2011 - 2012 Annual Report - Tourism Australia

Corporate governance
Chairman’s statement on fraud control
I am satisfied that Tourism Australia has in place
appropriate fraud prevention, detection, investigation,
reporting and data collection procedures and processes,
in line with its fraud risk assessment and fraud control
plan. I am also satisfied that these arrangements meet the
specific needs of Tourism Australia, and that all reasonable
measures to minimise the incidence of fraud, as well as
investigate and recover the proceeds of fraud, have been
taken. There were no reported incidents of fraud
in 2011/12.
Corporate governance
Tourism Australia is committed to implementing best
practice in matters of corporate governance, and to
ensuring accountability, integrity, transparency and
efficiency are reflected in its day-to-day operations. Tourism
Australia places a strong emphasis on the importance of
these values by ensuring that:
• there is a focus on project planning and that the
performance of key projects and contracts is monitored
in line with best practice
• there is open communication with the Australian
Government, Minister for Tourism and regulatory bodies
• sound risk management policies and procedures are
in place.
The corporate governance section describes Tourism
Australia’s top-level governance arrangements and
provides details on the Board of Directors’ responsibilities,
as well as the main governance practices currently in place.
Enabling legislation and responsible minister
Tourism Australia’s governance arrangements are
prescribed by the Tourism Australia Act 2004 (TA Act) as
well as the Commonwealth Authorities and Companies Act
1997 (CAC Act). The TA Act is Tourism Australia’s enabling
legislation and describes the organisation’s specific
objectives, functions and powers. The CAC Act describes
the financial management, accountability and audit
obligations of Commonwealth statutory authorities.
As a portfolio agency under Resources, Energy and
Tourism Minister the Hon Martin Ferguson AM MP,
Tourism Australia must also consider and apply ministerial
directions and statements of expectation that are issued
from time to time.
Parliamentary accountability
Tourism Australia is accountable to the Australian
Parliament through the Senate Estimates process, Senate
orders and the tabling of its annual report and CAC Act
compliance report. Tourism Australia participated in the
Senate Economics Committee’s Supplementary Budget
Estimates Hearings on 19 October 2011, its Additional
Budget Estimates Hearing on 15 February 2012, and its
Budget Estimates Hearing on 29 May 2012.
Board of Directors
Tourism Australia is governed by a nine-person Board of
Directors. As prescribed in Part 3 of the TA Act, the Board’s
main responsibilities are to ensure the proper and efficient
performance of Tourism Australia’s functions, and to
determine Tourism Australia’s policy in relation to any matter.
Specifically, the Board is accountable for ensuring that
there is an appropriate governance framework in place that
enables Tourism Australia to fulfil its statutory mandate, and
that the organisation is conversant with the general policies,
guidelines and directions of the Australian Government.
Under the Board Charter, the Board’s responsibilities include:
• setting Tourism Australia’s strategic direction, including
approving strategies and targets and establishing policies
• accountability for monitoring Tourism Australia’s business
• communicating with the Minister
• complying with general government policy as directed
by the Minister and according to Tourism Australia’s
statutory obligations as a CAC Act body
• determining, upholding and promoting the Tourism
Australia Values and the Tourism Australia Code of Conduct
• ensuring that the performance of Tourism Australia’s
functions and the exercise of Tourism Australia’s powers
are consistent with, and designed to give effect to,
the current Corporate Plan and the current Annual
Operational Plan
• selecting and monitoring the performance of the
Managing Director
• reviewing the performance of executive management
• ensuring good corporate governance, effective risk
management, legal compliance, strategic direction and
appropriate structure of Tourism Australia.
In addition to these responsibilities, the Board must
balance competing demands on Tourism Australia, remain
independent from executive management, and manage
the particular interests of all stakeholders and the
wider public.
Tourism Australia holds Directors’ & Officers’ Liability
Insurance to an amount of $100,000,000 with Comcover,
the Australian Government’s general insurance fund.
Record of Board members and meeting attendance in 2011/12
Board
member
Geoff Dixon
Kate Lamont
Position
Chairman/Nonexecutive
Director
Deputy Chair/Nonexecutive
Director
Date of
Expiry Meetings Eligible to
appointment
attended attend
1/07/2012 30/06/2015 8 8
1/07/2012 30/06/2015 8 8
Sandra McPhee Non-executive Director 1/07/2012 30/06/2015 8 8
Terri Janke Non-executive Director 1/07/2008 30/06/2014 7 8
Janet Whiting Non-executive Director 1/07/2008 30/06/2014 8 8
Brett Godfrey Non-executive Director 1/07/2010 30/06/2013 6 8
Mark Stone Non-executive Director 1/07/2010 30/06/2013 7 8
Didier Elzinga Non-executive Director 1/07/2010 30/06/2013 8 8
Andrew McEvoy Managing Director/
Senior Executive
25/01/2010 30/06/2014 8 8
Board Audit and Finance Committee
Under the CAC Act, Tourism Australia is required to have an Audit and Finance Committee. The Committee provides
independent assurance and assistance to the Board on Tourism Australia’s risk, control and compliance framework,
and financial reporting responsibilities. The Committee is also responsible for advising the Board on Tourism Australia’s
legislative compliance and on internal and external audit programs.
Record of Board Audit and Finance Committee members and meeting attendance 2011/12
Member Position Meetings attended Eligible to attend
Janet Whiting Chair 4 4
Sandra McPhee Member 4 4
Didier Elzinga Member 4 4
Main governance practices
Tourism Australia subscribes to the definition of public
sector governance set out by the Australian National Audit
Office that: ‘Public sector governance has a very broad
coverage, including how an organisation is managed, its
corporate and other structures, its culture, its policies and
strategies and the way it deals with its various stakeholders.’
Through the corporate planning process and regular
business evaluations, and through the design of the annual
internal audit program, Tourism Australia can assess
the effectiveness of its governance framework and its
vulnerabilities to new and emerging risks.
Tourism Australia also undertakes:
• systematic scrutiny of operations through its participation
in internal and external audits, and scrutiny of internal
controls set out in organisational policies and procedures
• regular review of key governance documents such as the
Board Charter, the Delegations Policy and Instrument, the
Industry Advisory Panel Guidelines and the Code of Conduct
• rolling programs of risk assessment and risk planning
• regular training in corporate governance for staff both in
Australia and overseas
• standard internal and external compliance reporting.
Freedom of Information
Tourism Australia is required to comply with the Freedom of
Information Act 1982 (FOI Act). Tourism Australia received
four Freedom of Information requests during 2011/12. None
of these requests remain outstanding and Tourism Australia
has met its obligations under the FOI Act.
Tourism Australia publishes information on
tourism.australia.com as part of the Information
Publication Scheme.
62 Corporate governance
2011-2012 ANNUAL REPORT 63