1. Governance Principles

1.1 Ethical and Fiduciary Obligations

All directors, management, and employees shall at all times act with the highest degree of integrity and in the best interests of the Company and its stakeholders. This obligation includes the diligent management and disclosure of all actual, potential, or perceived conflicts of interest, and adherence to the ethical standards prescribed by the NDIS Code of Conduct and all relevant industry professional codes.

1.2 Accountability and Disclosure

The Company maintains an obligation to its stakeholders, including clients, investors, and regulatory bodies, to conduct its affairs in a manner that is both accountable and transparent. This includes the timely and accurate disclosure of financial performance, operational activities, and social outcomes.

1.3 Legal and Regulatory Compliance

The Company is committed to strict adherence to all statutory and regulatory requirements pertinent to its operations. Key governing legislation includes:

• Corporations Act 2001 (Ct) This Commonwealth Act provides the overarching legal framework for the Company as a corporate entity, including director duties, financial reporting standards, and corporate administration.
• Australian Consumer Law (Cth). This federal law applies to all commercial dealings, mandating fair trading practices, prohibiting misleading or deceptive conduct, and establishing consumer guarantees. Compliance is mandatory for all real estate and NDIS-related transactions.
• Privacy Act 1988 (Cth). This federal legislation governs the collection, use, and disclosure of personal information, requiring the Company to implement robust data protection measures to safeguard the privacy of clients, participants, and employees.
• Property Occupations Act 2014 (Qld). This Queensland Act is the primary regulatory instrument for the Company’s real estate operations. It sets forth mandatory requirements for agent licensing, conduct, the management of trust accounts, and the disclosure of information to clients.
• National Disability Insurance Scheme Act 2013 (Cth). As a registered NDIS provider, the Company is regulated by this federal Act. Compliance extends to the NDIS Quality and Safeguards Commission Rules, including the NDIS Practice Standards and NDIS Code of Conduct, with specific obligations for Specialist Disability Accommodation (SDA) providers.

2. Board of Directors

2.1 Roles and Responsibilities

The Board of Directors is vested with the authority and responsibility for the overall governance and strategic direction of the Company. Its duties shall include, but not be limited to:

• The determination and approval of the Company’s strategic objectives.
• The oversight of the Company’s financial performance and approval of all financial reporting in accordance with federal law.
• The identification, assessment, and mitigation of enterprise risks, with particular attention to those inherent in the real estate and NDIS sectors.
• The appointment, supervision, and performance review of senior management.
• Ensuring the Company’s operations remain in full compliance with its legal obligations and ethical principles.

2.2 Board Composition

The Board shall be composed of individuals with a diverse and complementary range of skills, qualifications, and experience, including professional expertise in real estate, finance, law, and disability services. This diversity is essential for effective oversight and informed decision-making.

3. Risk Management and Compliance

3.1 Risk Management Framework

The Board shall establish and maintain a comprehensive risk management framework to identify, assess, and mitigate material risks. The framework will include regular reviews of:

• Financial Risk: Including cash flow management, market volatility, and the accurate administration of NDIS funds.
• Operational Risk: Including compliance with trust account management protocols under the Property Occupations Act 2014 (Qld) and NDIS service delivery standards.
• Compliance Risk: Including the monitoring of legislative and regulatory changes in both the real estate and NDIS sectors.
• Reputational Risk: Including the maintenance of the Company’s standing as a trusted and ethical service provider.

3.2 Trust Account Management

All client funds, including sales deposits and rental bonds, shall be held in a segregated trust account in strict compliance with the Property Occupations Act 2014 (Qld). The Board shall ensure that robust internal controls and regular independent audits are conducted to maintain the highest level of financial integrity.

3.3 Conflicts of Interest

All directors and key personnel are required to disclose any actual, potential, or perceived conflicts of interest. The Board shall maintain a register of such interests and follow a formal process for their management in accordance with corporate law and the NDIS Code of Conduct.

4. Community and Social Responsibility

4.1 Integration of Social Objectives

The Company’s commitment to community and social responsibility is a key component of its governance model. The Board shall:

• Establish and monitor measurable social impact objectives alongside financial targets.
• Allocate corporate resources to strategic community initiatives.
• Provide transparent reporting on the social outcomes of the Company’s activities.

4.2 Stakeholder Engagement

The Company shall actively engage with relevant stakeholders, including community groups, not-for-profit organisations, and local government bodies, to ensure that its projects align with and contribute positively to community well-being.

4.3 Indigenous engagement

PRIDESTATE is committed to meaningful engagement with Indigenous communities. The Company will develop and implement a formal Reconciliation Action Plan (RAP) to guide its interactions, employment practices, and project partnerships.

5. Employee Code of Conduct

All employees and contractors are required to adhere to the Company’s Code of Conduct. This document reinforces the principles outlined in this policy. It addresses professional ethics, client confidentiality, and the responsible use of company resources, aligning with both industry-specific and NDIS-specific standards.