The Board has overall responsibility for Corporate Governance which reflects the manner in which we conduct our business.
Role of the Board
The Board of Directors is responsible for setting the strategic direction, establishing goals for management and monitoring their achievement and monitoring the performance of the business.
Day-to-day responsibility for operations and administration is delegated by the Board to the Managing Director and the Executive Team.
Members of the Executive Team are invited to Board meetings when their areas of operational responsibility are considered. The Board ensures that funds are used to deliver the best possible service to our customers and financial returns to the State Government.
The Board has nine directors comprising a non-executive Chair, seven non-executive directors and one executive director (the Managing Director).
The non-executive Chair and non-executive directors are appointed by the Minister for Water. The Managing Director is appointed by the Board.
The Directors come from a wide range of backgrounds and bring to the Board an appropriate mix of skills and experience.
The Board Charter clearly sets out clearly the role, responsibilities and powers of the Board and incorporates all aspects of Board governance, along with referencing the source of the items included in the Charter.
As required by the Charter, the Board undertakes a review of the Charter at least every three years and may amend the Charter if required at any time.
Code of conduct
The Board has adopted a Directors' Code of Conduct based on the Code of Conduct issued by the Public Sector Standards Commissioner.
Declaration of private interests
All Directors have completed a declaration of private interests.
All executives, senior managers, officers and contractors/consultants with delegation to approve expenditure in excess of $20,000 are required to complete an annual "Declaration of Private Interests".
Independent professional advice
The Board has adopted a number of measures to ensure that independent judgement is achieved and maintained. Directors are entitled to seek independent professional advice on matters relating to the business of Yarra Valley Water at the Corporation's expense, subject to the prior approval of the Chair.
Board performance review
In order to monitor its own performance, the Board has adopted a Policy on Performance Review of the Board. This provides for the following.
- Biennially we conduct an externally facilitated performance review of the Board.
- In alternative years, interviews are conducted by an independent external person with each director to discuss their performance and the performance of the Board, management and the Corporation.
- Annually, progress on the Board's performance is measured against the Action Plan developed as part of the externally facilitated review.
Induction and training
The Board has adopted a Training and Development Policy for Directors. This policy facilitates appropriate training and development opportunities for Directors to enable them to fulfill their role, broaden their knowledge and share this knowledge with the rest of the Board.
All newly appointed Directors are required to undertake an induction program to help them understand their role and encourage fulfilment of their Board responsibilities. The induction program includes an overview of the Yarra Valley Water business, the water industry and the linkages with Government.
Directors also attend seminars and other events to broaden their exposure to water industry issues and initiatives.
The Board has established the following Committees of Directors to assist it in carrying out its responsibilities and to allow detailed consideration of complex issues. Each Board Committee has its own terms of reference, which set out the Committee’s objectives, duties and responsibilities, composition, meetings, authority and reporting responsibilities.
At Board meetings, where the minutes of Committee meetings are presented, the Chair of the Committee highlights key issues under consideration by the Committee.
- Risk Management and Audit Committee
The Risk Management and Audit Committee assists the Board in fulfilling its duties and responsibilities relating to risk management, the effectiveness of internal controls and the accounting and reporting practices of the business, reviewing financial reports and overseeing the audits conducted by the internal and external auditors.
The majority of Committee members have financial expertise.
- Sustainability, Planning, Infrastructure and Regulation Committee
The Sustainability, Planning, Infrastructure and Regulation Committee assists the Board in reviewing the effectiveness and efficiency of the business’ asset management practices in relation to water and sewerage infrastructure, reviewing and recommending the adoption of the business’ Price Submission, overseeing the audits conducted in the Integrated Audit Program and monitoring innovative developments.
- People and Culture Committee
The People and Culture Committee assists the Board in reviewing strategies and policies to ensure that critical actions and plans are in place to implement and develop the business’ people and culture, the adequacy of the Executive Remuneration Framework, the Management Succession Plan and the Corporation’s Diversity Policy, Strategy and Action Plans.
Compliance with Legislation
Being a highly regulated business and one which strives to achieve its own high internal standards places the Corporation in a position where many tasks or obligations must be performed within certain timeframes. To meet or exceed these obligations, a Compliance Framework has been developed that identifies these tasks and ensures they are performed within the required timeframe. This approach ensures that the business meets the service obligations and the expectations of all our stakeholders.
Privacy and Data Protection Act 2014
As the holder of customers’ confidential and personal information, we are conscious of the need to ensure that this information is protected and to prevent any unauthorised access to, and improper use of, that information.
Privacy issues can be directed to
Yarra Valley Water
Private Bag 1
Mitcham VIC 3132
Telephone: (03) 9872 1627
Email: [email protected]
Protected Disclosure Act 2012
We have procedures in place to help employees and contractors understand the requirements and obligations under the Protected Disclosure Act and to facilitate the making and handling of disclosures and the notification of such disclosures to the Independent Broad-based Anti-corruption Commission. These procedures are available to the public at Yarra Valley Water's office in Lucknow Street, Mitcham.
Freedom of Information Act 1982
Yarra Valley Water is committed to ensuring information is accessible to customers in compliance with the Freedom of Information Act 1982. Requests for access to Yarra Valley Water documents under the Act are to be made in writing and addressed to:
Assistant Corporate Secretary
Yarra Valley Water
Private Bag 1
Mitcham VIC 3132
Each application must be accompanied by a $27.90 application fee and clearly identify the documents sought.
General enquiries relating to Freedom of Information can be made by telephoning (03) 9872 1238 between 8.30 am and 4.30 pm, Monday to Friday or e-mail [email protected].