CleanCo was established as a government owned corporation (GOC) in December 2018 under the Government Owned Corporations Act 1993 (Qld). CleanCo is incorporated as a public company registered under, and subject to, the Corporations Act 2001 (Cth).
Shares in CleanCo are held by two shareholding Ministers on behalf of the State of Queensland:
As a GOC, we are committed to acting in accordance with the highest ethical and governance standards. Our governance framework sets out how we conduct our business and fulfill our responsibilities and we are currently putting in place the policies and procedures required to establish best practice governance.
The CleanCo Board is committed to the highest ethical and governance standards and to act in the best interests of its stakeholders. CleanCo’s corporate governance approach is a critical foundation to success.
Our governance arrangements align with the Queensland Government’s Corporate Governance Guidelines for Government Owned Corporations (“the Guidelines”). We are committed to full implementation of the Guidelines and have incorporated recommendations appropriate to our organisational maturity.
Details of how CleanCo has adopted each of the principles outlined in the Guidelines in its corporate governance practices and policies is set out below.
The Board’s ultimate responsibility is the provision of leadership to protect the current value of CleanCo and create longer-term value. This is outlined in the Board Charter (PDF 237KB), which defines the roles and responsibilities of the Board and its Directors.
The Board has established three committees:
The CleanCo Board is comprised of seven independent, non-executive directors who have been appointed to the Board of CleanCo by the Governor-in-Council under the GOC act. The Board regularly assesses the independence of directors, and all actual, potential, or perceived conflicts of interests are assessed and managed in accordance with our Conflict of Interest Policy (PDF 199KB).
The CleanCo Board Charter (PDF 232KB) requires the Board to conduct an annual self-evaluation of its performance and independent assessments are undertaken every three years. The results of the external independent Board evaluation will be provided to shareholding ministers.
CleanCo evaluates Board performance through annual self‑assessments, triennial independent external reviews, continuous improvement discussions and Board meeting evaluations at each meeting. CleanCo also has oversight of committee performance via charter compliance and meeting attendance, while supporting director capability through a robust induction process, ongoing education opportunities and regular independence/conflict reviews. Further details and recent performance results can be found here Publications and Reports | CleanCo Queensland.
CleanCo embodies the highest of standards of conduct and ethical behaviour and decision making through our employee culture and through the following policies applying to all Directors, officers, employees and contractors:
Code of Conduct (PDF 332KB).
Conflict of Interest Policy (PDF 199KB)
Whistleblower and Public Interest Disclosure Policy (PDF 397KB)
Whistleblower and Public Interest Disclosure Procedure (PDF 182KB)
Fraud and Corruption Prevention Policy (PDF 252KB)
Insider Trading Policy
Modern Slavery Policy
At CleanCo we have an external whistleblowing hotline and online service giving our stakeholders an opportunity to speak up about dishonesty, fraud, unsafe environments, unethical and other inappropriate behaviour or misconduct.
The whistleblowing hotline and online service details are:
CleanCo has a number of formal and rigorous processes that independently verify and safeguard the integrity of our financial reporting. Appropriate systems and controls as required by the GOC Act, Corporations Act, Financial Accountability Act 2009 (Qld) and current best-practice are in place. CleanCo’s auditor is the Auditor General of Queensland and we have an Audit and Risk Committee, guided by our Audit and Risk Committee Charter with a minimum of three Board Directors as committee members.
CleanCo is committed to transparency and the proactive, timely and balanced disclosure of information to our stakeholders and the Queensland community. We recognise that, as a Government Owned Corporation, clear and accurate disclosure supports accountability, builds trust, and ensures we meet the high standards expected of publicly owned entities. In line with the Queensland Government’s Corporate Governance Guidelines for GOCs, we ensure that material information about our performance, activities, and governance is communicated openly, accurately and without undue delay.
CleanCo adopts the Queensland Government’s ‘push model’ for information release and maintains a Publication Scheme to make key corporate information routinely and publicly available. This includes corporate documents, governance policies, reports, and other information released under our Right to Information and Release of Information Policy.
We also maintain robust internal processes to support protected disclosures and responsible reporting of wrongdoing under the Whistleblower and Public Interest Disclosure Policy. These processes help ensure concerns are properly assessed, investigated and managed in accordance with disclosure laws.
Through these mechanisms, CleanCo ensures stakeholders can access clear, reliable and timely information that reflects our commitment to openness, ethical conduct and strong governance.
CleanCo provides regular reports to our shareholding Ministers to keep them informed about our business strategy, goals and performance.
These include:
CleanCo is subject to the GOC Release of Information Arrangements. Our Right to Information and Release of Information Policy will demonstrate our compliance with these arrangements.
CleanCo acknowledges that effective and appropriate risk management is essential for building and protecting value, achieving our long term goals and objectives, and supporting strong corporate governance.
CleanCo’s Risk Management Framework is aligned with ISO 31000:2018 and provides a structured and consistent approach to identifying and managing risk across all organisational activities. The Risk Management Framework is overseen by the Board Audit and Risk Committee which reviews and monitors CleanCo’s risk management performance including quarterly reporting, conformance with the Board approved Risk Appetite Statement and annual assurance that the Risk Management Framework is effective and subject to continual improvement. Management reports to the Board on identified risks, control effectiveness, and recommended improvements.
CleanCo risk management practice are further supported by our key governance policies, including the Enterprise Risk Management Policy and Compliance Policy, which provide more detail on how risk and compliance are managed across the organisation.
CleanCo meets requirements for public accountability while satisfying the need to attract and retain high quality employees from competitive labour markets. Directors receive fees as determined by the Governor-in-Council and do not receive performance-based remuneration.
When increasing senior executive remuneration, or awarding performance incentive payments, the Board complies with the Queensland Government’s Policy for Government Owned Corporations Chief and Senior Executive Employment Arrangements – 31 July 2024 and supported by the oversight, review and advisory functions outlined in the People, Health Safety and Environment Committee Charter.