Why do we need to do this?
The Uniting Church of Australia Synod of NSW and ACT wishes to incorporate a number of NSW schools, including ours, to realign our governance structures with the modern realities of independent schooling.
Under the current structure, which has not changed since the Church first formed schools in the late 1800s, schools are not legal entities and their property is grouped with other Church assets in a property trust controlled by the Church.
Over the past few years, the College Council has been working with other Uniting Church schools and the Church to find a better structure which matches changes in the law, governance standards, accountability, and the scale and scope of the schools.
Pymble is a sizeable organisation and needs a structure which ensures limited liability; perpetual succession; ownership and control over property; the ability to enter contracts in its own right; and to benefit from the oversight of ASIC (Australian Securities and Investments Commission) and the ACNC (Australian Charities and Not-for-profits Commission).
What will this mean for me and my job?
Nothing will change, apart from the change in the name of your employer.
The entity that currently employs you will cease operating, so you will need to transfer your employment across to the incorporated entity – Pymble Ladies’ College.
There will be no material change to any other terms or conditions of your employment or your role. They will remain the same.
Your prior service with UCA – Pymble Ladies’ College will be recognised by Pymble Ladies’ College for the purposes of all service-related entitlements. This means that all accrued leave benefits (including annual leave, personal/carer’s leave and long service leave) will transfer with you to Pymble Ladies’ College.
What’s the process and what do I need to do?
The entity that currently employs you will cease operating so you will need to transfer your employment across to Pymble Ladies’ College.
How long do I have to accept?
You have until 16 November 2020 to acknowledge receipt and accept the change.
If you do not acknowledge and accept the change online and come to work on or after 1 January 2021, you will be taken to have accepted this change.
What happens to all my entitlements?
Your prior service with the old school entity will be recognised for the purposes of all service-related entitlements. This means all your accrued leave benefits (including annual leave, personal/carer’s leave and long service leave) will transfer with you to Pymble Ladies’ College.
What happens if I refuse to move over to the new employer?
If you refuse to transfer your employment to Pymble Ladies’ College, your employment with the old school entity will be terminated as the old school entity will cease operating. If your employment is terminated, you will only receive notice of termination of employment and your accrued but unused leave entitlements.
You will not be eligible for redundancy pay if you reject the offer to transfer to the new school entity as the terms and conditions of employment that are being offered to you are identical to what you are currently on (apart from the change in the name of the employing entity).
Can I use this opportunity to cash out my entitlements?
Our regular policies will apply as this is not a matter impacted by the governance realignment.
Can I take a redundancy instead of transferring?
Staff are not eligible to redundancies because an identical job in the new entity is being offered to every staff member. Incorporation will give rise to no changes to staffing levels, salaries or entitlements.
What are we changing to?
From 1 January 2021, we will be incorporated as Pymble Ladies’ College, which will not change the way we are known to the community, our staffing levels or the focus of our teaching and learning. Our current College Council will become the Board of the new entity that will be governed by a constitution.
Simultaneously, our property assets will be moved into a second entity called Pymble Ladies’ College Property Limited. The Board of this company will be the same individuals on the College Council Board. The Member of this second entity will be UCA Property Trust.
Incorporation will enhance our relationship with the Uniting Church in Australia – we will continue to be a proud Uniting Church school and will continue to share the Church’s mission with up to two Uniting Church Ministers welcomed to our Board.
How is that different from what we have?
We will be recognised at law (which we are currently not), which means we will have limited liability; perpetual succession; greater connectedness with our own property; and will be able to enter into contracts in our own right. We will also benefit from the oversight of ASIC and the ACNC.
At present, we are an entity created by the Synod of the Church – we have no legal standing and our assets are grouped with other Church assets in a property trust which we do not control.
What’s the difference between a Council Member and a Member?
The current College Council Members will become the Board of directors of the new School Company – with all the legal responsibilities and liabilities of a director. A company Member is equivalent to a shareholder and is a ‘Member’ of the company with voting rights at the AGM.
Who are the Company’s Members?
There will be six Members of the new School Company – three from the Church and three from the College Council. The three College Council Members will be the Chair, the Deputy Chair and the Audit, Risk and Finance Committee Chair.
Why do we need Members from both areas e.g. the Church and the College Council?
It is a modern approach to governance and the structure for most independent schools. It also reflects a genuine partnership between School and Church.
But what if you disagree over something?
The School Company is deliberately made up of an even number of members because this model is built around collaboration and co-operation rather than a numbers game. If we disagree, we keep talking – it’s as simple as that. However, if the School Company cannot come to an agreement, a mechanism is in place to resolve any stalemates between the members by way of the appointment of a mediator.
Do we have more control over our property assets under the new structure?
At present, our assets are grouped with other Church assets in a property trust controlled by the Church. Under the new structure, our assets would be held in a company for the benefit of our school only. They would not be subject to any potential liabilities elsewhere in the Church as they currently are.
Is this about the Royal Commission?
The Royal Commission did recommend an incorporated structure to provide certainty for survivors looking to take legal action, but this is about more than that. The size and scope of modern schooling means we need to be a recognised legal entity, to be able to enter contracts in our own right, and to have ownership and control over our own property.
Will this impact our relationship with the Uniting Church?
We will remain a proud Uniting Church school and will work in partnership with the Church to advance our shared mission.
Will this impact staffing levels or staff employment arrangements?
Incorporation will have no impact on staffing levels or employment arrangements. Staff will be asked to agree to transfer their employment to the new entity and this will be facilitated by the school. Salaries and entitlements will remain the same and all accrued benefits such as long-service leave will be uninterrupted. This has been discussed with staff at the Teams meeting on 2 November 2020.