Minister for Health
Cemeteries and Crematoria Regulation Unit
Department of Health and Human Services
Including subcommittees for:
Finance and Investment | Terms of Reference
Audit and Risk Management | Terms of Reference
Community Advisory | Terms of Reference
Executive Performance and Remuneration
Delegated Authority to the
GMCT is committed to implementing the highest standards of corporate governance.
Delegated Authority to the CEO
The Trust delegates day-to-day management of the cemeteries within its control to management via the CEO, subject to documented delegations.
Staff and community stakeholders are briefed on a regular basis on the performance of the GMCT and any significant financial, operational or strategic issues via direct communication, quarterly newsletters and publications. An annual report on the financial and other activities of the organisation is available to the community in September/October of each year with a formal presentation to the public at the Annual General Meeting held in October/November of each year.
Trust members - Roles and Responsibilities
The Trust ensures that the organisation meets its strategic and operational objectives and compliance requirements through undertaking the following roles:
- Sets the vision and strategic direction for the organisation
- Develops the Strategic Plan in consultation with the CEO and senior management
- Reviews the Strategic Plan annually and undertake a comprehensive strategic planning process every three years
- Ensures that the tone and culture of the organisation are in accordance with its Vision and Values.
- Sets policy parameters and approves policies and delegations
- Reviews each key policy at least bi-annually
- Ensures operational and financial performance is monitored and reviewed, and appropriate internal controls are in place, including regularly monitoring progress against the Strategic Plan, Business Plan and budget
- Approves annual budget and financial transactions within delegations
- Reports on Trust performance against set criteria on an annual basis
Chief Executive Officer
- Selects and appoints the Chief Executive Officer to perform the functions set out in section 18M of the Act
- Manages the performance of the Chief Executive Officer
- Endorses the appointment of Chief Executive's direct reports
- Ensures the ongoing development of Chief Executive Officer and Executive team
- Ensures a Risk Management Framework with adequate policies, procedures and controls are in place to assess and manage risk.
- Monitors risk regularly.
- Ensures that high-level risks are brought to the attention of the Trust in a timely manner.
- Maintains positive relationships with major stakeholders including the Minister for Health and senior Departmental officers
- Engages local communities through the Community Advisory Committee and other appropriate mechanisms
The Chairperson leads the Trust and has responsibility for ensuring the Trust receives accurate, timely and clear information to enable its members to analyse and constructively critique the performance of management and the organisation as a whole. The Chairperson is appointed by the Minister for a term of three years.
The Trust of the GMCT comprises up to nine members. Details of the Chairperson and Trust members including names, qualifications, and any changes, are included in the About Us section of the website. Trust members are appointed by the Minister in accordance with the Cemeteries Act and generally for a term of three years.
Director induction and education
The GMCT has an induction program for new Trust members, which is reviewed periodically by the Trust. Directors are provided with detailed briefings by management on corporate strategy and current issues affecting the GMCT. In order to achieve continuing improvement in Trust performance, all Trust members are encouraged to undergo continual professional development.
Conflicts of interest
Members of Trust must keep the Trust advised on an ongoing basis of any interest that could potentially conflict with those of the Trust. Each member of Trust is obliged to notify the other members of any material personal interest that he or she may have in a matter that relates to the affairs of the Trust. Members of Trust who may have, or may be perceived to have, a material personal interest in a matter before the Trust, do not participate in discussions and abstain from voting on that matter.
Independent professional advice and access to Company information
The Trust and its Committees may seek advice from independent experts whenever it is considered appropriate. With the consent of the Chairperson, individual Members of Trust may seek independent professional advice at the expense of the Trust on any matter connected with the discharge of their responsibilities. Each member of Trust has the right of access to all relevant GMCT information and to the GMCT's management.
Trust Member and Executive Remuneration
The Chairperson and Trust members receive remuneration as determined by the Minister. At present this remuneration is set at $24,000 per annum for the Chairperson and $12,000 per annum for other members of Trust. The compensation of the Chief Executive Officer is approved by Trust based on a formal review process including organisational goals, personal performance and employment market conditions. The remuneration is endorsed by the Government Senior Executive Remuneration Program (GSERP).
The Trust meets at least 10 times during the year. The agendas for Trust meetings are prepared in conjunction with the Chairperson and the Chief Executive Officer. Trust reports are circulated in advance of Trust meetings. Management executives are regularly involved in Trust discussions.
The Trust has adopted contemporary performance measures in assessing the effectiveness of the Trust. This will comprise confidential interviews with the Chairperson and each member of Trust. Feedback from this review will be provided to the full Trust as part of its continuous improvement program.
To assist in the performance of its responsibilities, the GMCT has established a number of sub-Committees, being:
- Finance & Investment Committee
- Audit & Risk Management Committee
- Community Advisory Committee
- Executive performance & Remunerations Committee
Each Committee operates under terms of reference approved by the Trust, which are reviewed periodically. Committees monitor and facilitate detailed discussion on particular issues and other matters as delegated by the Trust. They have no delegated authority, but make recommendations and report to Trust on the delegated matters. Details of Committee membership and attendance are included as follows:
Finance & Investment Committee
The role of the Finance and Investment Committee is to provide advice and receive reports as required for relevant programs and projects and make recommendations to the Trust on matters relating to:
- Appropriate, prudent, sustainable and efficient use of investment funds
- Establishment and maintenance of the Perpetual Maintenance Fund
- Accuracy and veracity of monthly financial reports in presenting a true and fair view of the GMCT activities
- Establishment and maintenance of appropriate financial risk management, internal control systems and compliance processes
- Reviewing the annual financial report
- Monitoring the procedures in place to ensure compliance with the legislation, regulations and codes
- Other financial matters as requested by the Trust
Audit & Risk Management Committee
The Committee's role is to provide oversight to the following:
- Financial performance monitoring and the financial reporting process, including the annual financial statements
- The scope of work, performance and independence of the internal auditor
- Recommending to the Trust the engagement and, if required, the dismissal of any internal auditor
- The scope of work, independence and performance of the external auditor
- The operation and implementation of the risk management framework
- Matters of accountability and internal control affecting the GMCT operations
- The effectiveness of the GMCT's management information systems (including information technology) and other systems of internal control
- The acceptability of and correct accounting treatment for, and disclosure of, significant transactions which are not part of the GMCT's normal course of business
- The approval and recommendation, where appropriate, to the Trust of proposed accounting policies and changes in those policies
- The GMCT's process for monitoring compliance with laws and regulations and its own Code of Conduct and Code of Financial Practice
The internal and external auditors meet with the Audit & Risk Management Committee 4 times during the year and are invited to meet the Committee without management being present
Community Advisory Committee (CAC)
The CAC comprises three Members of Trust and up to six Community Representatives. The purpose of the Community Advisory Committee is to consider any matters that are referred to it by the Trust and to raise with the Trust any issues of concern or matters of interest to the community regarding the cemetery or crematoria services provided by the Trust.
The Objectives of the CAC are:
- To involve the community and consumers in the decision-making process regarding cemetery and crematoria service planning and delivery
- To advise the GMCT through recommendations and suggestions regarding appropriate strategies for effective consumer and community engagement
The Responsibilities of the CAC are:
- To raise with the Trust any issues of concern or matters of interest to the community regarding the cemetery or crematoria services provided by the Trust
- Advise the GMCT on strategies to enhance and promote consumer and community participation, assisting the GMCT in carrying out its responsibilities and commitments, as they relate to consumer and community participation and its impact on service outcomes
- Develop a Community Engagement Plan for consideration by the Trust, and monitor the implementation and effectiveness of the approved Plan
Executive Performance and Remuneration Committee (EPRC)
The role of the EPRC is to provide advice and direction to the Trust on such matters as the overall performance and remuneration of executives, through regular reviews, and the individual remuneration packages of the Chief Executive Officer, the direct reports to the Chief Executive Officer (CEO), and other executive positions as defined, from time to time, by the applicable government policies. The committee ensures executive remuneration packages appropriately reflect competence and performance and comply with the applicable Victorian Government policies, guidelines and directives.
Accountability and Audit
The Victorian Auditor-General's Office (VAGO) is responsible for the audit of the records and Financial Statements of the Trust. VAGO has appointed RSM Bird Cameron as its agent for The GMCT audit for the period 2014-2016. The Audit & Risk Management Committee meets with the External Auditors during the year to:
- Discuss the external audit and internal audit plans, identifying any significant changes in structure, operations, internal controls or accounting policies likely to impact the Financial Statements
- Review the results and findings of the auditor, the adequacy of accounting and financial controls, and monitor the implementation of any recommendations made
- Finalise annual reporting, review the preliminary financial report prior to sign-off and any significant adjustments required as a result of the auditor's findings
Internal Control Framework
The GMCT is responsible for the overall internal control framework and for reviewing its effectiveness but recognises that no cost-effective internal control system will preclude all errors and irregularities. The systems are intended to provide appropriate assurance on:
- Accuracy and completeness of financial reporting
- Safeguarding of assets
- Maintenance of proper accounting records
- Compliance with applicable legislation, regulation and best practice
- Identification and mitigation of business risks
The key features of the control environment include the Charters and Terms of Reference for the GMCT and each of its Committees, a clear organisational structure with documented delegation of authority from the Trust to executive management and defined procedures for the approval of major transactions and capital expenditure.
Internal Audit and Risk Management
The Trust has appointed independent firm, HLB Mann Judd as internal auditor to conduct internal audits in accordance with a risk-based Internal Audit plan. This plan is reviewed and approved annually by the Audit & Risk Management Committee. All audit reports are reviewed by the Audit & Risk Management Committee and reported to Trust. The risk management methodology in place is based on Australian and New Zealand Risk Management Standards. A key component of the strategic risk management planning and operational reviews is the identification and evaluation of potential business risks.
Business Risk Management
GMCT has in place a system of business risk management that forms part of the business planning and monitoring process across all faculties and business units. Each business unit is responsible for assessing and updating its risk profiles, including related mitigation programs. The Audit & Risk Management Committee reports on the status of business risks. Each year a full risk assessment and mitigation plan is prepared and endorsed by the Board. The risk assessment process includes input from the Board, executive and management across the business. The committee receives regular updates on the status of key business risks.
The Trust approved Code of Conduct sets out clearly the ethical standards that are expected of all Members of Trust, managers and employees in their dealings with the community, suppliers and each other. Any action or omission that contravenes the Code of Conduct constitutes misconduct and is subject to counselling or disciplinary action appropriate to the circumstances. All Members of Trust, managers and employees must avoid conflicts as well as the appearance of conflicts between personal interests and the interests of GMCT. The reporting of fraud and other inappropriate activity is encouraged by GMCT and management via a formal, confidential reporting system and other internal processes. These processes ensure that people making a report are protected from any discrimination or intimidation.