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Corporate Governance continued

 

Best practice recommendations continued
2007 Annual
Compliance Report reference
6.1 Design and disclose a communication strategy to promote effective communication with
shareholders and encourage effective participation at general meetings. •
page 11
6.2 Request the external auditor to attend the Annual General Meeting and be available to answer
shareholder questions about the conduct of the audit and the preparation and content of the
auditor’s report. •
page 12
7.1 The Board or appropriate committee should establish policies on risk oversight and management. •
page 11
7.2 The Chief Executive Officer (or equivalent) and the Chief Financial Officer (or equivalent) should
state to the Board in writing that:
• the statement given in accordance with best practice recommendation 4.1 (the integrity of
financial statements) is founded on a sound system of risk management and internal compliance
and control which implements the policies adopted by the Board; and
• the Company’s risk management and internal compliance and control system is operating
efficiently and effectively in all material respects. •1
7.3 Provide the information indicated in Guide to reporting on Principle 7. •
8.1 Disclose the process for performance evaluation of the Board, its committees and individual
Directors, and key executives. •
page 12
9.1 Provide disclosure in relation to the Company’s remuneration policies to enable investors to
understand (i) the costs and benefits of those policies and (ii) the link between remuneration paid
to directors and key executives and corporate performance. •2 page 12
9.2 The Board should establish a Remuneration Committee. •
page 12
9.3 Clearly distinguish the structure of Non-Executive Directors’ remuneration from that of executives. •
9.4 Ensure that payment of equity based executive remuneration is made in accordance with
thresholds set in plans approved by shareholders. •3
9.5 Provide the information indicated in Guide to reporting on Principle 9. •
10.1Establish and disclose a code of conduct to guide compliance with legal and other obligations
to legitimate stakeholders. •
page 10

The above disclosure should be read in conjunction with the following:
1 CCA has reported its compliance with this recommendation in accordance with the guidelines detailed in the ‘Guide to Compliance with

 

ASX Principle 7: Recognise and Manage Risk’ prepared by the Group of 100 and endorsed by the ASX Corporate Governance Council;
2 Disclosure of remuneration policy and procedures is set out in page 18 of the Annual Report; and

3 Equity based remuneration paid to the MD is approved annually by shareholders.

 

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