Curriculum Vitae Deborah Jane Taylor (Jane) 418 Speargrass Flat Road RD 1, Queenstown 9371 Home phone: +64 21 681230 Work phone: +64 3 442 7270 Mobile: +64 21 681230 Email: [email protected] Married to Mark Taylor Children: Elisabeth (30), Nicholas (26), Victoria (24) and Hugh (20) Academic and Professional Qualifications LLB (Hons), University of Auckland LLM (awarded with First Class Honours), University of Auckland Postgraduate Diploma in Accountancy, Victoria University of Wellington B For.Sc (Hons), University of Canterbury FCA - Fellow of CAANZ (Chartered Accountants Australia and New Zealand) Barrister and Solicitor of the High Court of New Zealand Member of New Zealand Law Society Member of NZ Bar Association Chartered Fellow of the Institute of Directors of New Zealand Member of Resource Management Law Association Core Competencies • Critical thinking ability and strategic planning; strong conceptual skills; focus on long term value enhancement and sustainability. • Strong commercial sense and financial literacy; ability to work with and lead others to deliver commercial outcomes; strong experience in extended external reporting. • Brings a broad perspective to governance issues: strong governance, financial and commercial hands on experience; extensive Chair and Audit and Risk Committee experience; expertise in commercial law and regulation; expertise in environmental law and resource management. • Expertise in risk assessment and mitigation, establishment of risk appetite and development of strategies in relation to risk within commercial organisations. • Ability to form relationships of trust across all stakeholder groups. 1 Professional Experience Barrister and Independent Hearings Commissioner (2003 to present) Litigation, opinions and advice on matters of substantive civil law and resource management. Appearances in High Court, Court of Appeal and Supreme Court in relation to a wide variety of civil cases. Advisory work and legal opinions on commercial transactions, including due diligence and regulatory compliance. Independent Hearings Commissioner (Chair) certified under the Resource Management Act 1991, responsible for chairing Hearings Committees in over 80 publicly notified resource consent hearings, plan changes and s357 appeals in the Queenstown Lakes District. Major Reported Supreme Court and Court of Appeal Cases Supreme Court • Hansen v The Queen [2007] NZSC 7; [2007] 3 NZLR 1. (Bill of Rights interpretation of ss 4, 5 and 6; Legal burden of proof; Misuse of Drugs Act) • Blair and Co Limited v Queenstown Lakes District Council [2010 NZSC 44; [2010 3 NZLR 17. (Negligence, breach of duty of care, commercial buildings) • Kacem v Bashir [2010] NZSC 112; [2011] 2 NZLR 1. (Statutory Interpretation- Care of Children Act) Court of Appeal • M v B (Economic Disparity) [2006] 3 NZLR 660; (2006) 25 FRNZ 171; [2006] NZFLR 641. (Relationship property; business valuation; trusts; s.15 PRA; maintenance; name suppression) • Gustav & Co Limited v Macfield Limited [2007] NZCA 2005. (Commercial contract; unconscionable bargain) • Queenstown Lakes District Council v Charterhall Trustees Limited [2009] NZCA 374; [2009] 3 NZLR 786. (Negligence; breach of duty of care) • Van Brandenberg v Muir [2005] NZCA 231; (2005) 18 PRNZ 4. (Civil procedure) • Harlow v Gemmell [2007] NZCA 101. (Undue influence; duress; contracting out PRA) Independent Directorships Current key appointments include: • Chair of Orion New Zealand Limited, June 2018 to present (Chair from 1 February 2019). • Chair of Manaaki Whenua Landcare Research New Zealand Limited (CRI), July 2014 to present (Chair from 1 July 2015). • Chair of Predator Free 2050 Limited, December 2016 to present. • Director of Silver Fern Farms Limited (Group) July 2013 to present and Silver Fern Farms Cooperative Limited; Chair of Audit, Risk and Mitigation Committee and Finance Subcommittee July 2013 to January 2017. • Director of Ontario Teachers New Zealand Forest Investments Limited July 2015 to present. 2 • Director Port Otago Limited June 2019 to present. • Deputy Chair, External Reporting Board (XRB), December 2013 to present; seconded to Accounting Standards Board for one year: 1 July 2014 to 30 June 2015. Former significant Directorships: • Deputy Chair of Radio New Zealand Limited, May 2011 to April 2019 (Deputy Chair and Chair of the Audit and Risk Committee from January 2016). • Chair of New Zealand Post Limited. • Director of Kiwibank Limited, Chair of Risk and Compliance Committee. • Hirepool Group Limited, Chair of Audit and Risk Committee; member of DDC Committee for proposed IPO. • Heartland New Zealand Limited (NZX Listed Company). Member of Audit and Risk Committee. • Research and Education Advanced Network Limited, Deputy Chair of Board and Chair of Audit and Risk Committee; • GNS Science Limited, Chair of Audit and Risk Committee. • Scion Limited (formerly Forest Research Institute), Chair of Audit and Risk Committee. • Forestry Corporation of New Zealand. Extensive experience as Chair of Audit and Risk, management of relationships with external auditors and financial and regulatory compliance; risk assessment, management of risk and embedding of sustainability into core strategy. Strong connections with the public sector, including Shareholding Ministers, Treasury, MBIE, MfE and MPI through appointments and various initiatives. Chartered Accountancy • Spicer and Oppenhiem (1986 to 1993): Partner (from 1988) in corporate reconstruction and insolvency division. Appointed as receiver or liquidator of a large number of public and private company receiverships and liquidations, and supervised voluntary administrations, on behalf of lenders. • Own Boutique Practice (1994 to 1997): Boutique practice specialising in corporate reconstruction and insolvency, voluntary administration, strategic and business planning, advisory work on mergers and acquisitions, litigation support as an expert witness, business valuation and business services. • Corporate Finance Limited (1997 to 2001): Principal undertaking advisory work in mergers and acquisitions, due diligence, appointments as an expert witness, business valuation, reconstruction and insolvency, forensic accounting and litigation support. 3 Key Achievements • Counsel in Supreme Court cases: Hansen v The Queen [2007] NZSC 112, now the leading case on the interpretation of ss.4, 5 and 6 of the Bill of Rights Act 1990; Gustav & Co v Macfield Limited [2007] NZCA 2005 commercial contract, unconscionable bargain; Blair & Co Limited v Queenstown Lakes District Council [2010] NZSC 44 negligence and breach of duty of care (commercial building); Kacem v Bashir [2010] NZSC 112 statutory interpretation in relation to the Care of Children Act 2004. • Appointment as receiver or liquidator of public companies (1987 to 1996) including Landmark Corporation, Chambard Property Investments, Morrison Industries, Leyland Investments, and also Morris and James Limited. • Advisor to Arauco (Chile) on sale of its shareholding in Carter Holt Harvey (1998). • Advisor on the reverse takeover of CBS Forests by listed company Evergreen Forests and establishment Chief Financial Officer (on contract) for the first year of operation (1994). • Director of board that restructured Scion in 1999 to 2000 following a major strategic planning exercise and identification of world class science platforms; member of advisory team in relation to substantial research joint venture with CSIRO (Australia). • Founding director and later deputy chair of Research and Education Advanced Network Limited (telecommunications industry), successful negotiation of major national and international contracts for the establishment of the advanced network. • Lead advisor to Queenstown Lakes District Council on purchase of the regulatory company CivicCorp (2005). • Chair of Finance Committee, Silver Fern Farms Limited responsible for proposals for restructuring of capital, management of banking facilities agreement and relationship with lenders; culminating in a successful equity raising transaction in December 2016. • Founding Chair of Queenstown Airport Liaison Committee – 2013 to present. A committee/forum established by order of the Environment Court comprising members of the major airlines, local aviation companies, Airways, Queenstown Airport Corporation, Council and community representatives to address noise and reverse sensitivity issues at Queenstown airport. • Led (in conjunction with the Chair) at a governance level the successful strategic transformation of Radio New Zealand from a radio station to focus on its role as an independent, high quality news and content provider that reaches its audiences through a variety of multimedia platforms. In April 2019 RNZ exceeded all previous audience survey statistics and was No. 1 in NZ across a number of categories. • Promoted and chaired a major strategic review of Manaaki Whenua Landcare Research New Zealand Limited (Strategy 22), resulting in re-branding and successful re-positioning of the company as the pre-eminent Crown Research Institute for land and environmental science. Growth in revenue for FY18 was 19.3% over FY17, and FY18 RoE of 12.4% after internal investment, with significant progress towards national KPI impacts and outcomes achieved. Staff Engagement NPS lifted to 89% in 2019. • Chair of establishment board of Predator Free 2050 Limited; led formulation of detailed strategy and appointment of CEO; all targets for first three years exceeded. Won a further $76m of government funding in May 2020. • Led