Structure of the Board

The skills, experience and expertise relevant to the position of Director held by each Director in office is included in the Director's Report of the Annual Report each year.

Directors of the Company are considered to be independent when they are independent of management and free from any business or other relationship that could materially interfere with, or could reasonably be perceived to materially interfere with, the exercise of their unfettered and independent judgement.

The Board has accepted the following definition of an Independent Director:

 
  • "An Independent Director is a Director who is not a member of management, is a Non-executive Director and who: is not a substantial shareholder (under the meaning of Corporations Law) of the Company or an officer of, or otherwise associated, directly or indirectly, with a substantial shareholder of the Company;
     
  • has not within the last three years been employed in an executive capacity by the Company or another Company member, or been a Director after ceasing to hold any such employment;
     
  • is not a principal or a professional adviser to the Company or another Company member;
  • is not a significant consultant, supplier or customer of the Company or another Company member, or an officer of or otherwise associated, directly or indirectly, with a significant consultant, supplier or customer;
     
  • has no significant contractual relationship with the Company or another Company member other than as a Director of the Company;
     
  • is free from any interest and any business or other relationship which could, or could reasonably be perceived to, materially interfere with the Director's ability to act in the best interests of the Company."