ob体育's governance and accountability
This page contains:
- ob体育鈥檚 governance and accountability framework
- Commission and Accountable Authority
- Commission Committees
- Governance Committees
- Management Committees
- Executive Directors
- ob体育鈥檚 accountability
ob体育鈥檚 governance and accountability framework
ob体育鈥檚 governance and accountability framework (the Framework) sets out a clear, transparent and common understanding of ob体育鈥檚 governance and accountability structures and processes. The objective of the Framework is to promote effective, efficient and impartial decision making at ob体育 and articulate clear accountabilities. The Framework seeks to ensure ob体育 acts strategically, with integrity and effectively delivers on its statutory objectives.
The Framework sets out how the Commission will collectively exercise its functions and powers, as well as delegate to others. It helps ob体育 to achieve its strategic priorities, manage risks and use resources responsibly.
ob体育 is a body corporate established under the Australian Securities and Investments Commission Act 2001 (Cth) (ob体育 Act). ob体育 is made up of Commissioners who are appointed by the Governor General on nomination of the Minister.
Under the ob体育 Act, Parliament has conferred functions and powers on the Commission and Chair of ob体育. ob体育鈥檚 functions and powers are also drawn from the laws we administer.
ob体育鈥檚 governance and accountability structures are consistent with ob体育 being an independent Commonwealth agency that is a statutory body corporate and reflects the legislative framework within which ob体育 operates. The Framework separately identifies decision-making in relation to governance matters and regulatory functions. It supports the Commission to exercise its functions and powers and oversee delegated matters.
The current Framework was introduced in December 2019 as part of ob体育鈥檚 strategic change program and to reflect ob体育鈥檚 revised leadership structure. It is regularly reviewed and updated.
A key purpose of the Framework is to enable the Commission to spend more time focusing on and setting ob体育鈥檚 strategy.
Commission and Accountable Authority
The Commission is ob体育鈥檚 governing body and is responsible for achieving ob体育鈥檚 statutory objectives set out in the ob体育 Act. It acts as a strategic non-executive body focusing on high-level regulatory and statutory decision-making and stakeholder management and provides support to the Chair on organisational oversight.
It makes important regulatory decisions, sets ob体育鈥檚 strategy and oversees ob体育鈥檚 delivery and performance against the strategy. In addition, the Chair is ultimately responsible for the duties of the Accountable Authority contained in the Public Governance Performance and Accountability Act 2013聽(PGPA Act) which forms part of the executive responsibilities of governing ob体育.
The following table outlines the dual regulatory and governance roles of the Commission:
| Regulatory role | Governance role (shared between the Accountable Authority and Commission) |
|---|---|
| Making strategic and/or significant regulatory decisions related to ob体育鈥檚 statutory powers and functions. | Providing strategic leadership by setting ob体育鈥檚 vision, risk appetite and corporate plan, determining budget and resourcing priorities, ob体育鈥檚 Values and Code of Conduct and overseeing management performance and accountability and audit processes |
ob体育鈥檚 governance structure
ob体育鈥檚 governance structure supports the Commission in exercising its functions and powers by providing oversight of delegated matters and a structure for executives to elevate matters to the appropriate forum.
The Commission has established a number of committees to assist it with the effective and efficient performance of its dual regulatory and governance roles. The Commission undertakes these roles through Commission meetings, Commission Committees, Specialist Committees, Governance Committees and Management Committees.
ob体育 may establish other sub-committees and boards from time to time.
More information
Commission meetings
Commission meetings are convened by ob体育鈥檚 Chair under Section 103 of the ob体育 Act. They generally take place weekly or as required.
The Commission is responsible for the exercise of ob体育鈥檚 functions and powers. It undertakes the following actions through Commission meetings:
- makes decisions on matters within ob体育鈥檚 regulatory functions and powers that are strategic and/or significant
- sets priorities for allocation of budget, and monitors performance against allocated budget
- approves team business plans
- supports the Accountable Authority in overseeing the management and operations of ob体育 as a Commonwealth agency
- reviews ob体育鈥檚 annual report, external performance assessment and organisational performance measures
- approves internal policies that set rules, guidelines and governing principles for:
- regulatory decisions that are delegated to management
- managing internal risk and compliance
- setting ob体育鈥檚 culture
- establishes the framework within which external representation and communication occurs, and determines messaging and presentation for strategic matters
- approves delegations from the Commission.
Commission Committees
Commission Committees are decision-making committees and comprise the full Commission and other standing attendees. There are three Commission Committees:
While matters and decisions reserved for the Commission may be dealt with in formal Commission meetings, the Commission generally makes decisions in relation to strategic and/or significant enforcement, regulatory and risk matters within the relevant Commission Committee (except for formal statutory decisions which are only made in a formal Commission meeting). The Commission has established the Commission Committees so that it can dedicate time to, and provide specific focus on, these important areas of ob体育鈥檚 statutory mandate.
Commission Enforcement Committee
The Commission Enforcement Committee makes strategic and/or significant enforcement decisions (including in relation to conduct, strategy and focus of major matters and enforcement policies) and oversees ob体育鈥檚 enforcement and litigation work.
Commission Regulatory Committee
The Commission Regulatory Committee makes strategic and/or significant decisions relating to regulatory policy, law reform, applications for relief, policy frameworks and reports and oversees ob体育鈥檚 regulatory activities and functions.
Commission Risk Committee
The Commission Risk Committee considers all types of risk of a strategic and/or significant nature that affect ob体育, its regulated population, Australia鈥檚 financial system and Australian consumers. It is responsible for setting and monitoring ob体育's risk management framework and risk appetite. The Committee monitors ob体育 risk by reviewing and challenging whether material risks have been identified, ensuring risk remediation plans are in place and challenging whether adequate resources have been deployed to appropriately manage risks.
Governance Committees
Governance Committees assist the Commission and the Accountable Authority in undertaking their governance roles. There are two Governance Committees:
Audit and Risk Committee
The Audit and Risk Committee operates independently of management and plays a key role in assisting the Chair to discharge their responsibilities for the efficient, effective, economical and ethical use of Commonwealth resources. This committee also provides independent assurance to the Chair and the Commission on ob体育鈥檚 financial and performance reporting, risk oversight and management, and systems of internal control.
Management Committees
The Management Committees are executive level committees that are responsible for undertaking and overseeing the day-to-day management of ob体育. There are two Management Committees:
Executive Committee
The Executive Committee is responsible for assisting the Accountable Authority, Commission and Chief Executive Officer to manage ob体育, its budget and deliver ob体育鈥檚 business plans in alignment with ob体育鈥檚 strategic priorities and regulatory objectives and to manage the internal operations of ob体育 to deliver outcomes aligned with ob体育鈥檚 strategic direction and priorities.
Executive Risk Committee
The Executive Risk Committee is responsible for identifying and monitoring significant risks to ob体育, maintaining ob体育鈥檚 risk management frameworks and policies, managing risks in line with those frameworks and policies, and implementing and overseeing audit/assurance processes and risk mitigation strategies. It reports to the Accountable Authority and the Commission Risk Committee.
Executive Directors
Executive Directors play a key role within ob体育鈥檚 committee structure. They are standing attendees of various Commission Committees and members of the various Management Committees at which recommendations are made to the Commission or the AA. More information about the responsibilities of Executive Directors is outlined in ob体育鈥檚 Management Accountability Regime (AMAR).
ob体育's accountability
ob体育 is subject to a robust framework of public accountability and transparency. ob体育 is accountable to the Parliament and many of its decisions are subject to administrative or judicial review. Ultimately ob体育 is accountable to the Australian public for its actions through publications of its Annual Report and other public documents and releases.
ob体育鈥檚 Management Accountability Regime (AMAR) clearly identifies the accountabilities of ob体育鈥檚 Chair, Commission members and Executive Directors.
As an independent statutory agency, ob体育 is not subject to a legislative accountability regime but has taken the opportunity to apply key features of the Banking Executive Accountability Regime (set out in Part IIAA of the Banking Act 1959) to its senior staff.
Accountability and oversight of ob体育
ob体育鈥檚 performance, and the exercise of its powers and functions, are subject to a range of public accountability measures.聽
ob体育 is established under the Australian Securities and Investments Commission Act 2001 (Cth) (ob体育 Act). It is made up of its Commissioners who are appointed by the Governor General on nomination of the Minister. Under the ob体育 Act, Parliament has conferred functions and powers on the Commission and Chair of ob体育.
ob体育 is accountable to the Australian Parliament through the:
- Parliamentary Joint Committee on Corporations and Financial Services
- Senate Standing Committee on Economics
- House of Representatives Economics Committee.
The Parliamentary Joint Committee on Corporations and Financial Services is established under the ob体育 Act.聽Its duties include inquiring into and reporting to the House of Representatives and the Senate on ob体育鈥檚 activities, the operation of the corporations legislation and any question connected with the Committee鈥檚 duties referred to it by either House.
The Government periodically issues statements of expectations and ob体育 responds through a statement of intent聽setting out how it will respond to the Government鈥檚 expectations.
ob体育 and the Accountable Authority are subject to a range of accountability measures for financial, regulatory and performance activity. ob体育 or the Accountable Authority are required to prepare the following:
- ob体育鈥檚 Corporate Plan covering its purpose, environment, performance, capability, and risk oversight and management
- Annual Portfolio Budget Statements that inform the Senate and Parliament of ob体育鈥檚 proposed resource allocation
- ob体育's Annual Reports, which are tabled in Parliament
- periodic audits conducted by the Australian National Audit Office
- self-assessments of performance against the six outcomes-based performance indicators in the Government鈥檚 (published October 2014).
In addition to oversight by Parliament and the relevant Minister, ob体育鈥檚 decisions can be subject to review by the:
- Courts
- Administrative Review Tribunal
- Commonwealth Ombudsman
- Office of Australian Information Commissioner
- Privacy Commissioner.
ob体育 is also subject to oversight by the National Anti-Corruption Commission (NACC) and the Financial Regulator Assessment Authority (FRAA).
Read more about ob体育鈥檚 accountability and reporting.
Statutory responsibilities of the Chair and the Accountable Authority
While most powers vest in the Commission, some statutory powers only vest in the Chair.
Examples of powers and duties of the Chair include:
- engaging staff, and certain obligations under the Public Interest Disclosure Act 2013 (PID Act)
- determining the ob体育 Code of Conduct and the ob体育 Values under the ob体育 Act
- establishing and maintaining an appropriate system of risk oversight and management and an appropriate system of internal control.
In addition, the PGPA Act and Public Governance, Performance and Accountability Rule 2014 (PGPA Rule) impose several executive responsibilities on the Chair as the Accountability Authority of ob体育. The PGPA Act requires the Accountable Authority to govern ob体育 in a way that promotes:
- the proper use and management of public resources
- the achievement of the purposes of ob体育
- the financial sustainability of ob体育.聽
The PGPA Act confers responsibilities on the Accountable Authority for matters including:
- the establishment and maintenance of an appropriate system of risk oversight and management and an appropriate system of internal control
- the financial management of ob体育
- compliance with reporting requirements.
Statutory responsibilities of Commissioners
Commissioners have personal statutory obligations under the PGPA Act. Section聽25 of the PGPA Act requires each Commissioner to perform their functions and exercise their duties with the degree of care and diligence that a reasonable person would in the same circumstances.
They are accountable to the Minister regarding disclosure of personal interests under the ob体育 Act. Commissioners also have obligations under the ob体育 Code of Conduct.
ob体育鈥檚 Values and behaviours
ob体育鈥檚 Values and Code of Conduct (the Code) guide and inform the expected behaviour of ob体育 employees. ob体育鈥檚 Values of Accountability, Professionalism and Teamwork underpin the way that all ob体育 employees are expected to work, make decisions and interact with others. Adherence to ob体育鈥檚 Values, compliance with the Code and the expectations set out in ob体育鈥檚 Management Accountability Regime (AMAR) individual accountability statements are assessed before performance bonuses are determined.
ob体育鈥檚 Management Accountability Regime
ob体育鈥檚 Management Accountability Regime (AMAR) applies to the accountable persons of ob体育. Under the AMAR, an accountable person is an individual who has senior executive responsibility for management or control of ob体育, or a significant part of the operations of ob体育.
The accountability statements for each accountable person provides:
- a transparent and common聽understanding within ob体育 of where accountability lies for any particular聽aspect of ob体育鈥檚 operations and who each accountable person is accountable聽to
- a clear, transparent and common聽understanding within ob体育 of how a given individual meets their聽obligations as the accountable person, including for example by making聽decisions, serving as a point of review or challenge, or escalating as聽appropriate
- for those accountable persons consequences of failure to meet their obligations, whether by inappropriate action or failure to act, within their area of accountability.
ob体育鈥檚 accountable persons are:
- the Chair (acting as the Chair and the Accountable Authority, as well as a member of the Commission) and each Commissioner [AMAR statements currently under review]
- each Executive Director and other key staff [AMAR statements currently under review].
The AMAR will evolve as ob体育 reviews and changes its processes and procedures.
Accountable persons are required under AMAR to take reasonable steps to discharge their accountability obligations and attest annually that they have done so.