AR 2013-14 Governance and Organisational Structure

4.1 Our Governance

CenITex is governed by accountability frameworks that bring clarity to our decision making.

As we provide commercially oriented ICT services, we recognise that our relationship with our customers must be based on sound, commercially oriented arrangements. Our service-level agreements and memoranda of understanding are underpinned by a Customer Service Catalogue and transparent prices.

The formal governance role is assigned to the CenITex board, comprising Randall Straw as chairman, Dr Richard Tait, Conrad Harvey and Johanna Barker. 
Operational responsibility is assigned to the CenITex Executive Leadership Team. These roles are supported by a number of operational and advisory groups, some of which have departmental representation.

During the financial year 1 July 2013 to 30 June 2014 persons who held the positions of Minister and accountable officer responsible for CenITex were:

  • The Minister for Technology, the Hon. Gordon Rich-Phillips MLC.
  • Chief Executive, Michael Vanderheide.

4.2 Relationship to the Minister

The Victorian Government Minister responsible for CenITex is the Minister for Technology.

It is the responsibility of the board to advise the Minister directly in relation to all matters falling within the Minister’s areas of responsibility as they relate to CenITex.

4.3 Board of Directors

The Chairman of CenITex is Randall Straw, appointed to the board on 17 December 2013 for two years and appointed Chair on 9 April 2014. He has over 30 years’ experience in government ICT, formerly serving as Deputy Secretary of Innovation and Technology at the then-Department of Business and Innovation and prior to that as Executive Director Multimedia Victoria and a range of other ICT and technology related positions. He has extensive knowledge of and experience in the management of large scale ICT and technology related reform projects in government. 

Dr Richard Tait, appointed to the board on 17 December 2013 for two years, is one of Australia’s most experienced information technology executives, having served in a range of strategically important Chief Technologist and Chief Information Officer roles, including Goldman Sachs JB Were and the ANZ Bank. He is a recognised authority on the delivery of major transformation programs and risk management. He is Managing Director and principal consultant of Aquitaine Consulting. 

Conrad Harvey, appointed to the board on 17 December 2013 for two years, brings a wealth of experience in the innovative use of ICT in service delivery. He is currently Group General Manager of Coles, where he has led the transformation of service delivery through information technology and digital delivery channels. Conrad is also a member of the Victorian ICT Advisory Committee, where his strategic insights and industry knowledge are highly valued.

Johanna Barker, appointed to the board on 8 April 2014 for 21 months, has extensive corporate, banking and IT management experience, in particular in the establishment and management of shared services. Johanna (Joh) is a former executive manager of the ANZ Bank and has held senior finance, IT and business positions at SMS Ltd and IBM. She is also a former member of the Victorian Government Shared Services Advisory Board.

Former Board of Directors
Grant Hehir (Chair, resigned from the board effective as of 9 October 2013).

Grantly Mailes (appointed Chair on 9 October 2013 with a further three month appointment that commenced on 9 January 2014 and concluded on 9 April 2014).

Board meetings
There were 10 board meetings during 2013–14.

Director Number of meetings attended Number of meetings eligible to attend
Grant Hehir (Chairman) 2 2
Grantly Mailes (Chairman) 5 5
Randall Straw (Chairman) 6 6
Dr Richard Tait 6 6
Conrad Harvey 4 6
Johanna Barker 3 3

4.3.1 CenITex governance – committees

Audit and Risk Committee
The Audit and Risk Committee is a standing committee reporting to the CenITex board. Its purpose is to assist the board to fulfil responsibilities relating to:

  • the integrity and quality of CenITex’s financial reporting and disclosures
  • the adequacy of internal control framework that CenITex uses to identify and manage key business, financial, fraud and regulatory risks
  • the external auditor’s annual audit of CenITex’s financial statements
  • CenITex’s compliance with relevant laws, regulations, standards and codes
  • The Audit and Risk Committee consists of four non-executive members who are independent of CenITex management.

Audit and Risk Committee membership

  • Graeme Bowker (Chair, resigned after 16 August 2013 meeting)
  • Sue Carter (Chair, joined immediately before 16 August 2013 meeting and ceased as Chair at 14 April 2014 meeting)
  • Dr Richard Tait (Chair, joined immediately before 20 January 2014 meeting, and commenced as Chair at 14 April 2014 meeting) 
  • Peter Goddard 
  • John Craven 

Audit and Risk Committee meetings
There were four meetings during the year.

Remuneration Committee 
The Remuneration Committee is a standing committee of the CenITex board. The primary role of the committee includes establishing and maintaining the Remuneration and Employment Policy, providing recommendations for the annual remuneration review, remuneration compliance and selection, and appointment of the CenITex Chief Executive. Membership of the Remuneration Committee includes board representation.

Remuneration Committee membership
Grant Hehir (Chair, resigned from the Committee on 25 October 2013)
Grantly Mailes (Chair, appointed to the Committee on 9 October 2013 and concluded on 9 April 2014)
Randall Straw (Chair, appointed to the Committee on 17 December 2013 and as Chair on 6 February 2014)

Remuneration Committee meetings 
There were two meetings during the year.

4.4 Organisational Structure

CenITex is arranged in five key streams:

  1. Customer Engagement
  2. Project Delivery and Architecture
  3. Service Operations
  4. Strategy Coordination
  5. Corporate Support.

The five stream leaders, the chief financial officer and the manager of organisational change make up the Executive Leadership Team (ELT), together with the Chief Executive, to whom the members report. 

A forum known as the CenITex Leadership Group is made up of ELT members and their direct reports who are also senior managers. It meets monthly to review and discuss key performance and strategic issues and lead key organisation-wide initiatives. 

4.5 Executive Leadership Team Key Roles and Responsibilities

Chief Executive – Michael Vanderheide

  • Advises the board on establishment and implementation of a strategy for CenITex and delivers the agreed strategy.
  • Ensures that the necessary people, processes and systems are in place to deliver infrastructure, network, operating system projects and upgrades across the customer departments.
  • Engages with senior customer stakeholders and industry representatives.
  • Provides leadership to the CenITex organisation and builds a constructive and service-oriented culture.

Director Customer Engagement – Bill Diamond

  • Serves as the key interface between CenITex and its customers.
  • Responsible for account management, service level agreements, service catalogue and customer communications.
  • Responsible for service desk, request fulfilment, and incident and problem management services. (Responsibility for service desk moved to Service Operations in May 2014).

Director Project Delivery and Architecture – Edel David (Acting Director, resigned effective on 16 May 2014)
Project Delivery and Architecture is now part of Service Operations under Service Transition and Improvement Services as a result of the Resourcing Initiative implemented in June 2014.

  • Serves as the key project interface between CenITex and our customers.
  • Provides program and project support management for customer and internal business projects.
  • Includes the project management office, and architecture and design function.

Director Service Operations – Peter Bon
Coordinates and carries out day-to-day activities to deliver and manage services to agreed levels, including:

  • infrastructure services
  • workplace services
  • technical support services
  • operational security
  • service acceptance and improvement.

Director Strategy Coordination – Mike Delaney

  • Coordinates and manages business strategy, business trends and strategic research.
  • Manages corporate communications and liaison.
  • Provides business and customer reporting.
  • Provides board support, legal services, and risk and compliance services.

Director Corporate Support – Isabel Frederick (appointed Program Director for Program Evolve in June 2013). Andrew Prestage (Acting Director from June 2013 until he resigned from CenITex effective on 30 April 2014). 
Partners with the business to achieve organisational objectives through the effective management of:

  • human resources
  • finance
  • procurement
  • information and systems.

Chief Financial Officer – Catherine Ho
Responsible for:

  • financial analysis and reporting
  • cash management
  • asset management
  • budgeting and financial modelling
  • accommodation services.

Manager Organisational Change – Julie-Ann Zajac
Responsible for:

  • leading the development of a performance-driven culture, including strategies that reinforce CenITex values and behavioural expectations
  • developing and implementing appropriate employee engagement strategies and measurement tools
  • working closely with other departments to ensure alignment between organisational change strategies and specific initiatives.