Becoming a director

A potential public entity director must be confident they :

  •  have the time and commitment to serve actively and conscientiously on a board
  • can maintain a degree of separation from any representative group with which they are associated
  • can act as an independent director of the board and have no conflict of interest or duty.

What information does a potential director need?

Someone considering an  appointment should be well informed about the board, its functions and the expected workload. Sector-specific information is available from the relevant department and included in the vacancy advertisement.

Candidates should familiarise themselves with information such as:

  • the functions and objectives of the public entity
  • the role of the board
  • the term of appointment, including commencement date, and the director’s need to comply with any regulatory requirements
  • the duties, responsibilities and workload
  • remuneration and expenses
  • the expected time commitment per month and minimum meeting attendance
  • statutory, constitutional and internal policies and regulatory requirements applicable to the public entity
  • the relevant legislation that establishes the board
  • an overview of the selection process
  • the time the recruitment process will take.

Short-listed or referred candidates must undertake probity checks and complete a Declaration of Private Interests.

What pre-appointment checks will there be?

Shortlisted candidates will often be interviewed and have the following background checks:

Referees: Candidates will often be asked to nominate referees who can comment on their suitability for service on a public sector board

Bankruptcy: the following two checks will be undertaken:

  1. Australian Security and Investment Commission Register of Persons Prohibited or Disqualified by ASIC under provision of the Corporations Act 2001 (Commonwealth);
  2. Insolvency and Trustee Service Australia National Personal Insolvency Index. A person who has been or who becomes bankrupt will typically be disqualified from appointment, or continued membership of a Board. See the Appointment and Remuneration Guidelines for Victorian Government Boards, Statutory Bodies and Advisory Committees

Police check:  Although each circumstance will be judged on its specifics, people convicted of a criminal offence may not be suitable for service on boards because these positions require a high degree of trustworthiness

A declaration of private interests: Candidates will be asked to complete a brief form documenting actual or potential conflicts of interest

Disqualification from acting as a Director: A person who has been disqualified by a court or the Australian Securities and Investments Commission from acting as a director or manager may not be suitable as a director.

Appointments and re-appointments

Ministers are responsible for the majority of board appointments to public entities within their portfolios.

The board (via the chair) has an important role in informing the minister about the required knowledge and skills, personal qualities and specialist expertise to strengthen the board. The board may also be involved in nominating people for appointment following a selection process.

New appointees will receive a letter of appointment from the relevant minister.

The reappointment process for public sector boards is not automatic, especially where a member has already served two terms. Potential re-appointees are subject to standard selection criteria and processes.

For further information on the appointments procedures see section 6 of Recruitment and Appointment to the Board: A Governance Officers’ Toolkit (PDF 3MB).