governance code culture

A Governance Code helps an organisation regulate good governance. Such a code sets out how governance, supervision and responsibility are properly organised. Museum de Fundatie follows the Governance Code Culture 2022. This code consists of eight principles. Below, we explain how Museum de Fundatie deals with these principles. 
 

The organisation fulfils its social mission by creating, sharing and/or preserving cultural value. In all its activities, Museum de Fundatie aims to work sustainably: achieving results with respect for people and within ecological boundaries.

Museum de Fundatie is open, collaborative and shares its knowledge with colleagues in the city and the province. The Fundatie is a platform for creative talent. The museum gives visual artists from Overijssel and Zwolle a national and international stage.

The organisation is active within the network of the creative industry and works closely with creative entrepreneurs and educational institutions, such as Cibap, ArtEZ, Deltion and KPZ. Museum de Fundatie offers space for innovation and development.

The Fundatie takes good care of its collections. Responsible presentation and storage, as well as proper accessibility, acquisitions, restoration and improvement, remain ongoing priorities.

In recent years, a number of important works have been added to the collection of Museum de Fundatie and to the Provincial Art Collection. The collection is the foundation of the museum. The Fundatie will therefore continue to work with great dedication to strengthen the quality of its collection through new acquisitions.

The organisation applies the principles of the Governance Code for Culture and explains how it has done so: apply and explain. The organisation follows the recommendations and only deviates from them with a clear explanation: apply or explain.

The Board of Museum de Fundatie is responsible for complying with the Governance Code for Culture and for embedding it within the organisation. The Supervisory Board monitors compliance with the Code and meets once a year to evaluate how it is being applied.

Board members and supervisors are independent and act with integrity. They are alert to conflicts of interest, avoid undesirable conflicts of interest and deal with conflicting interests in a transparent and careful manner.

Members of the Supervisory Board of Museum de Fundatie avoid all forms of conflict of interest. The Supervisory Board discusses possible conflicts of interest during its meetings and acts appropriately when such situations arise.

Potential conflicts of interest involving board members or supervisors are reported to the chair of the Supervisory Board. The chair decides whether there is an undesirable conflict of interest or a conflicting interest and takes appropriate measures.

The board member ensures that the undesirable conflict of interest does not occur or is resolved as quickly as possible. If there is a conflicting interest, the board member or supervisor concerned does not take part in the decision-making or implementation relating to that matter.

The board member and supervisors are aware of their own roles and of the division of tasks, responsibilities and powers between them, and they act accordingly.

Museum de Fundatie follows the Supervisory Board model. Under this model, the director/board member is responsible for the day-to-day management of the organisation. The members of the Supervisory Board supervise this work and have a monitoring, stimulating and advisory role. The board provides the Supervisory Board, in good time, with all information needed for the proper performance of its duties.

The board is responsible for the overall and day-to-day management, functioning and results of the organisation.

The director/board member of Museum de Fundatie is responsible for the general course of affairs within the foundation. In carrying out this role, the director/board member focuses on the cultural, economic and social interests of the foundation, taking into account the governance code in force at the time.

The Board manages the organisation’s people and resources with care and responsibility. Museum de Fundatie has its own employment conditions scheme, with salaries based on the salary scales of the Museum Collective Labour Agreement.

Employees of the Fundatie can safely contact a confidential adviser or the chair of the Supervisory Board to report suspected misconduct or irregularities. Museum de Fundatie applies an internal code of conduct that embraces the principles of the Fair Practice Code: solidarity, transparency, sustainability, diversity and trust. The organisation aims to apply these principles as fully as possible in practice.

The Supervisory Board of Museum de Fundatie carries out its supervisory, approval, advisory and employer responsibilities in a balanced manner. In doing so, it focuses on the cultural, economic and social interests of the foundation, taking into account the governance code in force at the time.

The Supervisory Board of Museum de Fundatie is responsible for supervising the policy of the Board and the general course of affairs within the foundation and the legal entities connected to it. It also advises the director/board member.

In carrying out their duties, the members of the Supervisory Board act in the interests of the foundation and the legal entities connected to it. The Supervisory Board is also responsible for the profile, appointment, assessment, suspension and dismissal of the director/board member. It also determines the director/board member’s salary and other terms of employment.

The Supervisory Board sets its own agenda and determines what information it needs for this. Each member also has their own responsibility to ensure that they are properly informed. Once a year, the Supervisory Board holds a meeting without the Board present. During this meeting, the functioning of both the Board and the Supervisory Board is evaluated. The Supervisory Board informs the director/board member of the findings from this evaluation and reports on this in the annual report.

On the advice of the director/board member, the Supervisory Board appoints an external auditor. The auditor is responsible, among other things, for auditing the annual accounts and reports on their findings to the Supervisory Board at least once a year.

The Supervisory Board is responsible for its own composition and safeguards expertise, diversity and independence. Museum de Fundatie has a Supervisory Board consisting of a number of members determined by the Supervisory Board itself, with a minimum of five and a maximum of eight members.

Museum de Fundatie publishes vacancies on the Supervisory Board and recruits new members on the basis of a profile and through a transparent procedure. Members of the Supervisory Board are appointed by the Supervisory Board, with the approval of the Provincial Executive of the Province of Overijssel. The Supervisory Board appoints a chair from among its members.

Members of the Supervisory Board are appointed for a maximum period of four years and step down according to a retirement schedule drawn up by the Supervisory Board.

In composing the Supervisory Board, attention is paid to the different areas that require its oversight. In addition to general governance qualities and affinity with the aims of the foundation and the legal entities governed by or connected to it, the Supervisory Board aims for a spread of expertise, backgrounds and disciplines. The members of the Supervisory Board are unpaid. Costs incurred in carrying out their duties are reimbursed.