The Board of an incorporated school must be aware of and adhere to the provisions of the Corporations Act 2001 (Cth).  This Act sets out the obligations of the company and of the members of the Board. 

Download

• AISV's information relating to the legislation governing the legal basis for operation of victorian schools.

5. Primary legislation governing schools

Corporations Act

The following is a list of the main duties imposed on Board Members arising under the Corporations Act (for a summary of what each duty entails, refer to ‘Chapter 10: Legal Obligations and Potential Liability of Board Members’:

• Act with care and diligence (s.180)
• Be informed on matters under discussion (s.180)
• Act in good faith (s.181)
• Act for the proper purpose (s.181)
• Not make improper use of the position on the Board (s.182)
• Not make improper use of information obtained by virtue of the Board position (s.183)
• Ask searching questions (s.189)
• Declare any conflicts of interest (s.191)
• Not use the position for personal gain without informed consent (s.192)
• Ensure that the school remains solvent (s.588G)

“I am on a School Board and I have read the duties imposed by the Corporations Act.  But what do these actually mean for me in practice? What are my responsibilities?”

It is your responsibility to:

Inform yourself of matters under discussion (ignorance is no excuse)

Read the Minutes and ensure they represent a correct record

Ask relevant questions or seek explanations whenever you do not fully appreciate the relevant issues, discussions or resolutions

Ask relevant questions of school officers

Do not ask questions for the sake of it

Understand the material in front of you

Speak your mind and not simply go along with the rest of the Board (be an independent minded team player)

Respect the confidentiality of Board discussions

Seek specialist advice if necessary

Do not use any information obtained by virtue of your position on the Board for any purpose other than for what it is intended (i.e. – not for any personal or pecuniary benefit or for the benefit of any third party)

Declare any potential conflicts of interests

Be assured that the school is able to pay its debts as they fall due.

Boards must also be aware of the legislation, both State and Commonwealth, which governs the legal basis for operation of Victorian Schools.  An overview of this information may be downloaded here.

Governance Guidelines

Across the Board

Purpose

Governance

Applying principles of good governance to schools

Legal status of schools

Primary legislation governing schools

Ancillary legislation

Funding and operating agreement

Structure of the school and delegation of powers

The key roles of the school board and its members

Legal obligations and potential liability of board members

Conflicts of interest

Charter for the school board

Constitution of the board and selection of board members

Orientation and ongoing education for board members

Retention of board members

Succession planning

The key roles of the chair

Legal obligations of the chair

The key roles of the principal

Relationship management

Performance management

Compliance and risk management

Board meetings

Establishing committees on the board

Whistle blowers

Additional resources

Appendix 1 – selection process

Appendix 2 – board skills matrix

Appendix 3 – performance management