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See merger, acquisition, amalgamation
A claim made by one party about something wrong, improper or illegal that has or has not been done by another party.
Misconduct refers to any conduct, of any person, that involves serious or persistent harassment, bullying, fraud, corruption or conflict of interest.
Examples include:
See merger, acquisition, amalgamation
In the context of funded contract management, annual accountability is a mandatory process that ensures funded service providers are accountable for the funding they receive and the services they are contracted to deliver on behalf of the NSW Government.
The annual accountability process requires service providers to submit information to DCJ to verify that they:
The process is also used by DCJ to ensure service providers have relevant practices in place to minimise the risk of instability to, or interruption of the services agreed in the contract.
There are separate requirements for reporting annual accountability at the corporate and contract levels.
See corporate-level accountability and contract-level-accountability.
For DCJ contract managers, the annual accountability process is in two parts:
During Part 1, contract managers formally check and accept the accountability information provided by service providers.
Note that ‘accepting’ annual accountability submissions does not mean DCJ agrees with them. It means that DCJ acknowledges the submission has been received, and that Part 1 has been completed.
This information is then used as part of the assessment conducted during Part 2 of the process, which is completed immediately following Part 1.
Service providers may be contacted to provide information about their annual accountability submissions during one or both parts of the DCJ review and assessment process.
The annual accountability focus areas address various aspects of governance, financial management and/or service delivery, to ensure funded service providers have sound governance, financial and service system controls in place, for stable and uninterrupted delivery of services.
The focus areas form part of the requirements for reporting annual accountability – corporate level.
The focus areas change from year to year, based on:
Part 2 of the annual accountability process for DCJ contract managers, the annual performance and risk assessments are used to:
A change in the direct or indirect beneficial ownership or control of an organisation; for example, a merger, acquisition or amalgamation.
An approach that puts clients and outcomes at the centre of service delivery. It leverages the strengths of the partnerships between government, non-government and private organisations to deliver the best outcomes for clients.
At DCJ we apply this through five commissioning principles:
The person making a complaint.
The process for managing complaints.
Complaints are managed in accordance with the NSW Ombudsman’s Complaint Management Framework (June 2015) and complaint handling model policy, which conform to the Australian and New Zealand Standard Guidelines for complaint management in organizations (AS/NZS 10002:2014).
DCJ is committed to implementing the NSW Ombudsman commitments to effective complaints handling through its policies, procedures and practices. The commitments acknowledge that everybody has the right to complain, and are centred on respectful treatment, information and accessibility, good communication, taking ownership, timeliness and transparency.
The legally binding agreement between DCJ and a service provider to deliver funded services.
In both cases, the two documents form the contract and must be read in conjunction with each other.
Contract-level accountability requires service providers to report income and expenditure against DCJ funding, declare unspent funds, and certify they met the financial responsibilities and contractual obligations for the reported financial year.
The person who has a principal role in managing our relationship with service providers. They manage the contract by:
to ensure services are provided as agreed in the contract.
The role requires working closely with lead contract managers and line managers.
When we refer to ‘contract managers’, lead contract managers are included.
An expression of dissatisfaction made to DCJ, about DCJ or a service provider, in relation to its staff, services or handling of complaints, where a response or resolution is explicitly or implicitly expected or is legally required.*
Contracting complaints relate to matters concerning funded contract management. This includes:
A DCJ contracting complaint is not a matter that relates to services funded by another agency or that has another specific process for its management. The following are not treated as contracting complaints:
* This definition is adapted from the definition of a complaint in AS/NZS 100002:2014, and is based on and the definition used in the DCJ Complaints and Feedback Management Policy (PDF, 645.0 KB).
A matter which either:
Contracting issues relate to matters concerning funded contract management, and include allegations of misconduct, contracting complaints and disputes.
The following matters are not contracting issues:
Corporate-level accountability requires service providers to report financial health at the whole-of-organisation level, and declare compliance with their ongoing responsibilities and contractual obligations.
A matter raised by invoking the dispute resolution clause in the contract.
See contracting issue.
An organisation contracted by DCJ to deliver funded services on behalf of the NSW Government.
Also referred to as ‘service provider’ and 'funded service provider'.
DCJ-funded service providers include:
The efficient and effective management of funds, which includes careful planning, directing, control and reporting of the financial resources of an organisation.
'Funded contract management' refers to the systems and processes that support the way DCJ manages its contracts with funded service providers.
The objective is to enable both parties to work together to deliver quality services and achieve the outcomes agreed in contracts.
The systems and processes ensure contracts are managed positively and effectively, using a strengths-based approach to work with service providers so that:
Note that these processes differ with those used to manage goods and services contracts.
The mechanism for documenting and describing how DCJ delivers funded contract management.
The framework specifies the requirements for the funded contract management processes. This ensures service providers and DCJ staff have a common understanding of each other’s roles and responsibilities, as well as the activities to be carried out.
Sets out:
The Funding Deed must be read in conjunction with the relevant Program Level Agreement (PDF, 984.2 KB).
Activities for which DCJ pays another organisation to deliver on behalf of the NSW Government.
The fee DCJ pays to deliver the funded services agreed in the contract with a service provider.
The system of rules, practices and processes by which an organisation is directed and controlled.
The board, management committee or similar body responsible for governing an organisation.
From 1 August 2017, following Procurement Board Direction PBD-2017-01 Procuring human services from NGOs, DCJ is required to use the NSW Human Services Agreement when procuring human services.
‘Human services’ means programs, facilities or services provided to meet the health, welfare and social needs of individuals, families and communities.
The HSA comprises two parts, which must be read in conjunction with each other:
DCJ is gradually moving to the HSA. Existing contracts are not affected. DCJ will implement HSAs as existing contracts expire.
See contracting issue.
A mechanism for collaboration and service delivery between organisations in the sector, whether or not the organisations are contracted by the department.
The purpose of the arrangement may be anything from an informal alliance for sharing information, through to a consortium established to tender for a project or services.
There are different approaches to working together, with different levels of collaboration. The nature of the arrangement depends on the needs of each of the organisations involved and, if contracted by the department, the outcomes to be achieved for our clients.
This person has an important role as the key representative of the corporate relationship with a service provider.
When a service provider holds multiple contracts with us, or one contract over multiple districts, the lead unit (district or central office unit) assigns the lead contract manager. Both the lead unit and lead contract manager have corporate-level responsibilities for the service provider. However, lead contract managers do not necessarily participate in the formal approval process for all submissions relating to a service provider.
Lead contract managers are responsible for establishing a good working relationship with a service provider’s management team, and for being aware of the overall funding arrangements and performance of each of their services across applicable districts and central office units.
The role requires working closely with contract managers and line managers.
The district or central office directorate responsible for managing the corporate relationship with the service provider.
The person who supervises contract managers.
Line managers may be a grade 9/10, a manager or a director. They provide support and assistance to contract managers in relation to their day-to-day work.
Line managers are the first point of escalation if there are any issues with the contract.
For DCJ purposes, when we refer to ‘management and administration fees’ we mean all indirect costs incurred by a service provider in support of delivering the services agreed in the contract with DCJ.
Indirect costs are comprised of all management, administrative, fixed and variable overhead costs.
Management and administration fees are reported as expenses, separately for each contract held with DCJ, as part of contract-level accountability.
‘Merger’, ‘acquisition’ and ‘amalgamation’ are terms used to describe the transaction whereby two or more organisations combine their operations. However, they’re not legal terms with a precise or technical meaning. In fact, different people may use different terms to describe the same transaction.
Regardless of the term used, these transactions involve a change of control.
Some examples of a change of control involving a merger, acquisition or amalgamation are:
A cooperative approach between agencies, authorities, services and others throughout the commissioning cycle to ensure the collaborative design and delivery of tailored service responses that improve outcomes for clients
How well a service provider is delivering the outcomes agreed in their contract with DCJ.
In a broader sense, ‘performance’ also refers to a service provider’s ongoing capacity and capability to deliver stable, uninterrupted services, at the level of quality specified in the relevant Program Guidelines.
A PIP is formal agreement between DCJ and a service provider, jointly developed to identify the actions the service provider will be required to undertake to resolve issues within an agreed timeframe.
At the contract manager’s discretion, and in consultation with the service provider, a PIP is developed and implemented to address either:
A PIP is mandatory to address either:
The need to develop and implement a PIP indicates to DCJ that a service provider has significant issues which pose a very high risk to funded service delivery.
The ongoing interaction between DCJ contract managers and service providers to ensure that funded services are being delivered as agreed and that risk to service delivery is being managed.
The DCJ unit responsible for managing a program and the budget for that program.
Describe how funding programs are to be implemented in NSW. The guidelines ensure that the purpose, parameters and deliverables of the program are clearly articulated, enabling both DCJ and service providers to be clear about what is being funded and why.
Outlines the services to be provided by a service provider for a program. A service provider may provide services under multiple PLAs.
The PLA does not provide the full detail of performance measures that service providers are expected to achieve. The document states that services must be delivered in accordance with the:
Schedules to the PLA differ between programs, and may include:
The person who heads the area responsible for a program.
This is a role, not a position title.
As defined by ISO 31000, the international standard for risk management, risk is ‘the effect of uncertainty on objectives’. In other words, risk is something that has the potential for positive or negative consequences on objectives.
In the context of funded contract management, a risk is a potential situation, circumstance or event which would adversely affect the ability to achieve better outcomes for clients.
A risk may occur at any future time, but it is not a certainty. It would arise as a consequence of a situation or weakness which can be identified now.
An SDP is formal agreement between DCJ and a service provider, jointly developed to identify the actions the service provider must take to resolve issues or make service improvements within an agreed timeframe.
At the contract manager’s discretion, and in consultation with the service provider, an SDP is developed and implemented to address any of the following:
An SDP is mandatory to address an annual performance and risk assessment that rates ‘high’ overall.
The quantitative and qualitative measures service providers are required to fulfil to meet their contractual requirements.
If included as a schedule to a Program Level Agreement:
Note that with the introduction of the HSA, service delivery schedules will form part of the schedule to that contract.
Any individual, group or organisation external to DCJ that contributes to designing services.
Our service partners include:
For DCJ purposes, subcontracting is when a service provider uses the department’s funds to pay a third party — whether an organisation or an individual — to fulfil part or all of the services we have contracted the service provider to deliver.
There are three arrangements we consider to be subcontracting:
In a subcontracting arrangement, the third party is referred to as a ‘subcontractor’.
Some typical examples of circumstances which are not subcontracting are when a service provider:
In all other cases, if a service provider pays a third party to fulfil any part of the service delivery obligations under the contract with us, it is subcontracting. This includes paying a third party to deliver health services that are within the scope of the services for a child or young person’s therapeutic care.
All employees, contractors and agency personnel working for an organisation.
Unspent funds include funds that:
A person who provides information and exposes corrupt conduct within an organisation in the hope of stopping it.
Whistleblowing plays a crucial role in managing risk and cultivating an ethical culture, and is an effective way of uncovering potential fraud and corruption.
09 May 2024