This document is part of the Code of Conduct for Directors resource.
The code was reviewed in consultation with departmental governance experts, directors and the Australian Institute of Company Directors (AICD).
This is the third code of conduct the Victorian Public Sector Commission has issued. The other two are the employee and special bodies codes. Each has a similar introduction but this code describes the values in terms of the collective and individual responsibilities of directors. The code also applies to statutory office holders other than statutory office holders of special bodies.
The code now explicitly refers to the duties of boards and chairpersons in addition to the duties of directors (sections 79 – 82, 85 and 89 of the Public Administration Act 2004).
The code recognises the strengthened relationship between departments and public entities following amendment of the Act. It says the board should provide sufficient information for the department to advise the Minister on the public entity’s activities (clause 2.1).
The code provides practical guidance to directors. Some of the material previously in the guidance notes has been included in the code. Additional guidance has been added to some sections including how to manage conflicts of interest and duty (clauses 2.5 and 3.12).
Table 1: Summary of the changes to the code
|2006 Code||2016 Code|
|Title: Directors’ Code of Conduct and Guidance Notes||Title: Code of Conduct for Directors of Victorian Public Entities|
|Instrument: Applies to directors||Instrument: Applies to directors and statutory office holders other than statutory office holders of special bodies|
|–||Public sector values|
|About this code
|NB: information about board responsibilities was previously included in the guidance notes.||Board
|Directors’ code of conduct
|Guidance notes||NB: Some of this material has been included in the board and directors sections of the code|