ANNUAL REPORT - Ashburton Minerals

Corporate Governance Statement
For The Year Ended 30 June 2007
experience. External advisers may be used to assist in such a
process. The Board then appoints the most suitable candidate
who must stand for election at the next general meeting of
shareholders.
Director Evaluation
During the Reporting Period an evaluation of the Board and its
members was facilitated by the Chairman and carried out by the
full Board in the absence of the relevant Board member.
Remuneration Report
Remuneration policies
The Board is responsible for determining remuneration
policies and packages applicable to the Board members and
senior employees of the Company. Remuneration levels are
competitively set to attract and retain appropriately qualified
and experienced directors and senior employees. The board
remuneration policy is to ensure the remuneration package
properly reflects the person’s duties and responsibilities and
level of performance and that remuneration is competitive in
attracting, retaining and motivating people of the highest quality.
Where necessary, independent advice on the appropriateness of
remuneration packages is obtained.
Remuneration packages consist of fixed remuneration packages
with no equity-based remuneration component. There is no
separate profit-share plan.
Options may be issued to directors as an incentive and in
recognition of the fact that the fixed cash component of
remuneration is comparatively modest. The ability to exercise the
options is conditional on the holder remaining in the Company’s
employment. There are no other non-cash benefits available to
directors or employees.
The Company does not have any schemes for retirement
benefits, other than statutory superannuation, for directors.
Directors and Senior Executives Remuneration
Details of the nature and amount of each major element of the
remuneration of each director of the Company and the named
officers of the Company receiving the highest remuneration are
set out in Note 5.
Options granted to Directors and Officers
During or since the end of the financial year, 3,500,000 options
were granted by the Company to directors and officers as
shown in the Directors’ Report.
Unissued shares under option
As at the date of this report, there were 70,880,004 unissued
ordinary shares under option. Further information in respect of
these options is set out in the Directors’ Report.
No option holder has any right under the options to participate in
any other share issue of the Company or of any other Entity.
Share Issued upon Exercise of Options
No options were exercised during or since the end of the
financial year.
Audit Committee Meetings
During the Reporting Period, the full Board considered those
matters that would otherwise be considered by an audit
committee on the following dates:
• 28 September 2006
• 15 March 2007
Risk Management
Oversight of the Risk Management System
The Board overseas the establishment, implementation, and
annual review of the Company’s Risk Management System.
Management has established and implemented the Risk
Management System for assessing, monitoring and managing
operational, financial reporting and compliance risks for the
Consolidated Entity. Financial reporting risk management and
associated compliance and controls have been assessed
and found to be operating adequately. The operational and
other compliance risk management have also been assessed
and found to be operating efficiently and effectively. All risk
assessments covered the whole financial year and the period up
to the signing of the financial report for all material operations in
the Consolidated Entity.
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