BOARD RESPONSIBILITIES
The Board of directors of Computershare Limited is responsible
for the corporate governance of the Computershare Group. The principal
role of the Board in this capacity is to ensure the long term prosperity
of the Group by setting broad corporate governance policies and
ensuring that they are effectively implemented by management. The
Board carries out this role principally by:
- overseeing the Group and its global operations;
- appointing and removing, where appropriate, the senior executives
of the Group;
- setting the strategic direction of the Group and providing
strategic advice to management;
- providing input into and approval of management’s development
of corporate strategy and performance objectives;
- reviewing and ratifying systems of governance, risk management,
and internal compliance and control, codes of conduct and legal
compliance to ensure appropriate compliance frameworks and controls
are in place;
- approval of budgets and monitoring progress against budget
via the establishment and reporting of both financial and non-financial
key performance indicators.
BOARD MEETINGS
The Board meets quarterly in conjunction with senior management
to discuss the short and long term strategy of the Group.
The Board receives a monthly Board report which provides the Board
with current information concerning the Group and each of the three
regions in which it operates, together with a report from the CTS
Managing Director. The monthly Board report includes salient financial
details together with information on the performance of operations,
major initiatives as well as legal and compliance issues.
The Board convenes monthly by phone conference to review the monthly
Board report, discuss matters of importance with management, make
recommendations to management, discuss strategy and plan quarterly
Board meetings.
BOARD COMPOSITION
The Company has for the past several years been revising the composition
of its Board of directors to better reflect the global nature of
its businesses. Consistent with this effort, the number of Australian-based
directors has declined, and new directors have been added from the
North American and European regions in which the Company operates.
The Board believes that the non-executive directors bring the necessary
range of skills, knowledge, and experience to govern the Group and
understand the markets and challenges that the Group faces.
Details regarding each of the current Board members and their respective
shareholdings and remuneration are set out in the Directors’ Report.
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