Our Board of Directors
UniSuper is governed by a corporate trustee, UniSuper Limited – whose shareholders are 37 Australian universities. These universities are represented on our Consultative Committee.
UniSuper Limited acts through its Board of Directors, which is accountable to the Fund’s members and participating employers. The Board determines the Fund’s strategic direction and governs its operations to ensure it’s administered in accordance with the Trust Deed (PDF, 846 KB).
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Gregory Mark Armour B Ec (Hons) - Chair
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Peter Warne, BA (Actuarial Studies), FAICD - Director
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Emeritus Professor Sandra Harding AO, BSc (Hons) ANU, MPubAdmin UQ, PhD NCSU, Hon Doc JIU, DUniv QUT, FQA, FAICD, GAIST - Director
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Amy Griffiths, BA, AAICD - Director
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Nicole Gower, BA (LLB) (Hons), GAICD, AMP (Harvard) - DEPUTY CHAIR
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Sarah Roberts, BA LLB (Hons), Master of Public Policy, Grad Dip - Labour Relations Law, GAIST - Director
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Dr Stephen Weller, PHD, MBA, MCOMM, BA, GAICD, GAIST - Director
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Michael McNally, BA (HONS) - Director
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Professor Alec Cameron, BSc BE (Hons) Syd, DPhil Oxon, MS (MgmtTech) NYU-Poly, AMP Harvard - Director
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Professor Hazel Bateman, B Econ (Hons) University of Queensland, PhD UNSW, GAICD - Director
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Rebecca McGrath, BTP (Hons) (UNSW), MAppSc (ProjMgt) (RMIT), FAICD - Director
Structure
Directors
Our 37 shareholder universities appoint 8 directors to the UniSuper Board:
- 2 directors are nominated by Vice Chancellors
- 2 directors are nominated by Consultative Committee members who represent employers
- 1 director is nominated by Consultative Committee members who represent academic staff
- 1 director is nominated by Consultative Committee members who represent professional staff
- 2 directors are nominated by the national unions who represent a significant number of UniSuper members.
Independent directors
Our 8 shareholder-appointed directors appoint:
- 3 independent directors based on their skills, knowledge and experience.
Directors’ independence
UniSuper has specific requirements relating to the Board's independence:
- The UniSuper Constitution requires 8 directors to be nominated with equal numbers representing employers and members. These directors then appoint 3 independent directors. All directors bring knowledge and expertise to the Board and together complement and balance the various interests represented.
- All directors of the Trustee Board are non-executive and independent of management.
- Directors must be free from any interest and any business or other relationship which could, or could reasonably be perceived to, materially interfere with their ability to act in the best interests of the Fund.
Board term
The term of appointment for each director is 3 years. Directors are eligible for re-appointment at the end of each 3-year term.
If a director retires or resigns mid-term, a replacement is appointed in accordance with the constitution to serve the remainder of the term.
The Constitution of UniSuper Limited sets out the process for removing directors from the Board. The process depends on whether the directors represent members and employers or are independent. In general terms:
- The Consultative Committee, or other bodies responsible for their appointment, can recommend the removal of directors representing members or employers
- Independent directors can be removed by a resolution of the directors representing members and employers, subject to law.
Roles and responsibilities
The role of the Board is to:
- govern the operations of UniSuper
- ensure the Fund is administered in accordance with the Trust Deed and our governance guidelines, and
- determine the strategic direction of the Fund.
The responsibilities of the Board include:
- providing guidance and helping to develop and approve UniSuper’s strategic plan
- reviewing and approving business plans, financial plans and the annual budget
- overseeing and monitoring:
- investment policy and performance
- organisational performance and the achievement of UniSuper’s strategic goals and objectives
- our compliance with UniSuper’s Code of Conduct
- progress of major capital expenditures and other significant corporate projects
- UniSuper’s financial performance including approving the annual financial reports and working with our auditors
- the operation of UniSuper’s systems for compliance and risk management reporting
- appointing, assessing and, if necessary, removing the CEO
- ensuring there are effective management processes in place and approving major initiatives, and
- enhancing and protecting UniSuper’s reputation.