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02 Governance

Our Board

Steven Skala AO, Chair

Mr Skala has a distinguished career of service, including on the boards of public, private, not-for-profit and government organisations, and in working in the law, business and banking. He is the Vice Chairman, Australia of Deutsche Bank Ag and Chairman of Blue Chilli Technology Pty Limited. A former Chairman of Film Australia Limited and Wilson Group Limited, he is also a former Director of the Australian Broadcasting Corporation, the Channel Ten Group of Companies and Max Capital Group Limited. Mr Skala was previously a senior Partner at Arnold Bloch Leibler. He is currently Chairman of the Heide Museum of Modern Art, Deputy Chairman of the General Sir John Monash Foundation, a Director of The Centre for Independent Studies, a Founding Panel Member of Adara Advisors Pty Ltd and a Member of the International Council of the Museum of Modern Art (MoMA) in New York. In 2010, Mr Skala was appointed an Officer of the Order of Australia for service to the arts, business and commerce, and to the community.

Mr Skala was appointed to the CEFC Board with effect from 7 August 2017 for five years.

Leeanne Bond

Leeanne BondMs Bond is one of Australia’s leading engineers and has extensive experience in the water and energy sectors, particularly in Queensland and the Northern Territory. Chair of Synertec Corporation, she also serves on the boards of Snowy Hydro, Liquefied Natural Gas Limited, JKTech Pty Ltd, the Queensland Building and Construction Commission (QBCC) and Engineers Australia Ltd. Ms Bond has previously held board positions on a number of water and energy businesses, including Tarong Energy and the Queensland Bulk Water Supply Authority (Seqwater) and was Chair of Brisbane Water. Ms Bond was named Australian Professional Engineer of the Year in 2007.

Ms Bond was appointed to the CEFC Board with effect from 7 August 2017 for five years.

Philip Coffey

Philip CoffeyMr Coffey is Chairman of the Westpac Bicentennial Foundation, a non-executive Director of Macquarie Group Limited and Macquarie Bank Limited, and a non-executive Director of Lendlease Corporation Limited. He previously held a number of senior positions at Westpac Banking Corporation, including Deputy Chief Executive Officer, Chief Financial Officer and Group Executive, Westpac Institutional Bank. Mr Coffey began his career at the Reserve Bank of Australia and has extensive experience in financial markets, funds management, balance sheet management and risk management.

Mr Coffey was appointed to the CEFC Board with effect from 1 February 2018 for five years.

Laura Reed

Laura ReedMs Reed is Chair of ERIC Alpha Holdings Pty Ltd and its subsidiaries, which own the New South Wales government’s 49 per cent stake in Ausgrid. In addition, Ms Reed is a Director and a member of the Remuneration and Nomination Committee and the Safety, Risk and Compliance Committee of Ausgrid. Ms Reed is also Chair of Epic Energy, which owns the Moomba to Adelaide gas transmission pipeline in South Australia, as well as a director of Canadian Utilities, ATCO Australia Pty Ltd and ATCO Gas Australia GP Pty Ltd. Ms Reed has more than 20 years’ experience in the energy infrastructure sector, including as Chief Executive Officer/Managing Director of Spark Infrastructure, and Chief Financial Officer of Envestra Limited.

Ms Reed was appointed to the CEFC Board with effect from 1 February 2018 for five years.

Andrea Slattery

Andrea SlatteryMs Slattery has been a Non–Executive Director for more than 25 years and currently serves on the boards of Argo Global Listed Infrastructure, the Adelaide Oval Stadium Management Authority (Alternate) and the South Australia Cricket Association. Ms Slattery was founder and Managing Director/CEO of the Self-Managed Super Fund (SMSF) Association. She has experience in the finance, infrastructure and innovation sectors, and has participated in a range of advisory committees to Government, Treasury and regulators. Ms Slattery was named Woman of the Year in the Australian Women in Financial Services Awards of 2014.

Ms Slattery was appointed to the CEFC Board with effect from 1 February 2018 for five years.

Samantha Tough

Samantha ToughMs Tough serves on the boards of Synergy and Saracen Mineral Holdings Limited and is deputy Chair of the WA Academy of Performing Arts. Previously she chaired the Retail Energy Market Company Ltd, Structerre Pty Ltd, Molopo Energy Ltd, Aerison Pty Ltd and Southern Cross Goldfields Ltd. Ms Touch is also a former director of Cape plc, Strike Resources Ltd and Murchison Metals Ltd. Ms Tough’s executive roles include General Manager North West Shelf at Woodside Energy Ltd; Director, Strategy for Hardman Resources Ltd; Senior Vice President Natural Resources at the Commonwealth Bank and Project Director for the Pilbara Power Project.

Ms Tough was appointed to the CEFC Board with effect from 7 August 2017 for five years.

Nicola Wakefield Evans

Nicola Wakefield EvansMs Wakefield Evans is a non–executive director of Macquarie Group Limited, Lendlease Corporation Limited, BUPA Australia and New Zealand and the national board of the Australian Institute of Company Directors. A member of the Takeovers Panel she is also a member of the boards of Asialink (University of Melbourne) and the University of New South Wales Foundation. Ms Wakefield Evans was previously a partner of King & Wood Mallesons, where she held a variety of senior positions. Her key areas of industry expertise include resources and energy, infrastructure, airports, financial services, technology and media and communication.

Ms Wakefield Evans was appointed to the CEFC Board with effect from 7 August 2017 for five years.

Farewell to Founding Board Members

During FY18, the CEFC farewelled founding chair Jillian Broadbent AO, and founding board members Paul Binsted, Ian Moore, Anna Skarbek, Andrew Stock and Martijn Wilder AM. We thank them for their enormous contribution in creating and leading the CEFC in our first five years.

Board Committee Membership

Board members, with the exception of the current Board Chair, serve on one of the Board Committees, either as a Committee chair or member. Committee meetings are open to all Board members to attend, but only Committee members have voting rights.

Board Members People and Culture Committee Audit and Risk Committee
Leeanne Bond Member (appointed August 2017)  
Phil Coffey   Member (appointed February 2018)
Laura Reed   Member (February 2018 to May 2018)

Chair (appointed May 2018)
Andrea Slattery Member (appointed February 2018)  
Samantha Tough Chair (appointed August 2017)  
Nicola Wakefield Evans   Member (appointed September 2017)
Jillian Broadbent AO Member (until August 2017)  
Paul Binsted Interim Chair (July to August 2017) Chair (until May 2018)
Ian Moore   Member (until September 2017)
Anna Skarbek Member (until August 2017)  
Andrew Stock Chair (until August 2017)  
Martijn Wilder AM   Member (until February 2018)
Figure 11: Board committee memberships 2017-18


Meeting Attendance by Board Members

In 2017-18 there were 11 Board meetings and a further nine Board Committee meetings. Board and Board Committee memberships changed throughout the year reflecting the expiration of previous Board terms and new appointees to the Board.

BOARD MEMBERS BOARD PEOPLE AND CULTURE COMMITTEE AUDIT AND RISK COMMITTEE
  Attended Eligible to attend Attended Eligible to attend Attended Eligible to attend
Steven Skala AO 9 9
Leeanne Bond 9 9 3 3
Phil Coffey 4 4 2 2
Laura Reed 3 4 1 2
Andrea Slattery 4 4 2 2
Samantha Tough 9 9 3 3
Nicola Wakefield Evans 8 9 3 3
Jillian Broadbent AO 1 2 1 1
Paul Binsted 7 7 3 3
Ian Moore 2 2 2 2
Anna Skarbek 2 2 1 1
Andrew Stock 2 2 1 1
Martijn Wilder AM 7 7 2 3
Figure 12: Board member meeting attendance 2017-18


Board Member Remuneration and Allowances

Under the CEFC Act and the Remuneration Tribunal Act 1973, remuneration and travel allowances for Board members are determined independently by the Australian Government Remuneration Tribunal.

Determinations: Remuneration and Allowances Date of Effect
Remuneration Tribunal Determination 2017/10: Remuneration and Allowances for Holders of Part-Time Public Office 1 July 2017
Determinations: Official Travel by Office Holders Date of Effect
Remuneration Tribunal Determination 2016/07: Official Travel by Office Holders (as amended) 28 August 2016
Remuneration Tribunal Determination 2017/15: Official Travel by Office Holders (as amended) (Compilation 1) 27 August 2017
Figure 13: Remuneration Tribunal Determinations 2017-18


Under the Determinations: Remuneration and Allowances, Board members were remunerated annually (rather than per day or by meeting).

Office Annual Remuneration
Chair $106,540
Board member $53,270
Figure 14: Rates of Board member remuneration 2017-18


In addition, superannuation is payable on these amounts at the rate of 9.5 per cent in accordance with the Superannuation Guarantee Charge Act 1992. Actual amounts paid to Board members during the reporting period are disclosed in Note 5.3 in the Financial Statements.

Conflicts and Related Entity Transactions

The CEFC considers matters regarding potential conflicts and related entity transactions in accordance with the CEFC Act and the PGPA Act. The CEFC has policies and procedures in place to manage these matters. This includes the requirement that members of the Board, Executive and staff declare material personal interests that relate to the affairs of the CEFC. The Executive and staff must comply with a personal trading policy which prohibits trading in entities with which the CEFC may be doing business and/or hold non-public material price-sensitive information. Declarations of any new material personal interests are a standing agenda item at each Board and Investment Committee meeting.

The Audit and Risk Committee reviews all related entity transactions disclosed in accordance with the relevant accounting standards at Note 5.4 within the Financial Statements.

Indemnities and Insurance Premiums for Officers

The CEFC has provided certain indemnities and insurances to ‘Officers’ of the Corporation, including Board members and senior managers. The CEFC also indemnifies staff for items such as travel expenses on a reimbursement basis.

Indemnity/Insurance Officers Included Period of Coverage Premium/Fees Paid
Comcover indemnity for Directors and Officers All Board members and Officers 1 July 2017 to 30 June 2018 $7,962
Deed of Access, Indemnity and Insurance All Board members, the CEFC Executive and staff appointed by CEFC to an external directorship Date of execution until seven years after ceasing to be either:
  • Director or Officer of the Corporation or
  • appointed by CEFC to an external directorship
Nil:
indemnity only
Supplementary Directors’ and Officers’ non-indemnifiable loss insurance All Board members and Officers 14 June 2013 to 14 June 2021 $590,665
Comcare Workers’ Compensation Insurance All Board members and Officers 1 July 2017 to 30 June 2018 $7,430
Indemnification for reasonable travel and expenses All Directors, Officers and staff Ongoing Nil:
indemnity only
Figure 15: Indemnities and insurance premiums for officers 2017-18


Comcover and Comcare Insurance

Insurances provided by Comcover and Comcare have general application that includes Board members and CEFC staff as per the ordinary insurances required of Commonwealth entities.

Travel and Expense Reimbursement

Staff members, the Executive and the Board are indemnified and reimbursed for reasonable travel and work-related expenses incurred in the performance of their duties, based on verified claims and in accordance with relevant CEFC policies.

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