(1) This Policy is effective from 9 October 2024. (2) This Policy describes how the University will undertake Commercial Activities and establish entities in a manner that: (3) This Policy applies to all Commercial Activities of the University, including the establishment and operation, membership of, or participation in, entities, unless otherwise approved by Council. (4) The University may undertake Commercial Activities consistent with its risk appetite, strategic direction, opportunities, relevant legislation and its objects or functions. (5) The relevant legislation includes the: (6) The Vice-Chancellor has the authority to approve a proposal to engage in any Commercial Activity, including to establish or participate in an Entity and any change to the participation in, or structure of, a Commercial Activity, that is within the general delegated authorities of the Vice-Chancellor as authorised by Council from time to time. Any such approval granted by the Vice-Chancellor must be in accordance with the Ministerial Guidelines. (7) Except for commercial activities covered by clauses (6) and (9), the Vice-Chancellor must refer proposals relating to establishing or participating in a Commercial Activity or an Entity that they endorse, to the Finance and Business Affairs Committee (FBAC). (8) Finance and Business Affairs Committee will evaluate proposals received from the Vice-Chancellor in accordance with clause (7), and make recommendations to the University Council for Council to consider and approve the Commercial Activity. (9) In accordance with the application of 4(k) of the Ministerial Guidelines, commercial activities that meet the following criteria are exempt from the application of the Ministerial Guidelines: (10) The Commercialisation and Commercial Activities Committee may on the recommendation of a member of the Committee, approve the appointment of an individual as a director, shareholder nominee director or representative as required by this Policy or any activity of the University. In determining a suitable appointment, the Commercialisation and Commercial Activities Committee will consider the entity board’s skill matrix, current board members and the diversity of Deakin’s representatives. (11) For interim periods where Deakin does not have a nominated Director, the Commercialisation and Commercial Activities Committee may nominate a staff member to attend a Board meeting in an observer capacity on behalf of the University. (12) To be eligible for appointment as a director, shareholder nominee director or observer individuals must have completed the Australian Institute of Company Directors course and be entitled to use the post nominal "GAICD" (Graduate of the Australian Institute of Company Directors). (13) Directors, shareholder nominee directors and observers appointed by the University must follow the Guide to Deakin University Appointed Directors and should report to Deakin on all aspects in the Guide, including by sharing board minutes. (14) Approval of appointees by the Commercialisation and Commercial Activities Committee will include terms defining the scope and limitation of the appointee’s authority to make decisions on behalf of Deakin (which will not exceed the authority available to that individual under Deakin’s other policies). (15) The directors of a Controlled Entity will oversee its activities, taking into account the Controlled Entities Oversight and Reporting Procedure. (16) Remuneration will be offered to appointees commensurate with the skills and responsibilities required by the entity board and the appointee’s experience. (17) The Office of General Counsel will ensure that the constitution of all new wholly owned entities allows the appointment of shareholder nominee directors. (18) The General Counsel must maintain a register of University Commercial Activities. (19) Finance and Business Affairs Committee is responsible for the oversight and annual review of the financial performance of all Commercial Activities and Entities established or approved under this Policy. (20) Audit and Risk Committee is responsible for the oversight and annual review of the risk management of all Commercial Activities and Entities established or approved under this Policy. (21) The Chief Financial Officer must: (22) The Commercial Activities and Entities Procedure and Controlled Entities Oversight and Reporting Procedure documents how to comply with this Policy. (23) For the purpose of this Policy:Commercial Activities and Entities Policy
Section 1 - Preamble
Section 2 - Purpose
Top of PageSection 3 - Scope
Section 4 - Policy
Relevant legislation
Vice-Chancellor Approvals
Council Approvals
Exempt Commercial Activities
Boards, Directors and Representatives
Monitoring and reporting
Top of Page
Section 5 - Procedure
Section 6 - Definitions
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