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Corporate governance

The National Gallery of Australia is a Commonwealth statutory authority, established by the National Gallery Act 1975. The responsible minister is the Hon. Paul Fletcher, MP, Minister for Communications, Urban Infrastructure, Cities and the Arts.

Section 6 of the Act defines the functions of the National Gallery as:

  • to develop and maintain a national collection of works of art;
  • to exhibit, or make available for exhibition by others, works of art from the national collection or works of art that are otherwise in possession of the National Gallery; and
  • to use every endeavour to make the most advantageous use of the national collection in the national interest.

In performing these functions, the Act states the ‘Gallery shall use every endeavour to make the most advantageous use of the national collection in the national interest (s6(2)) and has power to do all things necessary to be done for or in connection with the performance of its functions (s7(1)).

As a Corporate Commonwealth Entity, the National Gallery is subject to the Public Governance, Performance and Accountability Act 2013 (PGPA Act) which established a coherent system of governance and accountability across all Commonwealth entities. The diagram below illustrates, at a high-level, the National Gallery’s governance structure.

Council

The Gallery is governed by the Council of the National Gallery of Australia in accordance with the National Gallery Act 1975. Section 13 of the Act stipulates that:

  • the Council comprises no more than 11 members (the Chair, the Director and nine other members)
  • members, other than the Director, be appointed for no more than three-year terms by the Governor-General with respect to their knowledge and experience of the visual arts and any other areas relevant to National Gallery activities. Council members are eligible for reappointment with the sum of the members’ appointments to not exceed nine years.

As the accountable authority, the Council oversees and endorses the strategic planning and performance framework and monitors progress through regular reports on performance against the endorsed four-year corporate plan. The Council meets six times a year. Members of Council at 30 June 2021 are listed below with details of their qualifications and relevant experience at the time of their tenure.

Table 3 provides further information on members, including whether a member is an executive or a non-executive member, the date the member commenced on Council, the date they ceased (where relevant) and the number of meetings the member attended during the 2020–21 financial year.

Ryan Stokes AO (Chair)
Qualifications: Bachelor of Commerce, Curtin University
Experience: Managing Director & Chief Executive Officer, Seven Group Holdings Limited, (ASX:SVW); Chief Executive Officer, Australian Capital Equity; Chairman, WesTrac; Director, Seven West Media (ASX:SWM); Chairman, Coates Hire; Director, Beach Energy, (ASX:BPT); Chairman, Boral, (ASX:BLD); Committee Member, IOC Olympic Education Commission; Appointed an Officer in the General Division of the Order of Australia on 8 June 2020.

Nick Mitzevich (Director)
Qualifications: Bachelor of Arts (Fine Art) and Graduate Diplomas in Education and Fine Art, University of Newcastle
Experience: Director, National Gallery of Australia; former Director, Art Gallery of South Australia; Member, Council of Australian Art Museum Directors; Trustee, Lionel Lindsay Gallery and Library Trust

The Hon Richard Alston AO
Qualifications: Bachelor of Laws, Bachelor of Arts, Bachelor of Commerce, Melbourne University; Master of Laws, Master of Business Administration, Monash University
Experience: Chair, SR Op Co Pty Ltd; Director, China Telecom (Australian) Pty Ltd; Chair, Suzani Pty Ltd:
Chair, Messen Pty Ltd; Chair, Marn Pty Ltd; Director, Waratah Group Enterprises Pty Ltd; Director, Waratah Investment Partners; Adjunct Professor, Bond University; Chair, National Advisory Pty Ltd (Strategic Advisory Services); Member, Advisory Board Market Eye (Investor Relations); Chair, Zay Zoon Australia; Chair, JC Health Corporation Pty Ltd; Chair, Pay Me Now Please Pty Ltd.

Stephen Brady AO, CVO
Qualifications: Bachelor of Arts (Honours), Australian National University
Experience: Chair, National Gallery of Australia Foundation, Director, The Ethics Centre; Non- Executive Director, Faethm; Member, Federal Police Commissioner’s Advisory Panel; Director, EABC (Europe Australia Business Council); Member, Australian Strategic Policy Institute; Adjunct Professor of International Relations, Bond University

Helen Cook
Qualifications: Bachelor of Science, University of Western Australia; Graduate Diploma Financial Management, Securities Institute of Australia; Graduate Australian Institute of Company Directors, CPA (Honorary)
Experience: Director, Minerals Research Institute of WA; WA Councillor, Australian Institute of Company Directors; Panel Member, Australia Council – Multi Year Funding Finance and Governance Advisory Panel; Panel Member, UWA Resources Law Advisory Panel; Director, Juniper Aged Care.

Alison Kubler
Qualifications: Masters in Post-war and Contemporary Art History, Manchester University; Bachelor of Arts, University of Queensland
Experience: Advisor, Sherman Centre for Culture and Ideas; Editor, Vault Magazine; Owner, Renshaw & Kubler, Art Consultants.

Ezekiel Solomon AM to 25 February 2021
Qualifications: Bachelor of Laws (Hons), University of Sydney; Master of Laws, Harvard Law School (Fulbright Scholar)
Experience: Senior Advisor, Allens; Director, National Gallery of Australia Foundation; Patron, Australian World Orchestra; Board of Directors, Bundanon Trust; Adjunct Professor of Law, University of Technology, Sydney; Founding Governor, Institute for Regional Security.

Dr Terri Janke, Wuthathi/Meriam peoples
Qualifications: Bachelor of Arts – Bachelor of Legislative Law, University of New South Wales; PhD, Australian National University
Experience: Owner, Solicitor and Director, Terri Janke and Company Ltd Lawyers and Consultants; Director, Aqua Song Pty Ltd; Director, Jatt & Kin Pty Ltd; Director, Australian Copyright Council.

Professor Sally Smart
Qualifications: Diploma in Graphic Design, South Australian School of Art, Post-Graduate Diploma
in Painting, Victorian College of Arts; Master of Fine Arts, Victorian College of the Arts
Experience: Honorary Professorial Fellow Faculty of Fine Arts and Music University of Melbourne;
Director, Issues of Representation Pty Ltd.

Michael Gannon (Deputy Chair)
Qualifications: Chartered Accountant
Experience: Chairman, Cremorne Group of Companies

Nicholas Moore (commenced 18 March 2021)
Qualifications: Bachelor of Commerce and a Bachelor of Laws from University of NSW Honorary Doctorate in Business from University of New South Wales
Experience: Chair, Screen Australia; Chair, The Centre for Independent Studies; Chair, The Smith Family; Chair, Willow Technology Corporation; Chair, National Catholic Education Commission; Member, University of NSW Business School Advisory Council; Non-Executive Director, QBiotics Group; Chair, Department of the Treasury Markets Taskforce Expert Advisory Panel.

Dr Judith Neilson AM (commenced 29 April 2021)
Qualifications: Diploma in Graphic Design and Textile, Natal Technical College, Durban, South Africa; Honorary Doctorate (PhD), University of NSW
Experience: Executive Director, White Rabbit Gallery Ltd; Director, Phoenix Cultural Centre Ltd; Director, Judith Neilson Institute for Journalism and Ideas; Director, Judith Neilson Foundation Pty Ltd; Director, 11Twice Holdings Pty Ltd; Director, Hilltops Investments Pty Ltd; Director, Theta Investments Pty Ltd; Member, The International Council of the Museum of Modern Art; Member, International Council of the San Francisco Museum of Modern Art; Member, International Council – Tate.

Council committees
Council committees play an important role in governance and are responsible for overseeing the Gallery's performance in key operational areas. Details of the Council committees for the reporting period are provided below.


Audit and Risk Committee
Responsibility: Monitors the Gallery’s finances and the framework for the management of risks and opportunities.
Council members: Helen Cook (Chair), Ezekiel Solomon AM (until 25 February 2021), Richard Alston AO, Ryan Stokes AO (ex-officio)
External members: John Nguyen

Collections Committee
Responsibility: Reviews proposals and makes recommendations to Council for the acquisition of works entering the national collection and the disposal of works from the collection. Also responsible for reviewing and making recommendations about the Gallery’s policies and procedures relating to its collections.
Council members: Alison Kubler (Chair), Dr Terri Janke, Prof Sally Smart

Governance Committee
Responsibility: Recommends to Council changes to Council roles, responsibilities, policies and practices; oversees a program to systematically assess Council and committee effectiveness; oversees the Council orientation process; monitors adherence to the Council Charter; annually reviews the remuneration package and performance of the Director; and oversees the development of a list of prospective members for appointment to Council.
Council members: Dr Terri Janke (Chair), Helen Cook, Ezekiel Solomon AM (until 25 February 2021)

Capital Works Committee
Responsibility: Oversees the Capital Works Program in meeting the business objectives of the Gallery including consideration of Project proposals, budgets, objectives, plans, milestones, risks and funding sources and project variation requests.
Members: Nick Mitzevich (Chair), Michael Gannon, Simon Kelly (Department of Infrastructure, Transport, Regional Development and Communications)