Non-Executive Independent Director | WA

Company Overview

The Infrastructure Sustainability Council (ISC) is a member-based, not-for-profit peak body operating in Australia and Aotearoa New Zealand with the purpose of ensuring all infrastructure enables social, cultural, environmental and economic outcomes. We do this in the following ways:

With an Infrastructure Sustainability (IS) rating scheme for planning, design, construction and operations of infrastructure assets
Education, training and capacity building
Connecting suppliers of sustainable products and services with projects through ISupply
Bringing together experts to share knowledge and lift the community of practice

Recognition and rewarding best practice.

Financial information	See latest Annual Financial Statement
Strategic Plan	Final here
Current Board	Our Team (iscouncil.org)
Chairperson	Deborah Spring (Chair: Board)
Key Interactions	Internal: Other ISC Board Directors, the Company Secretary, CEO and the Senior Leadership Team External: Executives of Member base, as well as key sector stakeholders

Responsibilities

As a member of the Board of a charity registered with the Australian Charities and Not-for-profits Commission, you have duties and responsibilities that come with your role. You may also have other obligations and duties under to other government agencies or under other laws.

The ACNC governance standards set core, minimum governance standards that all charities must meet. Governance standard five requires that charities take reasonable steps to make sure that the members of their governing body know and understand their legal duties and carry out their duties. These duties generally require you to be careful and conscientious in your role and to act with common sense and integrity. April 2022 Independent Director WA 2

The duties are:

To act with reasonable care and diligence. You must exercise your powers and duties with the care and diligence that a reasonable person would if they were in your place. To act in good faith in the best interests of the organisation and for a proper purpose. When acting as a board member you must make decisions that are in the best interest of the organisation and to further its charitable purpose.
Not to improperly use information or position. Any special knowledge that you gain as a board member must only be used for the benefit of the organisation and never to further personal or other interests. Similarly, you must not use your position to improperly gain an advantage for yourself or someone else, or cause detriment to the organisation.
To disclose conflicts of interest. If your duty to act in the best interests of the organisation is in conflict with (or may conflict with) your personal interests you must disclose this responsibly.
To ensure that financial affairs are managed responsibly. Ensure that there are systems and processes in place that ensure that the charity’s resources are being effectively put towards the organisation’s charitable purpose and are protected from misuse.
Not to allow the organisation to operate while insolvent. You must ensure that the organisation can pay its debts when they are due or will become due and that it does not continue to operate if it cannot pay its debts.

Knowing and carrying out your duties as a Board member assists the Infrastructure Sustainability Council to carry out its purpose and protects its resources against misuse. You can find more information about the duties of those who manage organisations on the ACNC’s website www.acnc.gov.au) or in the ACNC’s guide Governance for Good.

Qualifications

Desirable:

Relevant Board Qualifications or governance training
Demonstrable working experience
Industry engagement

Competencies – role related:

Governance – includes an understanding of the role as well as the legal, ethical, fiduciary and financial requirements
Strategic expertise – input and review the strategy through constructive questioning and suggestion and contribute to the effective decision making of the board
Accounting and finance – view and comprehend the company’s accounts, financial material presented to the board, financial reporting requirements and some understanding of corporate finance
Legal – oversee compliance with relevant laws as well as understanding of the individual director’s legal duties and responsibilities
Risk management – experience in managing areas of major risk to organisations
Managing people and achieving change – experience in current management thinking on employment and experience in executive remuneration and compensation
Engagement – experience in communications and digital, branding, engagement, media, customer centricity in the NFP sector and strategic stakeholder management
Industry knowledge – experience in infrastructure or an infrastructure-related industry e.g. the transport, energy, built environment sector
Technology – appreciation and experience of the value of data and the organisation’s ability to leverage data.
Change management – understanding of changes in ways of working and implementation of new technologies

Competencies – personal:

Integrity – fulfilling a director’s duties and responsibilities, acting ethically, appropriate independence, putting the organisations interests before personal interests
Collaborative yet curious and courageous – a director must be able to function as an effective team member, but also must have the curiosity to ask questions and the courage to persist in robust discussion with management and fellow board members where necessary
Emotional intelligence – as well as self-awareness and self-management, a director needs to demonstrate empathy manifested through strong interpersonal skills. A director must work well in a group, listen well, be tactful yet able to communicate a cogent and candid viewpoint
Commercial judgement and instinct – a director is required to demonstrate good business instinct and acumen and be able to assimilate and synthesise complex information
An active contributor with genuine interest in the organisation and its business

ISC Values

The ISC Board need to demonstrate the values of the organisation, these being:

Collaborative | Dynamic | Responsible

Remuneration & Benefits

Annual Remuneration	Nil
Term:	3 years
Key Interactions:	Internal: Board Directors, Company Secretary and the CEO.
Travel and Expenses	Travel expenses will be covered in accordance with ISC’s travel policy, for Independent Directors only.
Directors Insurance	Yes, contained in the on-boarding pack.

All candidates will be notified by 15 August 2022 of their next steps following initial screening. Applications and any queries can be directed to the Company Secretary on secretariat@iscouncil.org