11.4 Remuneration

Remuneration for GOC Board members is determined in accordance with a framework approved by the Government. Shareholding Ministers recommend to the Governor in Council that members of individual GOC Boards are remunerable at appropriate levels within this framework. Remuneration will differ depending on such factors as the competitive environment a GOC operates in, the size of the GOC based on turnover and the breadth of a GOC's focus or importance to the Government.

The Government has also set a framework by which other terms and conditions are determined for Directors, including those for board committee establishment, remuneration of committee members, and motor vehicle use by Chairs.

Deputy Chairs

Deputy Chairs (where appointed) are not to receive a premium over the rate afforded other Directors. However, there is provision for circumstances where a Deputy Chair is required to assume the full range of duties of the Chair (ie. more than simply chairing a board meeting). In these circumstances, the Chair's fee is payable for the period the Deputy Chair acts as Chair.

For GOCs where there is no Deputy Chair position on the Board, if a Director is required to assume the full range of duties of the Chair, the Chair's fee may be paid for the period that a Director acts as the Chair.

Remuneration Guidelines for Directors and Senior Executives in GOCs

Senior Executives (defined to include the five most highly remunerated officers of the GOC, including the Chief Executive Officer) of GOCs are to be appointed by the Governor in Council on the recommendation of the GOC Board. With respect to remuneration of both Directors and Senior Executives, GOC Boards are required to:

• establish, approve and maintain a remuneration policy for Senior Executives;
• submit these remuneration policies for Senior Executives and any amendments or variations to this policy to shareholding Ministers, and to seek the views of shareholding Ministers, in conjunction with the Premier, on these policies. (Note: information provided should be sufficiently detailed to enable shareholding Ministers, in conjunction with the Premier, to be satisfied that remuneration arrangements are appropriate, having regard to the over-riding priority of the Government to ensure that arrangements are consistent with required levels of public sector accountability and broadly aligned with comparable industry benchmarks.);
• keep shareholding Ministers informed of the remuneration arrangements of Senior Executives on a regular basis, including the processes by which remuneration arrangements have been determined; such advice is required before any variation is made to Senior Executive's remuneration arrangements; and
• detail the nature and amount of remuneration for Directors and Senior Executives, including any bonus payments, within their Statement of Corporate Intent, on a similar basis to that required under the Corporations Act 2001 (external link) by listing public companies. A GOC's annual report should also list these details but exclude bonus payment details.

For the purposes of the above, "remuneration" means all monetary benefits conferred upon Senior Executives in return for services, including but not limited to salaries, wages, leave entitlements, salary sacrifice arrangements, performance incentives or bonuses and other allowances or concessions.

The complete remuneration guidelines for Directors and Senior Executives are provided at Attachment 5 - Remuneration Guidelines for Directors and Senior Executives in Government Owned Corporations .

GOC Board Sub-Committees

GOC Boards have the discretion to establish Audit or Staff/Industrial Relations sub-committees, with the level of fees being subject to shareholding Ministers' approval, within specified limits.

Where a GOC wishes to establish a sub-committee, other than an Audit or Staff/Industrial Relations sub-committee, shareholding Minister approval is required for both the establishment and level of fees to be paid to sub-committee members.

Governor in Council has approved that members of GOC sub-committees can be paid (as one annualised amount) up to a maximum of $4,000 per annum for sub-committee Chairs and up to a maximum of $3,000 for sub-committee members, with the level of remuneration determined or approved by shareholding Ministers on the recommendation of the GOC Board.

A GOC's Annual Report must set out the extent to which sub-committees are established, the membership of each sub-committee, the remuneration of each director for work undertaken in their capacity as a member of a sub-committee, the frequency of meetings of each sub-committee and attendance by Directors at sub-committee meetings.

Details of any sub-committees established must be set out in the Government Owned Corporation's annual report.

Superannuation

Under the Commonwealth Superannuation Guarantee (Administration) Act 1992 (external link) (SGA Act), employers are required to provide a minimum level of superannuation for all employees who earn more than $450 per month. Accordingly, there is an obligation for GOCs to make this payment for their Directors. The minimum level of superannuation required under the SGA Act should be considered as an additional payment (over and above the remuneration determined in accordance with the framework).

It should be noted however, that consistent with general private and public sector practice, any additional superannuation contributions that a Board member may wish to make would need to be funded by the Board member.

Out of pocket expenses

Expenses such as travelling, accommodation, meals and other incidental expenses associated with attendance at meetings, overnight absence from home or from the normal work location in the course of Board-related business represent job-related expenses to be paid by the GOC.

In line with the requirement that Boards are accountable to shareholding Ministers, Boards must ensure their corporation adopts expense procedures which observe strict cost-efficiency, high ethical standards and a level of responsibility expected by the Queensland community.

Motor vehicles

Motor vehicles are available to Board Chairs subject to the agreement of shareholding Ministers and providing that there is a corresponding decrease in remuneration.

Last reviewed: 17 July, 2009

Last updated: 22 July, 2009

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