Governance Review


There can be no doubt that Minda operates in the most regulated and complex environment in its more than 120-year history. It must comply with a range of complex service and care requirements across the disability and aged care sectors. 

This makes it critical to have modern governance arrangements in place.

In January 2019 the Minda Board engaged independent expertise to conduct a review of Minda’s management and governance frameworks to identify what is needed to align with contemporary ‘best practice’. This decision was supported by the Minda Association at a Special General Meeting in February 2019. 

Members attending the Minda Association mid-year meeting in June 2019 received a briefing on the extensive list of recommendations from that review, with the list of recommendations shown below, along with a number of early achievements. 

Receiving the Governance Report findings marks the start of major change within Minda, and the Board has committed to addressing all the recommendations it contains. In many ways, this requires a ground-up rebuild of the way Minda operates to support people with disability and their families. The challenge will be undertaking this task while still paying homage to the organisation’s history and the significant commitment that continues to be made by front-line staff to the people they support.

While the report sets out a big agenda of work, a number of the recommendations have already been implemented and other initiatives are well-advanced, as shown below.



Purpose and strategy

  • Undertake a strategic review to reassess Minda’s core purpose and align its priorities to its purpose.

Association Rules, structure and membership

  • Minda rules and membership structure should be amended (which will require constitutional amendments) to:

- better represent the interests of all Minda clients
- recognise the complexity of the organisation
- ensure that the Board has the requisite array of skills and experience to oversee the diversity of the organisation
- address inconsistencies and deficiencies in the existing rules
- improve accountability.

Corporate structure

  • Review the current organisation structure of subsidiary Boards (SAGE and Minda Housing) to determine whether this provides the Minda Board with adequate line of sight of activities across Minda, together with the optimal legal, financial and service delivery structure.

Board and governance

  • Board renewal must focus on acquiring and retaining directors with appropriate strategic skills, leadership and experience for Minda’s size and complexity.
  • The Board needs to heighten its focus on oversight of organisational culture to protect vulnerable people.
  • The Board and executive should be required to undertake a regular program of training in clinical governance leadership and governance to protect vulnerable people.
  • Redesign the Board committee structure including terms of reference to improve oversight for clinical governance and risk management.
  • Consider a suitable remuneration structure for the Board and its committees that takes into account the significant time commitment, skills and experience required.

Conduct and compliance

  • Implement a Minda-wide system for identifying and reporting against all compliance obligations.
  • Set clear expectations and hold people accountable for high standards of conduct.

Leadership and accountability

  • Update the management organisational structure to clearly define roles and responsibilities and emphasise a client-centric approach.
  • Invest in increasing management capabilities and expertise, particularly in clinical governance and safety to reduce reliance on external skills and resources.
  • Set clear accountabilities for management with timeframes and deliverables.

Client needs and expectations

  • Prioritise listening to the “voice of the customer”. This should include clear metrics, data and trend analysis as well as planned visits to operations and meetings with clients and families to provide the Board and management with assurance that Minda is meeting its client’s needs.
  • Implement consistent Minda-wide systems and processes to ensure carers are aware of and are able to meet the needs of their clients.
  • Establish an advisory panel of clients and their families to provide advice and feedback to the CEO and Board and represent the voices of the community Minda supports.
  • Develop a suitable Minda-wide complaints system for capturing, recording and addressing client concerns and complaints. The system should include clear accountabilities for timely resolution of issues.
  • Seek regular feedback from clients and family members on service quality.

Clinical governance and service quality

  • The current momentum in improvements in clinical governance at PKC should be leveraged across the rest of Minda.
  • Develop an immediate plan to address known high risks in clinical care and safety across Minda (e.g. staff who have not undertaken essential training or employment screening). The recent positive improvements at PKC demonstrate that with the right focus and leadership this is achievable in a short time frame.
  • The recent establishment of a Clinical Governance Committee (to replace the Service and Quality Committee) by the Board is a positive step forward. It is critical that members of this Committee have requisite skills in service delivery to vulnerable people with complex needs, risk management, quality and safety and reviewing trend data and Key Performance Indicators (KPIs). This committee should report to the Board.
  • Quality, safety and clinical governance should be a priority for all Board members and be given sufficient time and focus on every Board agenda.
  • Develop and implement risk-based clinical governance audits which are reported through the clinical governance committee to the Board.
  • Develop a workforce plan to deliver an improved balance between providing continuity of staff through Minda employees and the flexibility of agency staff.

Risk management

  • Develop a risk appetite statement to explicitly define the Board’s expectations, clarify strategic direction and ensure that management are clear and aligned on risk management.
  • Develop processes to monitor and address issues raised by internal audit, compliance audits, regulators and other sources and ensure that tolerance to overdue items cease.
  • Communicate and embed the new Whistle-blower policy to allow serious matters of concern to be escalated swiftly to the Board.
  • Prioritise the findings from the risk management framework internal audit currently underway to inform improvements required.

People and culture

  • Define the desired Minda culture to clarify expectations of management and staff on behaviours.
  • Review policies, training, performance management, incentives and accountabilities to align to the desired culture. Cease tolerance of behaviours that do not align with Minda’s values.
  • Develop an organisation wide workforce plan to deliver on Minda’s strategic objectives.

Systems and reporting

  • Implement systems and processes to measure productivity, develop appropriate care plans and meet the needs of NDIS clients.
  • Develop improved reporting to the Board which includes data, trends, insights and analysis on a balanced scorecard.

Operating under the NDIS

  • Address critical gaps in operating under the NDIS including measuring productivity, costing services appropriately and catching up on the backlog of claims and billings.

Oversight and accountability

  • Given the scale of reform, a steering committee should have oversight of the progress against the findings and recommendations of this report with appropriate reporting to the Board and the Association membership.



The Minda Board and Executive are getting on with the job of making Minda better, and are working in partnership with clients, families and other stakeholders to make that happen. That is why a number of achievements in support of key recommendations made in the report have already been realised. 

These include (in no priority order):

  1. The Board has returned to full strength following the appointment of several highly skilled and experienced new Directors. In addition, appointments have also been made to Minda’s subsidiary Boards along with additional expertise recruited to specialised Board sub-committees.  
  2. The President and Board Chairman will be elected from within the Board in coming months. In the meantime, an experienced Deputy Chair and Governance Committee will be supported by the recently-appointed Chief Executive Officer to lead Minda.
  3. A very competent and experienced Chief Executive Officer has been appointed, who has already refreshed the Executive team with skilled and experienced professionals to focus on delivering quality outcomes to customers.
  4. A re-designed Executive structure is now in place and includes a dedicated Executive Manager with responsibility for service delivery to Minda customers.
  5. A strengthened complaints and feedback system now includes an independent whistle-blower hotline for customers and staff.
  6. Appointment of a professional clinician to a newly established and strengthened Clinical Governance team will occur shortly. This team will report directly to the Board. In addition, clinical practices – including medication management – are now being reviewed.   
  7. The Board has adopted the Australian Business Framework and will hold Management accountable to Minda-wide rigorous business and service performance measures. 
  8. Mandatory and specialised care training for staff has dramatically increased in the past 3 months, with a special focus on medication competency, manual handling, bullying and harassment.  
  9. The Board has endorsed ABF key result areas centred on people and culture change, systems processes and improvements, quality, governance and risk, operational efficiency, financial performance and customer and market focus. These will form the basis of improvement plans in each of Minda’s services and businesses.
  10. A new risk management framework, which has a focus on service quality, is nearing completion with advice from Deloitte.
  11. Minda Nursing Home now meets all 44 standards of care. This means that all sanctions have lapsed and full accreditation has now been achieved.
  12. Preparatory work by the Board and Executive is now underway in advance of a comprehensive review of Minda’s core purpose and strategic plan to deliver exceptional care and support.
  13. A number of customer and family briefing sessions are planned for July as part of efforts to ensure improved and increased communication, designed to encourage feedback on matters of importance to customers and families.
  14. A strategy and additional resources are in place to reduce time to transition customers into the NDIS, clearing a backlog and ensuring families have greater visibility of their NDIS package.