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amaysim Australia Ltd Annual Report 2016

13

annual internal reviews will consist of

peer-assessments, where each individual

Director assesses the performance of each

other Director and the Chairman, both in

their roles as Directors and Committee

members. It is the Chairman’s role to assess

performance of individual Directors and of

the overall Board.

In addition to evaluating the performance

of the Board, the Remuneration and

Nomination Committee is also responsible

for developing and implementing a plan

for identifying, assessing and enhancing

competencies of senior executives and non-

executive Directors.

TheCompanyundertakes 360degree reviews

of all staff, including its senior executives.

In addition, the Board and its Committees

regularly include time without management

as an agenda item, allowing for discussion

and consideration of senior executive

and Board and Committee performance.

The Company regularly undertook these

informal reviews during FY16.

In addition, the remuneration structure

(including the legacy employee share rights

plan, Long Term Incentive Plan and Short

Term Incentives) focuses on rewarding

performance over and above expectations

and various performance indicators (refer to

the Remuneration Report as applicable).

1.6 Director succession planning

The Board, together with the Remuneration

and Nomination Committee, plans for its

own succession by:

1. considering the skills, backgrounds,

knowledge and experience, and gender

diversity necessary to allow it to meet

the Group’s objectives;

2. assessing the skills, backgrounds,

knowledge, experience and diversity

currently represented;

3. identifying any inadequate

representation of the above attributes

and establishing a process necessary

to ensure a candidate is selected who

brings them to the Board; and

4. assessing how Board performance

could be enhanced.

The Committee will continue to ensure the

Board monitors its succession requirements

and implements an approach to Board

renewal through a regular cycle of Director

elections.

1.4 Induction and training

In accordance with the Board Charter

and the Remuneration and Nomination

Committee Charter, the Directors will be

expected to participate in any induction

or orientation programs on appointment,

and any continuing education or training

arranged for them.

The Company Secretary and the Company’s

head of human resourceswill help to organise

and facilitate the induction and professional

development of Directors from time to time.

1.5 Performance evaluation

The Company is committed to carrying out

periodic Board performance evaluations. The

Remuneration and Nomination Committee

has been established by the Board to assist

the Board in reviewing the performance of

senior executives and members of the Board

at least annually.

This process includes undertaking an

evaluation of the performance of the Board,

each Board Committee and individual

Directors, comparing their performance

with the requirements of the Board Charter,

relevant Board Committee Charters and

the reasonable expectations of individual

Directors.

On the basis the Company’s Board is

relatively new and FY16 was the Company’s

first as an entity listed on the ASX, a formal

review was not considered necessary for this

reporting period.

However moving forward, it is intended

2. Board Committees

2.1 Composition and responsibilities

of Committees

As at the date of this statement, the

following standing Committees have been

established to assist the Board in carrying

out its responsibilities:

1. Audit and Risk Management Committee;

and

2. Remuneration and Nomination

Committee

Each Committee is governed by a formal

charter approved by the Board documenting

composition and responsibilities. Copies

of these Charters are available on the

Company’s website.

The table over the page on page 14 outlines

the composition and responsibilities of each

of these Committees.