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Extracts from the Macquarie Group Limited 2011 Annual Report PDF 2

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Extracts from the Macquarie Group Limited 2011 Annual Report PDF 2 MACQUARIE GROUP 2011 ANNUAL REPORT MACQUARIE GROUP LIMITED ACN 122 169 279 Corporate Governance Statement Macquarie’s approach to Corporate Governance Macquarie monitors regulatory and corporate Macquarie’s approach to corporate governance governance developments that impact on Macquarie’s aims to achieve superior and sustainable financial businesses, adopting corporate governance practices performance and long-term prosperity, while meeting it considers are in the best interests of Macquarie and stakeholders’ expectations of sound corporate its shareholders, consistent with Macquarie’s governance. responsibilities to other stakeholders including clients, investors and staff. Macquarie considers that until Macquarie’s corporate governance framework has 17 March 2011, its governance practices were been developed to support Macquarie’s client focused consistent with all but one of the ASX Corporate business operations, while providing clear guidance on Governance Council’s Corporate Governance how authority is exercised within Macquarie, including Principles and Recommendations (ASX Board oversight of key controls. The Macquarie Board, Recommendations), as set out below under the with the assistance of the Board Committees, description of the role of the Chairman. Macquarie determines the most appropriate corporate governance considers that since 17 March 2011, its governance practices. practices have been consistent with all the ASX Members of the Board and staff are responsible for Recommendations. A summary of the ASX upholding the goals and values to which Macquarie Recommendations and reference to the applicable aspires: Integrity, Client commitment, Strive for Macquarie governance practice is available on profitability, Fulfilment for our people, Teamwork and Macquarie’s website at macquarie.com.au Highest standards. On 17 March 2011, Chairman David Clarke resigned Macquarie Group Limited (Macquarie) is listed on the as a member of the Macquarie and Macquarie Bank Australian Securities Exchange (ASX) and is regulated Boards due to illness, and the Lead Independent by the Australian prudential regulator, APRA, as a non- Director, Kevin McCann, was appointed as Chairman operating holding company of a licensed Australian of both Boards. Other notable governance Bank, Macquarie Bank Limited (Macquarie Bank). developments during the year included the transfer Macquarie is also supervised by the Australian of oversight of Compliance from the Board Audit and corporate regulator, ASIC. A number of Macquarie’s Compliance Committee, (since renamed the Board key operating subsidiaries are supervised by regulators Audit Committee (BAC)) to the Board Corporate in the overseas jurisdictions in which they operate. Governance Committee (BCGC) in June 2010 and a review of Macquarie’s governance framework in the context of amendments to the ASX Listing Rules and ASX Recommendations. As a result of the review, a summary of Macquarie’s diversity policy and objectives has been included in the 2011 Macquarie Annual Report (Annual Report) and a copy of Macquarie’s Trading Policy was lodged with the ASX in December 2010. Corporate Governance framework 37 Macquarie Group Limited and its subsidiaries 2011 Annual Report macquarie.com.au Corporate Governance Statement continued Board oversight and management — that the Board Risk, Remuneration, Audit and The current composition of the Macquarie Board, as at Corporate Governance Committees be chaired by the date of this report, is set out in the table below. Independent Directors Details of each Voting Director’s experience is — providing the Board and Board Committees with summarised in the Annual Report in Schedule 1 of the the ability to seek advice from independent Directors’ Report (Directors’ Report). Macquarie’s experts to carry out their duties. Constitution includes requirements concerning the Chairman setting of board size, meetings, election of directors and powers and duties of directors. As at 31 March David Clarke was the Non-Executive Chairman of 2011, the Board had eight Voting Directors. Since year Macquarie until 17 March 2011. Given Mr Clarke’s role end Macquarie has announced the appointment of Ms as Executive Chairman of Macquarie Bank from its Diane Grady as a new Independent Director taking the formation until 31 March 2007, he was not considered Board to nine members effective from 19 May 2011. to be an Independent Director. The maximum Board size is currently nine. APRA’s Governance Standard, APS 510 Corporate A copy of the Constitution is available on Macquarie’s Governance, requires that regulated entities have an website. independent chairman. Notwithstanding this requirement, APRA confirmed that it would allow Mr The Board has reserved certain matters for its approval Clarke to continue as Chairman. The ASX and has delegated specic authorities to its various Recommendations also include a recommendation that Board Committees. The Managing Director, who is also the Chairman be independent. The Board believed that Macquarie’s Chief Executive Officer, has been granted Mr Clarke was the most appropriate Director to be general authority for those matters not reserved for the Macquarie’s Chairman because of his relevant nancial Board or Board Committees. Macquarie’s Executive and industry experience, record of leadership and deep and Operations Review Committees operate as understanding of Macquarie’s operations which are management committees pursuant to the Managing diverse and highly specialised. The Board appointed a Director’s delegated authority. Lead Independent Director to act as a conduit to the Chairman for issues that the Independent Directors had Details of the Board’s relationship with management as a group. and its role and responsibilities are contained within the Board’s Charter which is available on Macquarie’s Kevin McCann was Macquarie’s Lead Independent website. Director until he was appointed Chairman of Macquarie, effective 17 March 2011. Macquarie has adopted a number of practices to regulate the division of responsibilities between the Having been appointed a Director of Macquarie in Board and management, including: August 2007 and Macquarie Bank in December 1996, — having a majority of independent directors on Mr McCann has a strong knowledge of Macquarie’s the Board complex operations and activities, both in terms of the — the separation of the roles of chairman and chief products and services Macquarie offers and the executive officer geographical areas in which it operates. Mr McCann — having the Non-Executive Directors meet in the also has a solid understanding of the regulatory absence of management at least annually framework under which Macquarie operates and was — that the number of Non-Executive Directors Acting Chairman during Mr Clarke’s leave of absence present at a meeting must be greater than the between 27 November 2008 and 30 August 2009. number of Executive Voting Directors Director Board membership Date of appointment Kevin McCann, AM Independent Chairman March 2011 (Chairman)1 August 2007 (Director) Nicholas Moore Managing Director and May 2008 Chief Executive Officer February 2008 (Director) Michael Hawker, AM Independent March 2010 Peter Kirby Independent August 2007 Catherine Livingstone, AO Independent August 2007 John Niland, AC Independent August 2007 Helen Nugent, AO Independent August 2007 Peter Warne Independent August 2007 1 Effective 17 March 2011, David Clarke resigned as Chairman and a Voting Director of Macquarie due to ill health and Kevin McCann, Macquarie’s Lead Independent Director, was appointed Chairman. 38 Lead Independent Director Board performance Whilst Mr Clarke was Chairman, Mr McCann acted The Board reviews its performance and the as the Lead Independent Director. In this capacity performance of each director on an annual basis with a Mr McCann chaired meetings of the Independent focus on directors standing for re-election. The process Directors as a group and provided feedback to the for conducting the review is agreed by the Board and Chairman on any issues raised by them. Given Mr typically includes individual interviews by the Chairman McCann’s appointment as Independent Chairman, with each director and the use of a questionnaire to Macquarie no longer requires a Lead Independent cover matters such as: Director. — the Board’s contribution to developing strategy Independent Directors and policy — the Board’s performance relative to its objectives Macquarie recognises that independent directors are important in assuring shareholders that the Board is — interaction between the Board and management able to act in the best interests of Macquarie and and between Board members independently of management. Seven of the Macquarie — the Board’s oversight of business performance Board’s eight members are independent directors. and compliance, control risks and management — Board composition, including consideration of The independence of directors is determined annually relevant skills and structure by the BCGC. Based on Macquarie’s criteria for — the operation of the Board, including the conduct assessing director independence, each independent of Board meetings and group behaviours. director is asked to confirm whether they have any interests or relationships that may impact either on their An Independent Director is nominated to provide ability to act in the best interests of Macquarie or feedback to the Chairman on the Chairman’s independently of management. Disclosed interests are performance based on
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