annual report 2011

IOOF | annual report 2011
Principle 6: Respect rights
of shareholders
IOOF recognises the right of shareholders
to be informed of matters, in addition
to those prescribed by law, which affect
their investments in the company. IOOF
communicates shareholder information
and news about the company through
the annual report, disclosures to the ASX,
ASIC and via the company’s website. The
Board encourages active participation by
shareholders at any company meetings.
IOOF ensures that the Company’s auditor
attends the annual general meeting
or other meetings of the Company
and shareholders are afforded the
opportunity of asking the Company’s
auditor questions regarding the conduct
and content of the audit. A shareholder
may submit a question to the auditor
prior to the meeting by emailing the
Company Secretary.
Principle 7: Recognise and
manage risk
The Board recognises that effective
management of risk is an integral part of
sound management and is vital to the
continued growth and success of IOOF.
The Board is ultimately responsible for
the oversight of the IOOF Group’s risk
management and control framework and
has implemented a policy framework
designed to ensure that the Group’s
risks are identified, analysed, evaluated,
monitored and communicated within the
organisation or to any relevant external
party and that adequate controls and
mitigation processes in place function
effectively.
In addition to the Audit Committee,
the Board has established a Risk and
Compliance Committee (RCC), which
is responsible for reviewing all aspects
of risk and compliance on behalf of
the Board. In addition, this Committee
ensures all correspondence and action
plans required by the Company as a
result of reviews by the Company’s
regulators are completed in a timely
manner. The committee comprises three
independent non-executive Directors,
members from the legal, compliance
and internal audit and risk management
team of the business and a representative
from each operating business within
the Group. At this committee the Group
Head of Risk reports to the Committee
on the monitoring of risk through the
business and risk reporting through the
enterprise-wide framework including
where appropriate, positive assurance.
This Committee meets at least quarterly
and reports to the Board and provides
minutes of the Committee meeting and
relevant reports to the Audit Committee
to ensure all committees are fully
informed.
The Managing Director and the Chief
Financial Officer report in writing to
the Board that to the best of their
knowledge and belief, the statement
given in accordance with best practice
recommendation 4.1 is founded on a
sound system of risk management and
internal compliance and control which is
operating efficiently and effectively in all
material respects in so far as they relate
to financial, strategic and operational
risks. This report confirms that the system
which implements the policies adopted
by the Board either directly or through
delegation to Management and that the
Company’s risk management and internal
compliance is operating effectively in all
material respects as at the date of the
report, based on the risk management
model adopted by the Board. The
statements provide a reasonable, but not
absolute, level of assurance and do not
imply a guarantee against adverse events
or more volatile outcomes arising in the
future. In addition, the report sets out that
risk management and internal compliance
and internal control systems are subject
to periodic declaration by process owners
and review through the Company’s
internal audit process and by regulators.
The Company has established a number
of other policies which include, but are
not limited to, the Delegations Policy, IT
Code of Conduct, Anti-Money Laundering
and Counter-Terrorism Policy, Complaints
and Breach Reporting Policy, Risk
Management Plan and Risk Management
Policy, Capital Adequacy, Outsourcing
Policy and the Fit and Proper Policy.
Principle 8: Remunerate
fairly and responsibly
The remuneration policy objective
of IOOF is to ensure that employee
emoluments properly reflect the person’s
duties and responsibilities and is designed
to attract, retain and motivate executives
of the highest quality and standard.
The level of remuneration of Directors
and Executives is set out in the Director’s
report and Notes to the Financial
Report. The Board has established a
Group Remuneration and Nominations
Committee which reviews compensation
arrangements for the Managing Director
and Executives including an assessment
of an individual’s performance, a review of
market rates for similar positions and the
results of the Company during the period.
The Board has an agreed procedure
when sourcing external assistance or
independent advice at the expense of the
company.
This statement is dated
29 September 2011.
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