Terms of reference

Role and function of the Council

Startups are distinct from small and medium-sized enterprises (SMEs). They are commonly understood in international terms to be young, tech or digitally-enabled, innovative companies with a scalable business model and the strong potential to grow quickly and expand globally.

The role of the Council is accountable to the Minister for Economic and Regional Development and will support the Minister for Economic and Regional Development, and other Ministers as appropriate, to make sound decisions that support New Zealand’s startup ecosystem to grow and thrive. It will help identify the opportunities and challenges facing startup and make suggestions as to how these may be addressed by government working in partnership with the sector.

In particular, the Council will consult with startup founders, investors and intermediaries to develop a set of key priorities as a formal submission to the Government to help it engage more effectively with New Zealand startups so that more startups can be created and more succeed in scaling up. This is likely to consider issues such as:

• visibility and coordination of support initiatives
• improving equity within the system
• access to R&D and innovation support
• access to talent
• tax treatment.

This work will consider where the focus needs to be in terms of capability building, improving access to capital, improved diversity and inclusion, streamlining government processes, improving connectivity, raising international profile, and determining how the Government can help the sector to explore opportunities and maximise potential. This advice should be developed having regard to the wider government economic strategy. The Council will engage with relevant government ministries and agencies where necessary.

The advice should include an analysis of the status quo, the gaps or issues in the existing approach, options to address the issues, and rationale as to why the suggested solution is the best.

It is likely that the Council will also agree a settled definition for the startup sector, that can be used to support analysis, strategic development and discourse with the view that the definition will be adopted across government.

Role of the Chairperson

The Chairperson of the Council is responsible for:

• ensuring the Council operates in a manner that enables it to undertake its role and functions
• managing any conflict of interest or lobbying that may arise
• liaising with the secretariat on all matters relating to the role of the Council
• acting as the spokesperson for the Council
• maintaining a close relationship with the Minister for Economic and Regional Development, and MBIE as the Secretariat.

Membership

The Council will consist of 5 members (in addition to the Chairperson), appointed for a term of 12 months. Members will be chosen based on their commercial, industry, public policy, academic and sector specific knowledge and expertise.

The Minister for Economic and Regional Development may, by written notice, appoint:

• any natural person as a member
• any member as the chairperson or deputy chairperson.

Any such appointment shall be effective from the time and date specified in the notice.

The Minister for Economic and Regional Development may, at any time, at their discretion, terminate an appointment by written notice signed by the Minister and sent to the member (and copied to the secretariat) stating that the appointment shall be vacated.

A member may, at any time, resign membership of the Council by providing written notice to the Minister for Economic and Regional Development. In addition to the 5 members, the Minister may also appoint government officials as advisors to the Council. These officials will contribute to discussions but will not take part in decision-making. This will ensure that they can provide expert advice to the Council whilst maintaining their primary function of serving the Minister and the agency that employs them.

The Council is classified as a Group 4 Level 3 body under the Cabinet Fees Framework. Members are responsible for paying all Inland Revenue payments, other taxes and Accident Compensation Corporation levies in respect of remuneration and disbursements. Members representing government agencies or crown entities are appointed in their capacity as representatives and are not entitled to any additional remuneration. The daily remuneration for all others will be claimed in accordance with Cabinet Office instructions.

Travel, accommodation and meals will be organised and paid by the Ministry of Business, Innovation and Employment (MBIE) where practicable. Disbursements will be agreed with MBIE. Where travel, accommodation and meals cannot be organised by the MBIE then actual and reasonable costs will be reimbursed in accordance with relevant MBIE policies.

Role of the Ministry of Business, Innovation and Employment

MBIE will provide the secretariat for the Council. The secretariat:

• is responsible for all administrative tasks associated with the Council, including arranging meetings, providing papers, coordinating travel, and arranging the payment of their fees and expenses
• will attend meetings and produce minutes and action items within 10 working days of the meeting
• collate and submit Council advice to decision makers, and report back to Council on decisions made and any relevant feedback from decision makers.

Decision rights and protocol for advice

In considering and providing recommendations on any proposal it is asked to consider, the Council may, with the knowledge and agreement of the Minister:

• confer with startup founders, investors and intermediaries, including seeking any additional necessary information
• seek information relating to other relevant proposals and approved projects, and suggest combining or linking with other proposals and approved projects
• seek any other relevant external advice, including that of global best practice in an economy similar to that of New Zealand.

The Council, with the written agreement of the Minister for Economic and Regional Development, will document systems and processes it will use to operate, including:

• the procedures for providing advice as may be sought by decision makers how its meetings are conducted, including a quorum, the procedures for when the Chair is absent, and voting
• how information is to be treated, secured and returned where a person is no longer a member of the Council
• a conflict of interest policy that complies with State Services Commission guidance, including procedures for where members of the Council are conflicted and the maintenance of a conflict of interest register
• its working relationship with MBIE and other government agencies.

All advice/outputs should be collectively agreed by the Council thereby exercising a quorum by consensus and having a collective view. For the avoidance of doubt, minority opinions must be represented.

Meetings

The Council will meet at least once every 3 months over the 12-month period. However, the Council may meet as frequently as it sees fit in order to deliver on agreed outcomes.

Additional meetings may be called when needed on particularly urgent or important proposals. Where such issues arise between scheduled meetings, the secretariat may contact the group by email or teleconference to seek their views.

An agenda will be circulated to members prior to each meeting. Pre-reading will be made available where the secretariat determines this will be useful for discussions. Where members cannot attend a meeting, they can provide written or verbal feedback on proposals to the Chair.

There will be a quorum of 60% for attendance at meetings. Absent members will receive the opportunity to provide their opinion by circular consensus on written advice to the Minister for Economic and Regional Development.

Invited experts

The Chairperson may agree with the Minister to invite additional ad hoc attendees. This would be any person or persons whose qualifications or experience are likely, in the opinion of the Council and the Minister, to be of assistance to the Council in dealing with a particular matter.

Every person invited in this way will be entitled to take part in the proceedings of the Council meeting in relation to that matter.

That person, while not a member, will be subject to the same due diligence process, including that of confidentiality and paid at the same daily rate as a Council member (if applicable).

Obligations

In carrying out its role, the Council will:

• act in accordance with procedures agreed or mandated by the Minister for Economic and Regional Development
• maintain the confidentiality of confidential material submitted to it or obtained in carrying out, or incidental to, its functions
• comply with legal requirements.

The Council members will:

• act in good faith, and show honesty, integrity, openness and accountability in their dealings with each other
• act consistently with the State Sector Standards of Integrity and Conduct
• provide free and frank advice in relation to matters before the Council, while maintaining discretion about that advice and their conduct in the business community
• follow agreed communication protocols before making public statements on any aspect of the Council.

Official Information Act 1982

The Official Information Act applies to the records of the Council.

Confidentiality clause

The Council may from time to time report its findings on any matter to the Minister for Economic and Regional Development. Any such report will be provided in draft format initially to allow input from the Minister.

Finalised reports or submissions may be published with the agreement of the Minister for Economic and Regional Development and the Council. Published reports will not contain information supplied to the Council that has a confidential status.

The Council will not publish the advice it gives to the government. However, the Government may, from time to time, agree to publish papers produced by the Council. The Council members will need to be able to offer free and frank advice to the government while maintaining discretion about that advice in wider circles.

The Council members will make public comments only after advising the Minister for Economic and Regional Development through the Chairperson, of their intention to do so. The Chairperson will advise the Minister directly of his/her intention to make public comments. This injunction will apply whether the members agree or disagree with the government's actions on which they are commenting.

The Minister for Economic and Regional Development and the Council will operate on a ‘no surprises’ basis. The Council must maintain the confidence of the Minister at all times.