Risk and Reputation Committee Charter - nib

Risk and ReputationCommittee Charternib holdings limited ABN 51 125 633 856 and all related entities within the nibGroup (“nib”) or (“the nib Group”)Dated 22 December 2009

Risk and Reputation Committee Charter1 Authority1.1 AuthorityThe Risk and Reputation Committee has the authority and power to exercise theresponsibilities set out in this charter and under any separate resolutions of the Boardof nib granted to it from time to time.1.2 nib GroupIn carrying out its role the Risk and Reputation Committee acts as Risk andReputation Committee of nib holdings limited and all related entities within the nibGroup and must have regard to the individual requirements of each entity as well asthe overall requirements of the nib Group.2 Role of the CommitteeThe Committee is to assist the Board by making recommendations to the Board on:(a)nib’s internal audit function including:(i)(ii)(iii)the appointment, remuneration, independence and competence of thenib’s internal auditors;the annual internal audit plan;management’s responses to the internal auditor’s findings andrecommendations;(b)nib’s system of risk management including:(i)(ii)(iii)(iv)the effectiveness of nib’s risk management framework having regardto nib’s risk management culture;the identification and assessment of the material risks facing theCompany considered against nib’s risk appetite;the systems and procedures for compliance with applicable legal andregulatory requirements (other than compliance obligationsmonitored by the Audit Committee); andthe appropriate level of reporting on the performance and applicationof the risk management system throughout nib(c)the social, environmental and ethical impacts of nib’s business practices andrecommending standards for social, environmental and ethical practices.22 December 2009 Risk and Reutation Committee Charter 1