Our Corporate Governance

Functions of the icare Board

icare is a NSW Government Agency constituted under Section 4 of the State Insurance Care Governance Act 2015 (SICG Act) and is located within the NSW Treasury Cluster.

All decisions relating to the functions of icare are to be made by or under the authority of the icare Board. Any act, matter or thing done in the name of, or on behalf of, icare by or under the authority of the icare Board is taken to have been done by icare.

The icare Board has the following functions—

(a) to give the Minister any information relating to the activities of icare that the Minister requests,

(b) to keep the Minister informed of the general conduct of icare’s activities and of any significant development in icare’s activities,

(c) to determine general policies for icare and to give directions to the chief executive of icare in relation to icare’s activities,

(d) such other functions as are conferred or imposed on it by or under this or any other Act or law.

Our Board of Directors

NSW Treasury provides advice to the Minister on board appointments. TPG23-06 Board Appointments for State Owned Corporations and Other Commercial Government Businesses provides a framework for the board appointment process including guidelines to provide clarity for stakeholders and board candidates.

Additionally, TPG23-22 icare nominee director guidelines sets out the eligibility criteria and process for nominations and appointments relating to icare nominee board appointments.

The icare Board is to consist of the following directors –

(a) the Secretary of the Treasury, or an officer of the Treasury nominated by the Secretary of the Treasury to represent the Secretary,

(b) the following directors appointed by the Minister (the appointed directors)—

(i) 1 director nominated by an employee body,

(ii) 1 director nominated by an employer body,

(iii) up to 6 other directors.

The appointed directors are to be persons who, in the opinion of the Minister, together have skills and experience relevant to the administration of State insurance and care schemes and that will assist icare in exercising its functions.

Board Governance

The Board has adopted a charter which builds on the SICG Act. The Charter is reviewed biennially to ensure it remains consistent with icare’s objectives and best-practice corporate governance.

The Board has established four committees to assist it with its oversight and governance responsibilities. These are currently the, People and Remuneration Committee, the Board Audit Committee and the Board Risk Committee, each chaired by a Director of the Board. The Committees have each established charters that outline their purpose and role.

Commercial Policy Framework

The NSW Government has a significant investment in a portfolio of Government businesses and the NSW Treasury seeks to ensure that this investment is managed efficiently and effectively.

The Commercial Policy Framework is the suite of Treasury policies that apply to Government businesses. It includes policies related to the commercial circumstances of these Government businesses and also aims to replicate in Government businesses the disciplines and incentives that lead private sector businesses towards efficient commercial practices. Some of these policies apply to icare and can be viewed using the NSW Treasury link below.

View the NSW Treasury commercial policy framework

Board communiqués

Each communiqué outlines key decisions and matters discussed in the Board meeting.

  • March 2025

    The Board met on Monday 31 March 2025 at our Kent Street Offices and it was here that we welcomed Geniere Aplin as the new Chief Executive of icare.

    Geniere is a highly experienced leader with over 25 years of experience in insurance, financial services and the public sector. Her mandate is to continue driving icare’s transformation to improve outcomes for injured workers and all scheme participants, while building long-term financial sustainability. We look forward to working with Geniere.

    The Board thanked Stuart Farquharson for leading the organisation as interim Chief Executive while the recruitment process was completed.

    In terms of the agenda of the day, the Board made several key decisions at this meeting, including the approval of the Guidewire Cloud Upgrade Program and Business Case, amendments to the Lifetime Care Guidelines and approval of the Investment Strategy for the Special Liability Insurance Scheme.

    Management took the opportunity to provide updates on key matters through the CEO Report, Work Health & Safety Report and the Chief Risk Officers update.

    The Board also considered the draft budget for FY26-35, the draft Business Plan & Statement of Business Intent.These will be presented to the Board for approval at a future meeting.

  • February 2025

    All our committees met in February to commence the reporting period for the 2025 calendar year. Our Board also met, and welcomed the Treasury Secretary, Michael Coutts-Trotter as the newest member of the Board. Mr Coutts-Trotter’s appointment comes following amendment to the State Insurance and Care Governance Act 2015 (SICG Act) to;

    • remove the Chief Executive from the board of directors of icare and as a Managing Director
    • appoint the Treasury Secretary, or a nominated Treasury delegate, to the icare board
    • require Ministerial approval for the appointment of a Chief Executive by the icare board; and
    • require the tabling of the icare annual statement of business intent in Parliament from 1 January 2025 onwards.

    These amendments provide for improved governance arrangements and transparency in relation to icare.

    The SICG Act also allows the board to establish committees to give advice and assistance to the board in connection with any matter or function of the board. The board has established several committees and from time to time, reviews their structure and composition for effectiveness. At this meeting, the board considered its committee structure, appointed or re-appointed members to committees and approved their respective charters. The approved charters are available on the icare website, under the corporate governance heading.

    Some of the key matters on our agenda for decision included the premium filing with SIRA for the Nominal Insurer, approval of the Dust Diseases Contribution and the Reinsurance Management Strategy for FY25/16. The board also approved several policies.

    The Board received updates from Management through the Work Health and Safety Due Diligence Report, the Chief Executive Report, Actuarial Monitoring Report, Chief Risk Officer’s Report and the Chief Financial Officer’s Report. We also received an update on the performance of the Nominal Insurer Claims Model against its original objectives.

    Promontory presented their Program Closure Memo (final report) as Independent Reviewer oficare’s activities on the Improvement Program, recognising that the Improvement Program represented a significant undertaking by icare, addressing 107 Recommendations and 63 initiatives across two Sub-Programs. All 107 Recommendations are now complete, and Promontory congratulated icare on achieving this significant milestone.

    The Board thanked Promontory for their assurance activities on the Improvement Program.