Corporate governance refers to the way QCN conducts its business. QCN was established as a government owned corporation (GOC) subsidiary of Powerlink Queensland in 2019. It is jointly owned by Powerlink Queensland and Energy Queensland Limited.
The QCN Board is responsible for our overall corporate governance and sets our strategic direction, policies and operational framework. The QCN Board is responsible to Powerlink Queensland and Energy Queensland (as the shareholding entities) for QCN’s performance and corporate governance.
Powerlink Queensland and Energy Queensland have two shareholding Ministers:
The Board has delegated specific power and authority to the Chief Executive Officer.
The Chief Executive Officer is responsible for the day-to-day management of QCN.
Our Governance Framework has been designed in accordance with the Corporate Governance Guidelines for Government Owned Corporations, and the eight principles outlined in those guidelines, as well as the ASX Corporate Governance Principles and Recommendations. We are committed to full implementation of the GOC corporate governance principles and are working to ensure our governance foundations are sound post-establishment phase. With our established commercial footprint, market presence and product offerings which continue to evolve based on market demands and changes, QCN will continue to ensure commitment to all recommended practices.
Our Board is accountable for ensuring we act with integrity in all of our corporate governance practices.
The Board’s role and accountabilities are set out in the Board Charter. The Board Charter defines the expected standard of behaviour of the Board and provides guidance to assist Directors in carrying our their duties and responsibilities.
These committees will assist the Board in the execution of its duties and to consider key business issues.
The QCN Board comprises five directors – two member directors from Energy Queensland and Powerlink Queensland as the shareholding companies and three independent directors, appointed by the shareholding Ministers of Powerlink Queensland and Energy Queensland.
The Board will regularly review and assess the independence of directors and all actual, potential or perceived conflicts of interest are required to be declared in accordance with our Conflict of Interest Policy.
DIRECTORS’ ACCESS TO ADVICE
Each director has access to the Chief Executive Officer in the event that the director requires additional information. Each director is encouraged to contact the Company Secretary prior to Board meetings to discuss any matters that require clarification.
QCN is committed to conducting all business activities with integrity, honesty and in compliance with the relevant laws and standards. We have a number of policies and procedures that promote ethical and responsible decision-making.
The QCN Code of Conduct outlines how the Board, management and employees must act with honesty, integrity and in compliance with relevant laws and standards. The Code of Conduct is the overarching behavioural guide for all policies and procedures. The Board Charter also adopts QCN’s Code of Conduct.
Our Conflict of Interest Policy applies to all employees, executives and board members.
QCN has a Whistleblower Protection Policy that applies to current and former QCN officers, employees, contractors and suppliers who wish to report corrupt, illegal or unethical conduct regarding QCN activities.
QCN has a number of formal and rigorous processes that independently verify and safeguard the integrity of our financial reporting. During our establishment phase, our focus is on the establishment of appropriate systems and controls as required by the Government Owned Corporations Act 1993, the Corporations Act 2001 and best practice governance. QCN is supported by its Parent, Powerlink Queensland, to achieve the right level of governance and financial controls in the business.
QCN aims to be open, transparent and accountable, while protecting information that is commercially sensitive.
The Powerlink Queensland Annual Report and this website are examples of ways we disclose information.
Further information on our ‘Right to Information’ arrangements can be found here.
QCN provides Powerlink and Energy Queensland, as the shareholding entities, with regular updates on our activities. QCN reports on its operation and financial activities through Powerlink Queensland’s annual report.
The Board determines QCN’s risk profile and is responsible for overseeing and approving our risk management policies, internal compliance and controls.
QCN is committed to ensuring appropriate accountability and transparency in relation to remuneration. When setting remuneration, we endeavour to ensure a balance between public accountability, government policy requirements and transparency and the need to attract and retain high quality employees from competitive labour markets.
QCN Directors receive set fees as approved by Cabinet based on the recommendations of the Powerlink Queensland and Energy Queensland shareholding Ministers and do not receive performance-based remuneration.
© QCN 2024