Governance Statement
INTRODUCTION
The legal framework for Screen Australia’s corporate governance practices is set out in the Screen Australia Act 2008, the Public Governance Performance and Accountability Act 2013 (the PGPA Act) and the Public Service Act 1999.
BOARD
Screen Australia congratulates Peter Davey on his appointment to the Board on 12 March 2023 for three years and the reappointment of Deputy Chair Megan Brownlow for a further year to 21 April 2021 and Joanna Werner for a further three years to 13 March 2023. The Board thanks outgoing member Jenny Taing OAM for her service to the Board.
Board members are appointed by the Minister for Communications, Cyber Safety and the Arts by written instrument. A member holds office for the period specified in the instrument of appointment. The period must not exceed three years. Members may be reappointed but the total period of Board membership must not exceed nine years.
The Board is responsible for the governance practices of Screen Australia.
ATTENDANCE AND REMUNERATION
The Board is paid such remuneration and allowances as determined by the Remuneration Tribunal, out of the monies of Screen Australia. Board members’ attendance at Board meetings and remuneration details is set out in the Executive Remuneration Disclosures and Details of Accountable Authority table below.
ROLE OF THE BOARD
The Board is responsible for performing its functions and exercising its powers consistent with the Screen Australia Act 2008. The Chief Executive Officer is appointed by the Board in consultation with the Minister, but is not a member of the Board.
The Board acts in accordance with its Charter and Code of Conudct, set out in Board Charter and Board Code of Conduct. In accordance with Section 46 of the PGPA Act, the Board is responsible for preparing the Annual Report and for giving it to the Minister for Communications, Cyber Safety and the Arts, The Hon Paul Fletcher MP.
CONFLICTS OF INTEREST
Board members’ obligations are provided for in a number of legal instruments, including the Screen Australia Act 2008 and the PGPA Act. Board members are also subject to Screen Australia’s Code of Conduct and Values (which are consistent with the Australian Public Service’s Code of Conduct and Values), as well as Screen Australia’s Board Conflict of Interest Policy.
Board members who have a material personal interest in a matter under consideration by the Board or the Audit Committee are required to declare that interest. A Board member with a material personal interest in a matter being considered by the Board is required to leave the meeting while the matter is considered and a decision is made and is not permitted to vote on other projects under consideration in that round. Disclosure of such interests and departure from the meeting are recorded in the minutes of the meeting.
The Manager, Governance is responsible for maintaining a register of Board members’ interests, which is updated annually or as private interests are declared.
AUDIT COMMITTEE
The Audit Committee was established in accordance with Section 45 of the PGPA Act, to assist the Board in the discharge of its responsibilities. During 2019/20, the Audit Committee consisted of Richard King (Chair), Megan Brownlow, Claudia Karvan, Jenny Taing OAM (to 13 March 2020) and Michael Hawkins (from 20 April 2020). Meeting attendance is set out in the Data tables.
The Audit Committee provides a forum for communication between the full Board, senior management and Screen Australia’s internal and external auditors.
Pursuant to the Charter of the Audit Committee, the Committee must satisfy itself that the internal management and accounting controls are operating effectively, review the risk management strategy, consider external audit reports, and monitor management’s implementation of recommendations and regulatory compliance.
The Chief Executive Officer, Chief Operating Officer and Chief Financial Officer have a standing invitation to attend each meeting as observers only, with representatives of internal and external auditors also invited to attend as observers. The Audit Committee met on four occasions during the year.
Member name | Qualifications, knowledge, skills or experience (include formal and informal as relevant) | Number of meetings attended / total number of meetings | Total annual remuneration |
---|---|---|---|
Richard King | Bachelor of Arts - Monash University, Bachelor of Business (Marketing) - Monash University | Number of meetings attended: 4/4 | 11,402 |
Megan Brownlow- | Executive MBA from the AGSM; Bachelor of Arts (Hons) ANU; Graduate of the INSEAD leadership program and the Australian Institute of Company Directors (GAICD). | Number of meetings attended: 4/4 | 0 |
Claudia Karvan | Acclaimed actor and director | Number of meetings attended: 4/4 | 5,701 |
Michael Hawkins | LLB (Hons) QLD University of Technology, FAICD | Number of meetings attended: 1/4 (Not a member of the Committee for 3) | 1,122 |
Jenny Taing OAM | Bachelor of Arts/Bachelor of Laws (Honours) University of Melbourne | Number of meetings attended: 3/4 | 4,003 |
EXTERNAL AUDIT
Under Section 43 of the PGPA Act, the Auditor-General is the external auditor of Screen Australia.
INTERNAL AUDIT
Screen Australia maintains an internal audit function, which reports to the Audit Committee. The current internal auditor is RSM. The role of the internal auditor includes monitoring the risk management plan, and providing assurance regarding the accuracy of financial and management information, asset protection, regulatory compliance and fraud control.
The audit strategies of the internal auditor are subject to review by the Audit Committee on an annual basis. The internal audit report of operations is reviewed at meetings of the Audit Committee.
No control or compliance deficiencies constituting unacceptable risks to Screen Australia were identified during the RSM audits.
RISK MANAGEMENT
Screen Australia’s Risk Management Policy and plan provide a formal framework for effectively managing the agency’s business risks. The plan categorises Screen Australia’s business risks using methodologies derived from Australian/ New Zealand Standard AS/NZS ISO 31000:2018 Risk Management.
FRAUD CONTROL
The Board has a current Fraud Risk Assessment and Fraud Control Plan in place, in accordance with Section 10 of the Public Governance Performance and Accountability Rule 2014 and the Commonwealth Fraud Control Framework (2017) issued by the Attorney-General.
The plan verifies Screen Australia’s general status as a low-risk agency. This assessment was based on the adequacy of the controls that are in place or are being implemented.
The agency has in place appropriate fraud prevention, detection, investigation and reporting procedures that meet its specific needs and comply with The Fraud Guidance.
Details of Accountable Authority during the current reporting period (2019-20)
Name | Period as the accountable authority or member within the reporting period | |||||
---|---|---|---|---|---|---|
Qualifications of the Accountable Authority | Experience of the Accountable Authority | Position Title / Position held Executive / Non-Executive | Date of Commencement | Date of cessation | Number of meetings of accountable authority attended | |
Nicholas Moore | Bachelor of Laws UNSW. Bachelor of Commerce UNSW. Admitted as a solicitor and is a Fellow of the Institute of Chartered Accountants. | Former CEO Macquarie Group Limited. He retired in November 2018 after 33 years at Macquarie. Retired after 33 years,10 years as CEO. | Chair | 25/03/2015 | 24/03/2021 (second term) | 8 |
Megan Brownlow | Executive MBA from the AGSM; Bachelor of Arts (Hons) ANU; Graduate of the INSEAD leadership program and the Australian Institute of Company Directors (GAICD). | Over 25 years’ experience in media, marketing and man aging digital disruption, ranging from assessing new business models to facilitating strategy development sessions for boards and senior management. Until April 2019 Ms Brownlow was a partner with PwC and the National Leader of the Telecommunications, Media and Technology (TMT) Industry. In her practice she performed strategy, due diligence, forecasting, and market analysis work for clients. Ms Brownlow is Deputy Chair of the Media Federation of Australia, Chair of the Advisory Committee for the Small and Regional Publishers’ nnovation Fund and is on the Advisory Board for the Faculty of Arts and Social Sciences, UTS. | Deputy Chair / Member of Audit Committee | 14/03/2017 | 21/04/2021 (second term) | 6 |
Michael Hawkins | LLB (Hons) QLD University of Technology, FAICD | Executive Director National Association of Cinema Operators, Executive Chairman of Asia Pacific Screen Awards, Managing Director Nindethana Pastoral Pty Ltd. Honorary Consul to Sweden in Queensland. Member of Administrative Appeals Tribunal | Non - Executive Director / Member of Audit Committee | 24/08/2016 | 23/08/2022 (second term) | 8 |
Claudia Karvan | Acclaimed actor and director | Acclaimed actor, producer and director. Has starred in many Australian television series and mini-series including the award-winning drama series Love My Way, for which she was creator and producer and Spirited on which she was a producer/creator. Ms Karvan also made her directorial debut on The Secret Life of Us, Ms Karvan has produced three successful series of Doctor Doctor for Channel Nine. She is developing further TV projects and performing lead roles in the feature film June Again and TV series Halifax: Retribution. | Non-Executive Director / Member of Audit Committee | 01/07/2012 - 30/06/2015 24/08/2016 - 23/08/2019 (second term) | 23/08/2022 (third term) | 7 |
Richard King | Bachelor of Arts - Monash University; Bachelor of Business (Marketing) - Monash University | Ministerial Advisor (1996-2000); Bank Executive (2000-2005); Partner/Managing Partner in professional services (2005-2019); Chairperson at RMCC (2018 - present) | Non-Executive Director / Chair of Audit Committee | 24/08/2016 | 23/08/2022 (second term) | 8 |
Deborah Mailman AM | Bachelor of Arts, QLD University of Technology | Multi award-winning and one of Australia’s most highly respected actors on stage and screen. In 2017, Ms Mailman was awarded the Member of the Order of Australia for Services to the Arts and as a role model for Indigenous performers. Currently a Trustee of the Sydney Opera House. | Non-Executive Director | 12/03/2019 | 11/03/2022 (first term) | 7 |
Joanna Werner | Bachelor of Arts, Media Studies, RMIT University Certificate II in Television and Video Production, Metro Television, Sydney | Produced over 88 hours, 163 episodes of television, two feature films. Received consistent acclaim including an AACTA Award for her first work as a TV producer and three Emmy®-nominations. Production credits on an array of internationally acclaimed work - Riot which was nominated for 11 AACTA Awards adn won four including Best Telefeature or Miniseries, as well as the two-time Emmy®-nominated Dance Academy. Chair of Screen Australia’s Gender Matters Taskforce. | Non-Executive Director | 14/03/2017 | 13/03/2023 (second term) | 6 |
Jenny Taing OAM | Bachelor of Arts/Bachelor of Laws (Honours) University of Melbourne | Head of Product Implementation Vanguard, Board Director, Community Foundation Western Bulldogs, Member Agency Management Committee. | Non-Executive Director / Member of Audit Committee | 14/03/2017 | 13/03/2020 (first term) | 3 |
Peter Davey | Bachelor of Law/ Bachelor of Arts - University of Melbourne; Masters of Law - Columbia Law School | Television/ Media Executive (2000-2003); Corporate Development Executive (2004-2010); Lawyer/ Consultant (2011 -2020); Non-Executive Director, Film Finance Corporation (2003-2008) | Non-Executive Director | 13/03/2020 | 12/03/2023 (first term) | 4 |
Visit
https://www.transparency.gov.au/annual-reports/screen-australia/reporting-year/2019-20-17