BankVic Annual Report 2019

Corporate Governance Committee
Chair Lucinda Nolan from 19 December 2017.
Members David R. Boell until 23 November 2018, Debra
L. Robertson from 27 March 2018; Adrian White from 28
November 2018.
The principal responsibilities of the Corporate Governance
Committee are to:
• examine the procedures in place to ensure the Company’s
operations and business risks are managed effectively in
the interests of members;
• ensure that such procedures fully comply with the
legal obligations of the Company and its Statement of
Corporate Governance Principles;
• review the Statement of Corporate Governance Principles
annually to ensure that it remains relevant in accordance
with good corporate governance principles;
• determine the procedures that require the highest
standards of ethical conduct;
• oversee Prudential Standards relating to the fitness and
propriety of Directors and responsible persons as required
under APRA’s Prudential Standard CPS 520; and
• oversee the compliance of responsible managers to the
statutory obligations within the Corporations Act 2001
(Cth) (Australian Financial Services Licence) and National
Consumer Credit Protection Act 2009 (Cth) (Australian
Credit Licence) regarding fitness and propriety, conflicts of
interest and professional development.
Remuneration, People and Culture Committee
(formerly Remuneration and Transformation Committee until
28 November 2018).
Chair Steven J. Coulson until 28 November 2018; Adrian
White from 28 November 2018.
Members Wayne G. Taylor until 23 November 2018; Steven
Coulson until 28 November; Marianne Luttick from 28
February 2018; Faith Page from 28 November 2018.
The key responsibilities of the Remuneration, People and
Culture Committee are:
• recommend the remuneration of the Chief Executive
Officer and executives;
• recommend to the Board the level of directors’
remuneration (recommended to members for approval at
each Annual General Meeting); and
• oversight the BankVic people and culture strategy.
In November 2017 the Board changed the scope of the
former Remuneration Committee to include transformation
project matters and changed its name to ‘Remuneration
and Transformation Committee’. In November 2018 the
Board amended the remit of the Committee and removed
‘transformation’ from the Committee’s remit. The Board
established a standalone ‘Digital, Transformation and Cyber
Committee’ and expanded the remit of the Remuneration
Committee to the ‘Remuneration, People and
Culture Committee’.
The findings, while carrying out these responsibilities,
together with any recommendations are reported to the full
Board for consideration and approval.
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