Board's general management duties (s 14): The board is responsible to its Minister for overseeing the corporation and its subsidiaries with the goal of securing continuing performance improvements and protecting the long-term viability of the corporation and the Crown's financial interests. The board must ensure appropriate strategic plans, management structures, financial controls, and ethical standards are maintained. The board must also advise the Minister of material developments affecting the corporation's financial position or operations as soon as practicable.
Directors' duties of care and diligence (s 15): Directors must exercise a reasonable degree of care and diligence. This includes taking reasonable steps to inform themselves about the corporation, taking reasonable steps to obtain sufficient information and advice to make conscientious and informed decisions, and exercising an active discretion in board decisions. The required standard of care takes into account the director's skills, knowledge and acumen and the degree of risk involved.
Culpable negligence (s 15(4)): A director who is culpably negligent in the performance of their functions is guilty of a criminal offence (Division 4 fine). Culpable negligence requires conduct that fell sufficiently short of the standards required by the Act to warrant criminal sanction.
Directors' duty of honesty (s 16): Directors must at all times act honestly in the performance of their functions.
Transactions with directors (s 17): The Act regulates transactions between the corporation and its directors or associates.
Conflict of interest (s 19): Directors must disclose conflicts of interest.
Ministerial direction compliance (Part 2): The corporation's board must comply with directions given by the Minister. The corporation must disclose to the Minister any matter subject to a duty of confidence that the director or corporation believes the Minister needs to know.
Charter and performance statement compliance (Part 3): The corporation must have a charter (s 12) and must prepare performance statements (s 13) in accordance with the Act.
Subsidiary and joint venture Treasurer approval (Part 5): A public corporation must not form a subsidiary, give a guarantee for a subsidiary, or establish a trust scheme, partnership, or joint venture, without the Treasurer's approval (ss 23, 26, 27).