sheena Duffy
Technological Higher Education Association (GMIT) HEAnet Chair: Mr Jim Fennell

EduCampus Services – in respect of the EduCampus Chief Executive:

HEAnet Chief Executive Ms Kerrie Power
Chair: EduCampus Board of Directors Dr Joseph Ryan (AIT)

4. Board Moninations Sub-Committee:

The Nominations Sub-committee was established in 2017, to:

  • regularly review the structure, size and composition (including the skills, knowledge, experience and diversity) of the boards;
  • consider succession planning for directors;
  • keep up to date and fully informed about strategic issues and commercial changes affecting the company and the market in which it operates; and
  • be responsible for identifying and nominating for the approval of the board, candidates to fill board vacancies when a representative body nominate more than one nominee for consideration as a director.

The current HEAnet Nominations Sub-committee members are:

HEAnet Chief Executive Ms Kerrie Power
HEAnet Group Company Secretary Ms Rhian Williams
Maynooth University Ms Dearbhla O’Reilly
Technological Higher Education Association (GMIT) Mr Jim Fennell (HEAnet Chair)
University College Cork Dr Gerard Culley

Board and Sub-Committee attendance and expenses:

The directors do not receive remuneration for their services as per the company’s Constitution.  However, travel costs and expenses incurred by directors in connection with the business of the company are reimbursed in accordance with the rates approved by the Minister for Public Expenditure and Reform.