The Role of Risk Management Committee

2 Non-Executive DirectorRemuneration
Non-Executive Director fees are managed within the current aggregate fee limit of $1,250,000 which was approved by
shareholders at the FY18 AGM in November 2018.
The rates of fees including superannuation contributions in respect of the 2020 financial year are as follows:
TABLE 5: NON-EXECUTIVE DIRECTOR FEE SCHEDULE
From 1 January 2020 From 1 July 2019
Board Chair $275,000 per annum $275,000 per annum
Non-Executive Director $135,000 per annum $135,000 per annum
Audit and Risk Management Committee Chair $30,000 per annum $30,000 per annum
Remuneration and Nomination Committee Chair $30,000 per annum $25,000 per annum
Investment Committee Chair $30,000 per annum –
Committee Member $13,000 per annum $13,000 per annum
The changes in fee structure shown above resulted from a restructure of the Board’s Committees effective 1 January 2020.
A new Investment Committee was established to assist management in reviewing and evaluating proposals in relation to the
Group’s investment strategy and opportunities. Steve Smith was appointed as Chair of this Committee, joined by Doug
Flynn, Greg Clark and Craig Scroggie as Committee members.
At the same time a number of changes were also made to the composition of the Audit and Risk Management and
Remuneration and Nomination Committees.
Jennifer Lambert succeeded Stuart Davis as Chair of the Audit and Risk Management Committee, with Stuart Davis and
Sharon Warburton continuing as Committee members. Doug Flynn re-joined the Committee following Sharon’s departure in
March 2020.
Stuart Davis succeeded Greg Clark as Chair of the Remuneration and Nomination Committee, with Greg Clark and Doug
Flynn continuing as Committee members.
These fees are consistent with the Company’s policy of benchmarking fees at the market median. Remuneration received by
Non-Executive Directors in FY20 and FY19 is disclosed below.
TABLE 6: NON-EXECUTIVE DIRECTOR REMUNERATION
Name Financial year Board fees Superannuation Total
Douglas Flynn 2020 283,247 21,003 304,250
Dr Gregory J Clark AC 2020 152,512 14,489 167,001
Stuart Davis 2020 162,557 15,443 178,000
Stephen Smith 2020 134,189 2,060 136,249
Jennifer Lambert 2020 106,164 10,086 116,250
Sharon Warburton 2020 107,306 10,194 117,500
Total 2020 945,975 73,275 1,019,250
Douglas Flynn 2019 274,886 26,114 301,000
Dr Gregory J Clark AC 2019 157,991 15,009 173,000
Stuart Davis 2019 162,557 15,443 178,000
Sharon Warburton 2019 146,462 13,968 160,430
Total 2019 741,896 70,534 812,430
Recommended Non-Executive Director Shareholding
Non-Executive Directors are encouraged to accumulate shares on their own behalf, over a three-year p

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