This document is part of the Induction resources for board directors resource.

Effective 29 March 2016


The Code of Conduct for Directors of Victorian Public Entities reflects the special role of the Board, Chairperson and Directors, and the behaviours that exemplify the duties and values contained in the Public Administration Act 2004 (the Act). The duties, values and this Code build on our public sector’s long tradition of striving to meet the high standards the community rightly expects of it and provide the foundation of the integrity and accountability framework for all public officials.

As the public sector continues to adapt and evolve, it is essential that it retains the key attributes that have allowed it to play its critical role with the full confidence of Government and the wider community for over a century. Those key attributes are its apolitical nature, responsiveness, effectiveness and accountability; and it is precisely these things that the public sector values and this Code seek to reinforce and protect.

Directors work in a vast array of public entities. It is important that the Code be expressed in a way that is relevant across this diverse environment and as a result, the Code will need to be supported by additional information and guidance at the local level. As it is not possible to provide a detailed rule for every conceivable situation, public entities ultimately must rely on the accountability of individuals for their own actions and behaviour.

I urge all Directors to take the opportunity to consider how the Code of Conduct guides their behaviour and to engage with their fellow Directors about how they can best adhere to its requirements.


Public Sector Values

1. Introduction

  • Purpose of the Code
  • Other Available Guidance
  • Professional Codes of Conduct
  • Breach of this Code

2. Board

  • Leadership and Stewardship
  • Board Authority and Delegation
  • Best Interests of the Public Entity
  • Risk Management and Financial Responsibility
  • Conflicts of Interest and Duty

3. Directors

  • Duties of the Chairperson
  • Leadership and Stewardship
  • Complying with Establishing Legislation and Board Policies
  • Care, Diligence and Skill
  • Best Interests of the Public Entity
  • Proper Use of Position
  • Proper Use of Information
  • Standing for Election
  • Fairness and Impartiality
  • Financial Responsibility
  • Honesty and Integrity
  • Conflicts of Interest and Duty