annual report - Harvey Norman Company Reports & Announcements
annual report - Harvey Norman Company Reports & Announcements
annual report - Harvey Norman Company Reports & Announcements
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CORPORATE GOVERNANCE STATEMENT (CONTINUED)<br />
For a full discussion of the <strong>Company</strong>‟s remuneration philosophy and framework and the<br />
remuneration received by directors and executives in the current period please refer to the<br />
remuneration <strong>report</strong>, which is contained with the directors‟ <strong>report</strong>.<br />
There is no scheme to provide retirement benefits to non-executive directors.<br />
The board is responsible for determining and reviewing compensation arrangements for the<br />
directors themselves, the chief executive officer and executive team. The board has established<br />
a remuneration committee, comprising three non-executive directors. Members of the<br />
remuneration committee throughout the year were Christopher Herbert Brown (Chairman),<br />
Kenneth William Gunderson-Briggs and Graham Charles Paton.<br />
The remuneration committee recognises the Corporate Governance Council's recommendation<br />
that the Chair should be an independent director. The remuneration committee further<br />
recognises that it can be argued that Mr Christopher Herbert Brown does not meet the definition<br />
of independence.<br />
The remuneration committee believes that Mr Christopher Herbert Brown is the most appropriate<br />
person to lead the remuneration committee as non-executive Chairman and that he is able to<br />
and does bring quality and independent judgement to all relevant issues falling within the scope<br />
of the role of Chairman and that the <strong>Company</strong> as a whole benefits from his long standing<br />
experience of its operations and business relationships.<br />
For details on the number of meetings of the remuneration committee held during the year and<br />
the attendees at those meetings, refer to the directors‟ <strong>report</strong>.<br />
For additional details regarding the remuneration committee, including a copy of its charter,<br />
please refer to website of the <strong>Company</strong>.<br />
Shareholder communication policy<br />
Pursuant to Principle 6, the objective of the <strong>Company</strong> is to promote effective communication with<br />
its shareholders at all times.<br />
The <strong>Company</strong> is committed to:<br />
(i) Ensuring that shareholders and the financial markets are provided with full and timely<br />
information about the activities of the <strong>Company</strong> in a balanced and understandable way.<br />
(ii) Complying with continuous disclosure obligations contained in applicable the ASX listing<br />
rules and the Corporations Act 2001 in Australia.<br />
(iii) Communicating effectively with its shareholders and making it easier for shareholders to<br />
communicate with the <strong>Company</strong>.<br />
To promote effective communication with shareholders and encourage effective participation at<br />
general meetings, information is communicated to shareholders:<br />
(i) Through the release of information to the market via the ASX<br />
(ii) Through the distribution of the <strong>annual</strong> <strong>report</strong> and Notices of Annual General Meeting<br />
(iii) Through shareholder meetings and investor relations presentations<br />
(iv) Through letters and other forms of communications directly to shareholders<br />
(v) By posting relevant information to the website of the <strong>Company</strong>.<br />
The <strong>Company</strong>'s website www.harveynormanholdings.com.au has a dedicated Investor Relations<br />
section for the purpose of publishing all important company information and relevant<br />
announcements made to the market (refer to the corporation information section of the website).<br />
The external auditors are required to attend the Annual General Meeting and are available to<br />
answer any shareholder questions about the conduct of the audit and preparation of the audit<br />
<strong>report</strong>.<br />
ASX Listing Rule/<br />
Recommendation<br />
ASX Rec 8.3<br />
ASX Rec 8.3<br />
ASX Rec 8.1<br />
ASX Rec 8.3<br />
ASX Rec 6.2<br />
39