Australia Post Annual Report 2008–09

Human Resources Committee
Incorporating the functions of both a
nomination and remuneration committee,
the Human Resources Committee addresses
major policy, structural and remuneration
issues, including:
• recruitment, selection and
succession planning
• executive remuneration
• culture and ethics
• learning and development
• terms and conditions of employment
• organisational structure.
Membership during 2008–09 was:
Mark Birrell (Chairman)
Graeme John
William Mansfield (appointed
17 December 2008)
Tom Phillips (retired 22 November 2008).
The committee charter can be accessed in the
corporate governance section of the Australia
Post website (auspost.com.au).
All directors receive copies of committee
papers and minutes, and non-committee
members have the right to attend meetings
as observers.
Meeting attendance details for 2008–09
are provided in the table on page 45.
Board performance
An externally facilitated board performance
appraisal is undertaken biennially, focusing on
board, board committee and individual director
effectiveness. The next such review will be in
May/June 2010.
Director induction and education
A comprehensive induction program
provides newly appointed directors with an
understanding of their role and responsibilities
and exposes them to key features of the
business, including its operations, policies
and strategies. Additional supplements are
tailored to meet particular needs or interests.
Ongoing director education is provided by way
of facility visits and presentations on matters
of current interest.
Independent professional advice
Directors have the right, with the prior
agreement of the chairman, to obtain at the
corporation’s expense relevant independent
professional advice in connection with the
discharge of their responsibilities.
Conflict of interest
Directors who may have a material personal
interest in a matter to be considered by the
board or a board committee are required to
make the nature of that interest known and
must not be present while the matter is being
considered. Details of such disclosures are
recorded in the minutes of the meeting.
Where an issue to be considered by the board
or a board committee is thought to present
a director with a potential conflict of interest,
the director in question will not be provided
with the associated background material.
Ethical standards
Australia Post seeks to conduct its business
with integrity, honesty and fairness, and in
compliance with all relevant laws, regulations,
codes, and corporate policies and procedures.
A new Our Ethics guide was launched in
2009 and is being promulgated through
every level of the business.
Our Ethics makes it clear that directors,
employees, licensees and contractors of
Australia Post are responsible for leading by
example, upholding the corporation’s values
and always acting consistently with the ethical
standards in their dealings with customers,
suppliers, the corporation and each other.
Managers and supervisors have a special
responsibility to encourage and foster a culture
in which ethical conduct is valued, recognised,
demonstrated and expected.
Under Australia Post’s whistleblower policy,
an independently operated contact service is
in place to facilitate the confidential disclosure
of serious breaches of ethical standards.
Director remuneration
The Commonwealth Remuneration Tribunal
determines remuneration for Australia Post’s
non-executive directors. For 2008–09 this was:
Chairman $153,600
Deputy Chairman $85,685
Directors $76,810
Audit Committee Chairman $17,750
Audit Committee Member $8,875
Details of individual amounts received in
2008–09 by each non-executive director
are provided in Note 27 to the financial
statements (page 96).
Executive remuneration
The board is responsible for setting
the remuneration arrangements for the
managing director. In doing so it follows
a set of principles approved by the
Remuneration Tribunal designed to link the
level of remuneration with the financial and
operational performance of the corporation.
Remuneration arrangements for other senior
executives are reviewed and determined by
the managing director, within parameters
set by the Human Resources Committee.
Advice is sought annually from independent
specialised remuneration consultants on:
• the structure of remuneration packages
applying in the external market
• the quantum of increases that have
occurred in comparable Australian
corporations over the previous 12 months.
On the basis of this advice, the managing
director ensures that payments to senior
executives are in line with market practice
and are competitively placed to attract and
retain the necessary talent for the work
required by these roles.
Australia Post Annual Report 2008–09 | Report of operations 43