Call for Nominations – 2025 Directors of HeartKids Limited
ABN 22 613 854 336
Background
Nominations are called for Directors of HeartKids Limited in accordance with the company’s Constitution.
The Board of HeartKids consists of at least nine and not more than twelve Directors.
Under clause 3.5 (a), each Director must retire from office at the conclusion of the term for which they have been appointed or the third annual general meeting following his or her appointment as a Director. If eligible, any director may be re-appointed for a further term.
The current Board consists of ten Directors. Three Directors are seeking re-appointment for a further term.
In accordance with clause 3.4 (d), where a vacancy arises for one or more Directors, the Board must submit a request to the Nominations and Remuneration Committee to: (i) call for nominations from the Associate Members; and (ii) notify the persons recommended for appointment.
In accordance with clause 3.2 (b), taking into consideration the recommendations of the Nominations and Remuneration Committee, the Board may appoint Directors for up to three years.
Director Qualifications
Directors are Ordinary Members (clause 2.2 (a) (i) and (b) of the Constitution.
Under clause 3.3 (a), a person is qualified for appointment as a Director only if the person has qualifications or experience in at least one of the following areas:
(i) CHD clinical practical;
(ii) CHD support or services;
(iii) research or education;
(iv) fundraising or community engagement;
(v) financial management;
(vi) advocacy;
(vii) corporate governance;
(viii) business or law; or
(ix) any other skill considered necessary by the Board to add value to the Board.
Clause 3.3 of the Constitution also stipulates:
(b) Neither the auditor of the Company nor any partner, director or employee of the auditor is eligible to act as a Director.
(c) At least three Directors must be Heart Kids, Heart Kid parents or Heart Angel parents, who have attained the age of 18 years.
(d) The Board must ensure that the Directors are collectively geographically diverse (in Australia) with a least one Director from each of the following regions: NSW | ACT; QLD; SA | NT; VIC | TAS; and WA.
Responsibilities of the Board of Directors
Directors have statutory responsibilities as contained in the Corporations Act 2001 and the Australian Charities and Not-for-profits Commission Act 2012.
The purpose of the board of Directors is to advise, govern, oversee policy and direction, and assist with the leadership and general promotion of the objects of HeartKids Limited.
While the Chief Executive Officer (CEO) leads day-to-day operations, the Board-CEO relationship is a partnership and the appropriate involvement of the Board of Directors is both critical and expected.
Essential Skills
The Nominations and Remuneration Committee advises the following generic skills are required of all candidates:
Strategy: Ability to think strategically, critically assess strategic opportunities and threats and shape the strategic directions of HeartKids in the context of the purpose and objects of HeartKids and relevant national policies and priorities
Policy development: Ability to identify key issues for HeartKids and develop appropriate policies to define parameters within which the company should operate
Finance performance: Ability to read, understand and critically analyse financial statements and reports
Risk and compliance oversight: Ability to identify key risk to HeartKids in a wide range of areas including legal and regulatory compliance and monitor risk and compliance frameworks and systems
Corporate governance: Knowledge and experience in best practice corporate governance, structures, policies and processes
Community and stakeholder engagement: High level reputation and networks in the community to raise awareness and generate funding
Clinical and or consumer experience: Exposure to childhood heart disease either as a person directly impacted or a family member and or a clinician or researcher in childhood heart disease, chronic health conditions or population health strategies
Desirable skills and diversity
HeartKids is actively seeking an Indigenous Voice on the Board.
Experience in social science and/or service delivery is highly desirable.
Experience in company secretarial duties, digital transformation, fundraising, well networked in corporate or government circles would also add value to the Board.
Nominations Timeline
Call for nominations
Monday 8 September
Nominations close
Friday 26 September 2025 at 5.00pm AEST
Nominee assessment
Week commencing: Monday 29 September 2025
Nominations and Remuneration Committee recommendation to the HeartKids Board
Weeks commencing 13 – 20 October 2025
How to apply
Please complete the Nomination Form and ACNC Responsible Entity Declaration Form, and send these forms, together with a covering letter and your current curriculum vitae, to:
Ms Simone Wright
Chair of Remuneration and Nominations Committee, HeartKids,
C/O rohan.geddes@heartkids.org.au
