A Commitment to Good Governance
Corporate Governance Statement 31st December 2018.
The following corporate governance report has been approved by the Board of Directors.
Steamships has formalised the below governance structure:
STEAMSHIPS CORPORATE GOVERNANCE STRUCTURE
Director’s attendance at the Board and relevant Board Committee meetings during 2018 is outlined below:
Steamships believes it complied with the Australian Stock Exchange Corporate Governance Principles (the third edition) during the twelve months ended 31 December 2018.
Each section addressing a key principle includes references to relevant information that appears elsewhere in the 2018 Annual Report or on Steamships’ website.
Performance evaluations for all senior Executives were carried out during 2018 in accordance with this process.
During 2018 the Chairman of the board conducted a performance evaluation of the board, its committees and the Directors.
The Board has a Remuneration and Nomination Committee comprising three Directors. The members of the Remuneration and Nomination Committee and their attendance at meetings of the Committee during 2018 are detailed above and in the Directors’ Report.
In reviewing the performance of Board Committees, the Chairman conducts meetings with the Chairperson of each Board Committee addressing key performance criteria and compliance with Committee charters and terms of reference. Both review processes were completed in 2018.
Steamships follows the Global Reporting Initiative, a worldwide corporate sustainability transparency initiative, and since 2017 adopted the new G4 guidelines.
While the Board maintains overall responsibility for the systems of internal control and monitors their effectiveness, it is assisted in discharging its responsibilities by the Audit Committee, which in 2018 was composed of an Independent Non-Executive Chairman and two Independent Non-Executive Directors and one Non-Executive Director who represents a significant shareholder.
The members of the Audit Committee, their qualifications and their attendance at meetings of the Committee held during 2018 are shown above and in the Directors’ Report.
\The board has received from its Managing Director and Finance Director a declaration that, in their opinion, the financial records of the entity for 2018 have been properly maintained and that the financial statements comply with the appropriate accounting standards and give a true and fair view of the financial position and performance of the entity and that the opinion has been formed on the basis of a sound system of risk management and internal control which is operating effectively.
During 2018, management reported to the Board on the effectiveness of its risk management systems and performance in managing material business risks. Steamships’ Strategic Planning Committee formally reviews Divisional risk registers as part of its annual strategic review.
The members of the Audit Committee, their qualifications and attendance at meetings of the Committee during 2018 are detailed above and in the Directors report.
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