WAdirector Winter 2011

companydirectors.com.au

Inside Rottnest Forum 2011

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State Manager’s corner

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WA Division Council/Office

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Directors Toolkit Briefing

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2nd Annual Fellows Dinner

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Congratulations to our recent Company Directors Course graduates

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Directors networking: direct connect

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Making good decisions for a healthier state

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Regional road show article

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WA Regional Roadshow Calendar 2011

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Q & A Session with Gene Tilbrook FAICD 7 Corporate Governance in Universities

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Congratulations – longstanding members 9 10

2011 Events calendar

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Take a fresh look at Geraldton

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Emerging Director Briefing

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Business Process Management and Optimisation

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Corporate supporters 2010-2011

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Welcome new staff to the WA Division 16

Rottnest Forum 2011 The Western Australian division celebrated its 35th Annual Rottnest Forum in March which drew a crowd of over 260 of Perth’s leading directors and executives. Guests this year headed to Rottnest Island on the Ocean Spirit II catamaran and upon arrival were treated to a decadent morning tea at a waterfront restaurant, followed by an insightful keynote address at the Rottnest Island

Beijing Article

Picture Hall by John Longley, Event Director of the Perth ISAF World Sailing Championships. Guests enjoyed great food and wine at Hotel Rottnest where raconteur and former Wallaby Peter FitzSimons entertained the audience post lunch, with Gordon Webster, General Manager of event sponsor Ajilon, delivering an equally entertaining address.

WA Director profiles

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Director Pipeline Project - Supporting WA’s female executives

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Residential Company Directors Course – Bunker Bay

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Newsletter sponsored by:

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WAdirector WA Division Council

State Manager’s corner Suzanne Ardagh State Manager WA Greetings from the desk of the WA Division Manager. As the year moves on, there’s been quite a lot of activity here in the WA Division. News from this office is that I have accepted a short term assignment in Singapore and will relocate there for six months from mid May. My WA role incorporates our overseas division and over the past two years I have travelled to Singapore, Hong Kong, Christchurch, Dubai and Abu Dhabi delivering member events and supporting the International Company Director Courses. We want to have a closer look at the SE Asian region to understand the markets and the opportunities for the Institute. This role will cover the South East Asian region and so I’ll be travelling extensively, talking to our members, partners and sponsors and of course other governance agencies in the region. I’ll look forward to reporting on the outcome of this assignment later in year. In the meantime, the highly capable team here in the WA Division will continue to deliver the high quality events, education and membership services as usual. They’ll be supported by David Spear, my colleague from the South Australian Division and of course, by our very supportive and active WA Council. Should any of you spend anytime in Singapore, please do let me know and I will buy you a coffee! Other activities that have been keeping us busy recently include the second annual Fellows Dinner which was held on 20 April at the UWA Club. We were particularly delighted to have secured

WA’s governor-designate Malcom McCusker QC to deliver the keynote address and he delivered a very engaging speech! This event is fast becoming one of the most highly anticipated dinners on our calendar and our Fellow members are enthusiastically supporting this event. Other iconic events in the past few months included the Rottnest Forum, which celebrated its 35th anniversary. This event outdates even this organisation which is celebrating its 21st anniversary this year. I’d recommend you save the date of 11 August to help us celebrate this milestone with our annual black tie dinner. This will be a great party and a real celebration, so do book this one into your calendar with your partner! Again we will be awarding the Gold Medal - and this year’s recipient is truly a worthy winner. We have successfully launched our “Director Pipeline Project” for 45 of WA’s most senior executive women who will undertake a year of education and networking events to develop their profile potential director career paths. We have also launched our second series of the Chairman’s Mentoring Program, with 14 of WA’s most talented “board ready” women matched with mentors to help develop their networks and engagement within the director community. So another busy time in WA! Thank you to everyone that has supported this division in the past few months, joining panels for our Director Briefings and coming on board as sponsors for other events. We truly appreciate your support. Just finally, we are delighted to welcome two new staff members to the ever growing WA team, and you can find out more about them on page 16. Until next time, Suzanne

A guide for enhancing shareholder relationships Interested in learning more about shareholders? Visit companydirectors.com.au/shareholders

Vice Presidents Valerie Davies FAICD Michael Smith FAICD Councillors Harvey Collins FAICD Rick Crabb FAICD Alison Gaines FAICD Gaye McMath FAICD Craig Readhead FAICD Steve Scudamore FAICD Gene Tilbrook FAICD WA Division Office Mezzanine Floor 190 St Georges Terrace Perth WA 6000 PO Box 7050 Cloisters Square WA 6850 t: 08 9320 1700 f: 08 9322 6545 e: [email protected] State Manager WA: Suzanne Ardagh Member Relations Executive: Brad Green Member Relations Executive: Malini Haran Events Executive: Karen Spencer Events Coordinator: Rachel Hogan

companydirectors.com.au/shareholders

Engaging with Shareholders

President Steven Cole FAICD

Education Executive: Erin Timu Education and Board Services Executive: Grace Letizia Office & Events Administrator: Elizabeth McLaughlin Membership & Education Administrator: Amy Matson Administration Assistant: Lauren Jackson

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Directors Toolkit Briefing: Natural disasters The first event of the new Director’s Toolkit series which focuses on current issues facing WA Directors, was ‘’Natural Disasters and how to prepare your board and your organisation’’. The series, sponsored by Norton Rose and Grant Thornton, featured Trish Ridsdale of Board Business as the Chair who was

joined by an outstanding panel including Jeff Vibert, Director of Grant Thornton, Robert Milbourne, Partner with the QLD branch of Norton Rose and Graham Reynolds, consultant to Jardine Lloyd Thompson. In the aftermath of Queensland’s floods and cyclones, and New Zealand and Japan’s

earthquakes, the panel discussed the key tools that directors and businesses should be planning, in lieu of the unknown. The next event in this series is ‘’The challenging role of the Non-Executive Director’’ on 30 June and we are pleased to welcome Hays Executive who will join the Directors Toolkit as series sponsors.

Sue Taylor GAICD, Liam McHugh

L-R: Jeff Vibert AAICD, Robert Milbourne MAICD, Graham Reynolds FAICD, Trish Ridsdale FAICD, Steven Cole FAICD

The Old Brewery

L-R: Kerrine Blenkinsop GAICD, Michael Hillgrove AAICD, Simon Stibbs MAICD

2nd Annual Fellows Dinner

L-R: Steven Cole FAICD, Tonya McCusker, Malcolm McCusker AO QC

L-R: Bruce Bell FAICD, Ron Farris JP FAICD

The second Annual Fellows Dinner 2011 was heralded a great success and to our Fellows, it is fast becoming another annual highlight in the WA Division event calendar. Held at the University Club of Western Australia, guests were treated to a three course meal including a special cheese and port bar to enable post-dinner networking. The guest of honour was the Western Australian Governor Designate, Malcolm McCusker AO, QC who delivered a

L-R: Mike Horabin FAICD, Ian Burston FAICD, David Blyth FAICD

L-R: James Komninos FAICD, Fiona Harris FAICD, Bruce McCowan FAICD

thoughtful speech on the relationship between fiscal and ethical commitments. Guests included FAICDLife member Bruce Bell and long standing members including Tony Howarth, Ian Anderson, Gordon Martin, Fiona Harris, Dr Ian Burston and Trevor Eastwood. John Atkins, State Chairman of ANZ Bank introduced the special guest, representing the sponsor ANZ Bank. Page 3

WAdirector Congratulations to our recent Company Directors Course graduates Mr Michael Bell GAICD Mr Anthony Monaghan GAICD Mr Geoff Hobley Mr Lawrence Gillett GAICD Mr Peter Smith GAICD Mrs Jennifer Seabrook FAICD Dr Peter Moore GAICD Mr Andrew Blitz GAICD Mr Ross Bindon GAICD Mrs Kelliann Friar GAICD Mr Steven Dobson GAICD Mr Phil O’Shea GAICD Ms Suzanne Leavesley GAICD Miss Kelly Howlett GAICD Mr David Barge GAICD Mr Matthew Kay GAICD Ms Gemma Tognini GAICD Mr Timothy Partridge GAICD Ms Amelia Yam GAICD Ms Kate George Mr Anthony Brittain MAICD Mr Simon Walsh GAICD Mr Steven Standish GAICD Mr Andrew Thomson GAICD Mr Darren Ginnelly GAICD Mr James Hart GAICD Mr Simon Youds GAICD Mrs Elaine Pavlos GAICD Ms Joanne Place GAICD Professor Christine Hanna GAICD Mr Andrew Haslam GAICD Mr John Moralee GAICD Mr Melvin Nunes GAICD Mrs Sandra Pigdon Mr Bruce Land GAICD Mr Damien Miles GAICD Mrs Bettina Gibney GAICD Mrs Laraine Wheller GAICD Mrs Tanya Rybarczyk GAICD Ms Shan Howard GAICD Mrs Brenda Jacqueline Ryan GAICD Professor Hemal Rukshen Weerasooriya GAICD Mrs Jane Minto Bennett GAICD Mrs Mussaret Nagree GAICD

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Directors networking: Direct connect 2 March 2011 The first Direct Connect networking evening for 2011 was held at the Perth Zoo’s Japanese Gardens. Surrounded by the sounds of the zoo’s inhabitants, the graduates from the Company Directors Course were awarded their diplomas and new members welcomed. A special congratulations to Justin Audcent GAICD and Graham Addison FAICD who where awarded Order of Merits for their outstanding achievements. Congratulations to Anne Marie O’Callaghan, the winner of the AICD/UWA Panorama Series scholarship, a professional development program for post grad MBA students. Stephen Cole FAICD, WA President, presented the certificates to all graduates and the evening continued within the delightful surroundings of the Japanese Gardens. Thanks to Matt Young, Senior Vice President Transaction Banking Services for representing our sponsor Commonwealth Bank of Australia.

Justin Audcent GAICD, Partner Ernst & Young

Company Directors Course graduates

L-R: Suzanne Ardagh MAICD, Ann Maree O’Callaghan, Dr Renu Burr MAICD

Making good decisions for a healthier state

By Eva Skira FAICD, Deputy Chairman, St John of God Health Care Board, Member of Company Directors since 1993 No matter what type of company, style or composition of its Board, good decision making is critical to long-term success. This is particularly evident when decisions are made about investing significant capital in expansion, such as the recently announced $234M redevelopment and expansion of St John of God Hospital Murdoch. This project, St John of God Health Care’s largest ever single redevelopment and WA’s largest ever private health sector investment, is occurring at the same time as $351m of board approved developments, including a $56M redevelopment of its Geelong hospital in Victoria, and a $15M redevelopment of its Burwood psychiatric hospital in Sydney. In the five years prior to these approvals, the organisation invested $368m in capital expenditure.

Health care is a capital intensive sector and it is necessary to continually upgrade and update facilities and equipment to reflect enhanced models of care and new technology, and to meet increasing community need as our population ages.

disadvantaged group or improve equity? What is the impact on people - including staff, patients and others - in the immediate and longer term? These are some of the questions that are required to be incorporated into all decision making.

Obtaining value from such significant capital expenditure necessitates sound decision making. The way decisions are made by executives and boards can vary widely, and are dependent on the type of organisation and its culture. As a Catholic, not-for-profit organisation, with a strong mission and values base, decision making at executive and board level at St John of God Health Care not only reflects factors such as return on capital, hurdle rates, net present value and risk evaluation – similar to those of for profit and ASX listed competitors - but also mission discernment.

St John of God Health Care has a strong senior executive team. Board proposals and reports are prepared within a clearly articulated and well adopted process requiring scrutiny through financial, investment, mission and other gateways (including best practices nationally and overseas). Internal policies and documents such as the Government Authority Matrix and Mission Discernment Framework aid decision making and ensure alignment.

So what is mission discernment? A process that ensures all decision making places mission at the heart of everything the organisation does; so that it can be “business-like” in a competitive environment, but remain true to its raison d’etre. It allows reflection on a wide range of questions, such as: In what ways will this proposal give hope (a key component of Mission) to people in our community? How does this proposal address an unmet need for health services in the community, target a

BOARD ADVICE

creating an environment in which mission is further embedded. The board’s ability to take a longterm perspective is assisted by the fact that unlike an ASX listed company it is not impacted by the sometimes unrelenting but understandable focus on share price fluctuations. The board also enjoys strong cohesion which is fostered through workshops, conferences and retreats, but also through opportunities for deeper reflection with each other, which is particularly important when boards comprise interstate membership. This does not detract from the board’s ability to have frank and challenging discussions.

The incorporation of mission into decision making is not simply an addendum; it is as integral to board members’ roles as it is to the roles of executives and all staff across the organisation.

This style of decision-making is one that is greatly valued by the Board of St John of God Health Care. To date it has been an effective way to ensure robust decisions that make a significant and distinctive contribution to meeting community needs now and into the future.

It is reflected in the board’s committee structure which, as well as finance, audit and risk, remuneration and investment committees, includes a Formation Committee. This committee embodies an understanding of St John of God Health Care as a ministry of the Catholic Church and raises awareness of how vision and mission becomes tangible through the delivery of services. Board Meetings begin with reflections for action,

St John of God Health Care, which employs over 9,000 staff, is Australia’s third largest private hospital operator. It operates 13 hospitals in Australia, as well as home nursing and pathology services, as well as social outreach services which help people experiencing disadvantage. It now also provides health care services in New Zealand and within the wider Asia-Pacific region, including East Timor.

Recruitment, Composition, Review

WA’s leading specialist in the search for Non-Executive Directors and Chairmen. To:n Find out how Mike can help you find the right director for your organisation n Determine if you should be on his database of suitable candidates Contact Mike:- BOARD ADVICE Principal, Mike Horabin FAICD Email: [email protected] | Mobile 0417 344 388 | Phone(fax) (08) 9245 1551

Principal, Mike Horabin FAICD Page 5

WAdirector Regional Road Show with Gene Tilbrook FAICD Throughout the month of April the Australian Institute of Company Directors delivered a Leaders Edge Lunch series in four regional areas, Albany, Bunbury, Geraldton and Kalgoorlie. Guest speaker Gene Tilbrook delivered an outstanding presentation on strategic planning. Gene Tilbrook is a professional Company Director and advisor on corporate strategy and finance, acquisitions and performance management; he is also a councillor for the Australian Institute of Company Directors Western Australian Division. Gene addressed audiences of over 50 business leaders within each of the four regional areas. These business leaders were from a range of industries including mining, agriculture and financial industries. Gene spoke at length about strategic planning and how the board guides a successful business. He drew on examples from a range of industries and businesses of all sizes, both at the larger end of the business spectrum and also demonstrated how this could be applicable for the SME owner/director. Our next regional road show will be focusing on issues and challenges within the Not-for-Profit sector. Keynote speaker Steven Cole FAICD, President of the WA Division will be travelling to the four regions in August 2011 for a series of Director Briefings. To tie in with the NFP topic David Gilchrist FAICD, Professor of Accounting, Curtin University will be facilitating ‘’The Not-for-profit Board” course in the regions. See the regional calendar for the specific dates.

Gene Tilbrook FAICD

L-R: Robert Hicks, Chris Fyson FAICD, Zygmund Wolski MAICD

WA Regional Roadshow Calendar August 2011 Date

Region

Time

Monday 15 Aug

Kalgoorlie

8.30am – 4.00pm The Not-for-Profit Board Course

Professor David Gilchrist FAICD

Monday 15 Aug

Kalgoorlie

5.15pm – 7.30pm NFP Director Briefing

Steven Cole FAICD (Australian Institute of Company Directors WA Division president) and Professor David Gilchrist FAICD

Tuesday 16 Aug

Geraldton

5.15pm – 7.30pm

Steven Cole FAICD (Australian Institute of Company Directors WA Division president) (Company Directors Course is scheduled for Geraldton on 7 to 11 November 2011)

Wednesday 17 Aug

Bunbury

8.30am – 4.00pm The Not-for-Profit Board Course

Professor David Gilchrist FAICD

Wednesday 17 Aug

Bunbury

5.15pm – 7.30pm NFP Director Briefing

Steven Cole FAICD (Australian Institute of Company Directors WA Division president) and Professor David Gilchrist FAICD

Thursday 18 Aug

Albany

5.15pm – 7.30pm NFP Director Briefing

Steven Cole FAICD (Australian Institute of Company Directors WA Division president)

Monday 22 Aug

Albany

8.30am – 4.00pm The Not-for-Profit Board Course Professor David Gilchrist FAICD

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Event

NFP Director Briefing

Speakers

Strategy Q & A Session with Gene Tilbrook FAICD, WA Division councillor Member since 2000 Gene Tilbrook FAICD, is chair of Transpacific Industries and a director of GPT Group, QR National, Fletcher Building and NBN Co. His background is in corporate strategy and finance, acquisitions and performance measurement. Recently the WA Division of Company Directors had the privilege of hosting a Perth Director’s Breakfast and Regional Roadshow with Gene as keynote speaker. His topic was ‘Strategy and the board’. After the roadshow concluded, we took the opportunity to interview Gene about the key elements of discussion that came out of his chats with members across the state. What are some of the key strategic issues facing boards at present? Although a lot of Western Australian businesses are prospering again, many organisations, Australia-wide, are still emerging from the GFC – having raised equity they are now looking much more rigorously at balance sheets and funding; as well as finding their markets are more volatile. Not-for-profits are coming under increasing financial pressures – squeezed between public funding that is stretched; increasing demand for their services; and the costs of a buoyant labour market. Most boards grapple with increasing governance demands – most recently the Accountability on Director and Executive Remuneration legislation. All of these demands emphasise the need to take “time out “for longer term thinking. Corporate strategy must be a relatively new concept – how is it evolving? While corporate strategy has only been in the lexicon for a few decades, it stems from military strategy, expressed most eruditely by Sun Tzu – over two thousand years ago; and Carl von Clausewitz in “On War” – around 200 years ago. Without stretching the analogy too much, all strategy is about defining clear long term

directions and goals, assessing your resources and what you will need to reach those goals; and organising to maintain a long-term focus. So how does an organisation or board apply lessons formulated hundreds or indeed thousands of years ago? Sun Tzu’s messages are so clear they can sound trite – for example “ Attack your enemy where he is unprepared, appear where you are not expected.” – The key is to think more broadly than just about “enemies” and “allies” - that is, to apply similar analysis to your markets, suppliers or competitors. Many companies have found Porter’s framework the most useful for their planning, and it has also been adapted effectively for NFPs. Any other lessons from your favourite strategist– Sun Tsu? Indeed …“The general who wins the battle made many calculations in his temple before the battle is fought. The general who loses makes but few calculations beforehand”. Strategy is simple but not easy – it does require a lot of thought and that can’t be outsourced. For me, the general’s temple is a metaphor for removing oneself from day-today issues while contemplating strategy. Why is strategy so important now? First, it is outward looking – at a time when organisations must be focussed on issues from sustainability to increasingly global markets to new M&A opportunities; It addresses volatility. Most organisations have to plan for an environment that is quite different to that which prevailed for WA from, say 1999 to 2007 – when consistent demand growth and benign capital markets prevailed. Now we are looking at unsettled capital markets, emerging demographic forces and climate change issues – just to name a few “planning inputs”.

Membership corner - year in review

In addition, strategy is pro-active. An organisation that has considered its big options eg acquisitions or capital projects, will be much better able to assess them when they arise. Where does the board fit into all of this? Strategy sits at the crucial interface of the board and senior management. Whether the board formulates strategy and enlists management to deliver; or management consults with the board; strategy must unify the purpose and direction of the organisation. To do that it must be clearly articulated. That’s quite big-listed-company focussed; how about a small, perhaps family business? It’s important for the principals to remember that they have a range of obligations. An individual may be a shareholder, a director and a key employee simultaneously. For such an organisation, the essentials are to make time for strategy; to find an applicable methodology and perhaps to seek some independent input. I’ve seen some effective strategies developed in a “NFP” which adopted parts of a “bigcompany” methodology and used them to assess its options and resources – emerging with a focus on three important goals and the resources to achieve them. What, for you, are the biggest issues for boards as they seek to improve their organisations’ strategic planning? For those that don’t have a strategic plan, consider that strategy is most important when the outlook is the least predictable. For those that do, I expect the most valuable learnings will come from processes to measure progress on strategy, before it becomes bottom line performance – organisations that achieve these measures will add to their sustainable competitive advantage. 80 70 60

WA membership started 2011 in a strong position with 3,368 members. WA had the highest national membership growth overall at 13.2% in 2010. This can be attributed to a variety of improved services in WA including industry sector events, high quality education programs and more relevant information delivered at our successful series of events. Our rapidly expanding member base is currently at 3,451 members.

50 40

2010 2011

30 20 10 0 January

February

March

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WAdirector Corporate Governance in Universities Committees feed into the Senate or Council covering Audit, Risk, Property, Finance, External Relations and Governance. The University of Western Australia Senate consists of 21 members some elected some appointed. It is chaired by the Chancellor, Dr M Chaney. By Pamela Hass MAICD Company Secretary The University of Western Australia, member since 2008 For many outside the University system University governance is a mystery and, like Pandora’s box a mystery best left unexplored. For others it is dismissed as inferior to the governance system of private entities and so to be disregarded. In fact for many internal to universities the system of governance under which the organisation operates is a mystery as well. Occasionally comes an intersection of worlds – where the corporate world meets the university world – often to the dismay of both. This may be by way of appointment to the Senate or Council or by major contractual collaborations. And so the parallel journeys begin – the magical tour of corporate governance university style. None of us who have come as novices to university governance can pretend anything other than initial surprise at its complexity and rigour overseen by a myriad of state and federal legislation. Essentially universities are statutory bodies corporate – established under their own state Acts of Parliament. Those Acts establish governing bodies called Senates or Councils – chaired by the Chancellor who is the external “Chair of the Board”. The Chancellor chairs a board of 15, 21 and in some cases over 30 members who are appointed as well as elected, the latter being elected from the student body, the academic and professional staff body and in some cases the Convocation body. Page 8

My role is that of University Secretary (akin to the company secretarial role but without the ASX reporting requirements). It is combined with a role as Special Legal Counsel. The essential position requirements include a deft hand at negotiation and clear understanding of administration; administrative law and corporate governance; acute awareness of organisational politics; a highly developed sense of humour and basic survival instinct. I have fulfilled the Legal Counsel/ University Secretary role in three different universities to date, Curtin, Macquarie and now UWA and as the saying goes – if only I knew then what I know now! (Like Dorothy embarking into the Land of Oz, green glasses would have helped)! One of the requirements of the role is to provide comprehensive induction to all incoming members and maintain good and solid relationships with Senators. I take this aspect of the role very seriously as after all, at the foundation of corporate governance (ie. how to make good decisions) is the maintenance of good relationships between board and management, between chair and chief executive officer and between board members themselves. To this end in August last year I enlisted the assistance of the Australian Institute of Company Directors to provide for our Senators an in-depth one day “In Boardroom Course” as part of our Annual Senate Strategic Directions Seminar. Many of our Senators are senior and experienced board members and leaders in the corporate world. Others are leading academics engaged in

ground breaking research. Still others are highly qualified professional staff or impressive young students embarking early on a career in student politics. In fact one of our Senators is a former diplomat who advanced to the world stage from an early career as Student Guild President. The task of designing a course on University governance in the UWA context refined to take into account the Act, subsidiary legislation, committees and boards was no easy one. In partnership with Company Directors we developed a comprehensive one day course covering everything you ever needed to know about university governance but were afraid to ask. The course was presented in a highly interactive way by a challenging and experienced presenter against the context and legal background provided by the University. It informed, challenged and caused debate and questioning and at the same time

allowed some essential education about governance to be provided. Topics covered included Corporate Governance generally; the Changing Environment for University Governance; the Legal Structure and applicable Statutory duties; the Powers and Strategic role of Senate, the roles of the Chancellor and theVice-Chancellor; Inductions; Evaluations; and Risk roles. It ended with a session on what makes a Senate great. The feedback was positive – even enthusiastic on both the educative and team building aspects. The Chancellor was pleased and the senior management also engaged and enjoyed the day. It also brought people closer to a common understanding of their strategic role. The ‘team’ aspect developed and they all (even the University Secretary) had fun! Our thanks to the Australian Institute of Company Directors.

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Congratulations – longstanding members Milestones are acknowledged referencing the month originally joined. Any period of lapsing over the years can alter the renewal month. Only 15,20,25 etc years of membership are acknowledged.

15 years Honourable Harry Gayfer AM FAICD Retired Director Ms Kristine Inkster FAICD Executive Director

Arbortech Industries Ltd

Mr Gerard Kaczmarek MAICD Financial Controller/Company Secretary

Troy Resources NL

Mr Peter Moore GAICD Chief Operating Officer

Water Corporation

Mr Paul Piercy FAICD Chairman

Wasabi Holdings

Mr Sten Soderstrom FAICD General Manager

Sundance Resources Limited

20 years Mr Peter Barblett FAICD Director

Headwear Stockists

Mr Darryl Calligaro MAICD Commercial Director

Dowford Investments Pty Ltd

Ms Michele Dolin FAICD Chief Executive Officer

GESB

Mr Stephen Doyle MAICD Partner

Jackson McDonald

Dr Leslie Farrant MAICD Director

Farrant Consultancy Pty Ltd

Mr David Favell FAICD Business Development Manager

Ausclad Group of Companies

Mr Peter Leonhardt FAICD(Life) Chairman

Carnarvon Petroleum Limited

Mr Michael Lishman MAICD Partner

Cochrane Lishman Carson Luscombe

Mr Graham McHarrie FAICD Partner

Deloitte

Dr Timothy Mather FAICD Director

RSPCA

Mr Terry Mulligan FAICD Managing Director

Longmont Consolidated Ltd

Mr Stanley Pisulak FAICD Director

Designtech

Mr Peter Pynes FAICD Director

New Opportunity Limited

Mr Robert Scott FCA MAICD Consultant

Gooding Pervan Chartered Accountants

Mr Richard Stubbs FAICD Managing Director

RDS Consulting Group Pty Ltd

Ms Gemey Visscher MAICD Partner

Freehills

Mr Peter Williamson FAICD Principal

Atchison Consultants

25 years Mr John Clegg FAICD Director

Omnivest Pty Ltd

Live Webinar series We are pleased to announce the recent launch of our live Webinar series. Open to members, and facilitated by subject matter experts who are also practising directors, you can access these online seminars through the E-learning section of our website. Throughout the year, a diverse range of topics will be featured, including superannuation, governance essentials for new directors and financial accounting. What’s more, you can join the live debate via our interactive “chat” function. All registered participants will also be able to access a recording of the webinar, so you can still learn about the topic even if you can’t participate in the live session. This is an ideal flexible learning opportunity for busy directors of varying experience.

Find out more and register on companydirectors.com.au/e-learning

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WAdirector Company Directors conference – Beijing 2011 By Terry Grose FAICD member since 2002 Standing in shadowed surroundings with the floodlit Great Wall stretching in both directions across rolling hills, and with a full moon clearly visible, it was hard to believe we were actually at an Institute of Company Directors conference. Two nights later I had a similar feeling of unreality sitting in a festooned ballroom listening to Glenn Shorrock belting out familiar Little River Band hits. The Institute’s annual conference in Beijing in May was a memorable experience for the 400 plus attendees, and not just because of the Great Wall or Glenn Shorrock. This was the Institute’s second conference in China following the 2007 event in Shanghai. The experience gained in that first event certainly showed in the high standards achieved this year. An address given by Dr Geoff Raby, Australia’s ambassador to China, presented an informative view of what it means to be “China literate” and was a highlight of the first day. The substance of this address was that for a company wanting to do business in China it is essential that directors and senior management commit time and effort to familiarising themselves with the country and establishing business networks and contacts. To do this successfully it is important not simply to focus on Beijing and Shanghai, but also to focus on some of the main regional centres. To emphasise the importance of the provinces he pointed out that if the province of Guangdong was a country it would be Australia’s 10th largest trading partner. While emphasising the importance of the provinces he also reminded his audience of the need for companies to be represented in the capital. While many people might prefer Shanghai as a place to live, Dr Raby expressed the view that to establish your company’s main office there in preference to Beijing sends the same message as would a tattoo on your forehead reading “I don’t understand China.” It was an interesting and polished address. I’m sure delegates would have been very happy to have heard more from Dr Raby. Regrettably, the portion of his address that

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gained the most media attention in Australia was his statement that being able to speak Mandarin does not mean that you know China which was interpreted as a thinly veiled criticism of his minister, Kevin Rudd. Several topical themes emerged throughout the conference. A key issue touched on several times was the future of the Chinese workforce, its likely size, its productivity and likely costs. While it seems clear that the size of the workforce will decline over the next 10 or 20 years, as the impact of China’s longstanding one-child policy really starts to bite, future productivity gains are more problematic. Past substantial productivity increases have largely been due to the migration of unproductive workers from the countryside into manufacturing, and the scope for this to continue is debateable. On the subject of labour costs there was a general consensus that these will continue to increase quite substantially. Indeed the new Five Year Plan targets an annual average growth rate of “no less than 13%” for the minimum wage in China. The 12th Five Year plan, recently unveiled by the government, was the subject of an excellent conference forum. The key objective of the Five Year Plan is to ensure social stability, and in addition to the minimum wage growth target it also aims to: • ensure GDP growth of at least 7% per annum, • create more than 45 million jobs in urban areas, • introduce pension schemes to cover all rural residents and 357 million urban residents, and • tackle environmental problems to improve the quality of life for the population. These environmental initiatives are worth noting as they are very significant. They include: • The percentage of primary energy consumption to be provided by nonfossil fuel energy to be increased from 9.6% to 11.4%, • Water consumption per unit of industrial output to be cut by 30% • Carbon dioxide emissions per unit of GDP to be reduced by 17%, and • Energy consumption per unit of GDP to be cut by 16%.

While these targets all involve major initiatives, the very significant aggregate impact will effectively be dwarfed by the increased energy usage to follow from China’s ongoing stratospheric growth targets. So while China is increasing the efficiency of its industry and reducing emissions per unit of production, and while its per capita emissions continue to fall well below those of the developed world, the sheer size of the country and its growth rate means that the overall volume of greenhouse gas emissions and other pollutants will continue to grow for some time to come. Another interesting session on understanding Chinese culture was presented by Lijia Zhang and Geoff Baker. Ms Zhang started her career as a factory worker. After several years she realised that there is more to life than a dull factory job and proceeded to improve herself through the study of English and then journalism. She is now an international TV radio and newspaper commentator, and the author of the best seller “Socialism is Great”. A remarkable story of a changing China. Geoff Baker is an Australian who has worked in Asia for many years. Together they gave an entertaining and practical account of some of the challenges of doing business across cultures. The final session was “Tales from the International Corporate Battlefield”. Experienced China hands, Clinton Dines, former President of BHP China, Lorna Davis, President & Chair, Kraft Foods China and James McKenzie, Chair, Pacific Brands Ltd described how, despite the very real difficulties of doing business in China, it is possible to be successful through commonsense and commitment to the task. In a lighter moment they were asked if there are any common Australian characteristics that seem strange to the Chinese. They noted that Australians are considered to: • have a bizarre sense of humour, • talk too much about sport, and • to be too direct or rough in their manner. This was a valuable conference and networking event that gave Institute members valuable insights into the China market. See photos from the Beijing conference overleaf

Photos from the Company Directors Beijing conference 2011

2011 Events calendar 5 July

West End briefing: Environment – risks and issues for directors

Venue:

Kings Park Function Centre, Kings Park

28 July

Emerging Directors briefing: What goes on behind the boardroom door?

Venue:

Perth Concert Hall, Perth

04 August

SME briefing: Social Media and the Board

Venue:

The Old Brewery, Perth

11 August

Company Directors 21st Anniversary Ball

Venue:

The Pan Pacific hotel, Perth

16 August

Directors Toolkit

Venue:

The Old Brewery, Perth

25 August

Oil & Gas briefing: Growing your business through good governance

Venue:

Kings Park Function Centre, Kings Park

31 August

Direct Connect

Venue:

RSM Bird Cameron office, Perth

02 September

RedBalloon lunch with Naomi Simson

Venue:

Parmelia Hilton Hotel, Perth

14 September

Emerging Director briefing: Speed dating for directors

Venue:

Perth Concert Hall, Perth

28 September

West End briefing: Is your focus shifting overseas? African and other investment opportunities

Venue:

Kings Park Function centre, Kings Park

29 September

Essential Director Update

Venue:

Perth Convention and Exhibition Centre, Perth

Bookings can be made by calling the WA office t: 08 9320 1700 or online at companydirectors.com.au

© Helen Couchman Page 11

WAdirector Take a fresh look at Geraldton By Tony Brun Company Directors Regional councillor and CEO, City of Geraldton-Greenough Member since 2002 Unlike the 1986 David and David one hit wonder ‘Welcome to the Boomtown’, Geraldton is destined to be a boom town for the duration - and everyone is welcome. There is so much happening it’s hard to know where to start. With more than $18 billion in projects planned for the Mid West, the City is poised to take advantage of its regional position and is ready to reap the rewards of careful planning over the past few years. Approval for construction of the planned Oakajee Port is expected over the next 12 months; with the initial capacity to handle 45 million tonnes of iron ore a year from the burgeoning Mid West iron ore province. There is every possibility Oakajee and the Geraldton port could be tipped over the limit with the major players expected to be able to produce up to 85 million tonnes of iron ore a year, if all approvals are granted. Coupled with this is Geraldton’s emerging importance as a regional service hub for the Pilbara. A recent online survey conducted by the City of Geraldton-Greenough to gauge the interest and need for Geraldton businesses to utilise a regular FIFO-style service between Geraldton and the Pilbara revealed some interesting and significant trends.

It identified that Geraldton is already confirmed as a service centre to the Pilbara, with survey results showing more than 50 per cent of Geraldton businesses surveyed currently do business in the North West. And with the expected imminent approval of jet services to and from Geraldton, the City is destined to be a very attractive place to live, taking the pressure off metropolitan cities. The City has developed ‘A Vision for Western Australian Logistics’ which would see an integrated state-wide national standard gauge rail network that would connect all major west coast industry precincts and ports, opening the way for connection to the Indian Ocean Rim economies. It would also effect the decentralisation of development and industry to regional areas. The recent launch of the National Broadband Network in Geraldton, one of only 19 regional sites in Australia to be part of the second roll out, means every connection for the Pilbara will come through Geraldton – effectively becoming the data exchange for the north-west; and Geraldton has access to high speed internet, increasing business and education opportunities. To keep the ball rolling in the sustainability stakes, serious study and consideration has been undertaken by the City to become a carbon neutral hub. The Mid West is one of the only locations in Australia that could sustain up to five sources of renewable energy; wind, wave, solar, geothermal and bio-mass.

One of the largest wind farms built in Australia, the $200 million Walkaway wind farm sits about 28km from Geraldton with 54 turbines majestically dotting the landscape, generating enough power to service 60,000 homes. The City has given approval for two further projects that will provide 180 additional turbines that will generate a massive 400MW of clean power. But that’s not all; Geraldton is urging people to ‘Take a fresh look’, with the roll out late last year of its new destination branding. After many years of talk, action finally saw the removal of the ugly rail line that cut the City off from the sea now replaced with a fabulous $32 million foreshore with a kids’ water park, the envy of all other regional councils. Geraldton-Greenough has grown into its own as a tourist destination with its Mediterranean climate and pristine beaches. Easter saw a record attendance of more than 1600 people through the door of the Visitor Centre with all accommodation in the area booked out and many tours filled to capacity. Add to this the amalgamation of the City of Geraldton-Greenough and the Shire of Mullewa on July 1 this year, to form the City of Greater Geraldton, the council will have a louder, stronger voice to lobby state and federal governments, meaning it will get a bigger slice of the funding cake. Geraldton-Greenough’s climate of opportunity has a very vibrant future and everyone should take a fresh look!

Company Directors Course Establishing director knowledge The Company Directors Course is a comprehensive and credible learning program for directors. Learn what it takes to contribute to organisational governance and gain a thorough knowledge of the role and duties of being a board member. Date: Monday 7 November – Friday 11 November Venue: Master Builders Association, Geraldton

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Risk and reputation – managing the media minefield By Gemma Tognini GAICD Director gtmedia Member since 2000 This topic is one I could speak on for hours. Days even. However without that luxury, it’s best I make an attempt to brief. The growth and rapid advancement of digital media has meant two things for those dealing in the area of reputation management and corporate affairs. Firstly, it’s fast. The news cycle is 24/7 and literally now, never sleeps. What makes news becomes old in an instant, as the online space delivers real time access to breaking stories.

This translates to shorter response times; a greater need to be proactive and well prepared; a renewed focus on deep, authentic relationships with media stakeholders. Some companies and directors once viewed media engagement as a chore, or with a “one night stand” mentality. That should never have been the case, but now more than ever, that approach is the start of a slippery slope. Secondly and simply, this means an old media approach will not work in a new media environment. We’re dealing with a new era of transparency which requires faster responses and a more deliberate effort on the part of directors and companies to be proactive. When it comes to risk, it is absolutely vital to be prepared.

Most companies will have a crisis management plan but what about the communication element to that plan? Do you know who will speak on behalf of your company and are they capable? You know what they say about assumptions. When your reputation is on the line, an assumption is no substitute for a well prepared, capable executives working to clear and simple communication plan. The fact is that directors and companies can be authentic and transparent without being commercial irresponsible. I have seen this approach employed successfully as a journalist and Chief of Staff, and for the past eight years as a corporate advisor. For directors it is important to understand that reputations – personal and corporate - can be damaged beyond repair simply for the lack of adequate preparation and understanding.

Emerging Director Briefing: Risk and reputation management, guest perspective By Katherin Domansky, Commercial Services Lead, Shell Development (Australia) Pty Ltd A large crowd emerged on Tuesday night at the State Theatre to hear a distinguished panel discuss dealings with the media in this brave new world of tweeting and 24/7 news cycles. The days of “no comment” are well and truly over. Seeing as Chatham House rules applied to the session, I am prevented from identifying who said what, and who was rather concerned about being photographed in the shower, but you can tell that it was an entertaining session! The speakers emphasised the need for companies to have a clear media plan in place , and to have a good spokesman who is comfortable with dealing with the media – not all figureheads are the best spokesman. Indeed, for those people who aren’t comfortable, “…Give them a fighting chance, give them media training”, one speaker commented. Although the CEO is responsible for the media strategy, it is up to the board to ensure that the necessary culture exists to handle the media in a constructive manner. The key messages in dealing with media were to act early, control the message and be transparent. This gives the best chance of deflating the news cycle.

L-R Hayley Butcher AAICD, Kim Pervan MAICD, Elizabeth Archer

L-R: Michael Lishman MAICD, Ryan Stokes MAICD, Gemma Tognini GAICD, Bryan Hughes MAICD

From a legal perspective, there were a few threshold questions to be answered, for example whether the company was listed, and whether the allegations related to a criminal issue or a civil issue. In the latter case, there was some discussion about how the costs of dealing with the situation (eg a rogue employee) needs to be balanced against the costs of damage to the brand caused by an ongoing media story: cool headed realism needs to be applied. The session gave some good tips and was good precursor to the next session on what goes on behind the boardroom door (scheduled for 28 July). How does a good clear media plan measure up in reality?

Members and guests enjoying the post-event networking

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WAdirector Business process management and optimisation Brett Lovelle Associate Partner The Birchman Group Asia Pacific What does your organisation and its people really do? Do you understand the business processes your organisation performs and the why, what, who, how and when they take place? If not, you are not alone. Organisations are struggling to give its people timely, accurate and effective information and as a result organisations are experiencing increased risk, reduced quality, extended delivery timeframes and increased business costs associated with the delivery of business outputs. The next big game changer is here. Though the business processes make

up just one layer of the Operating Model Stack it is perhaps the most critical layer of the stack which can drive the most benefits for an organisation. It is so much more than just driving efficiency and effectiveness of business processes and allows organisations to embark on fact based operating model changes in a structured, benefit justified, fact based manner. Could this be the next ‘Holy Grail’? To date, when most organisations have looked for operational improvement, management has thought to drive the change initiative through systems enhancement or replacement. The result is large capital spend programs that bite off more than they can chew or an organisation then tries to use ‘vanilla’

solutions from the major vendors. All too often the resulting solution does not deliver the benefits proposed in the supporting business case. There is now a ‘new way’ of delivering change and creating a continuous improvement capability and as a result, drive real business process management and optimisation. It focuses on bringing together Business Process Management solutions with a fast paced change methodology. This enables staged operating model changes which result from the implementation of optimised business processes using an incremental approach. This means benefits are achieved through change which focuses on collaboration, visualisation, integration and iteration.

Save the date

Thursday 11 August 2011

The Essential Director Update: 11

Directing tomorrow today Complimentary member only event Join us at our annual director update designed to keep you informed of key issues and developments in corporate governance. This is an essential event for any director practicing in today’s dynamic business environment. Date: Thursday 29 September 2011 Time: 8.15am for 8.30am Venue: Perth Convention Centre, Perth

Company Directors 21st Anniversary Ball

Join us for our annual gala dinner as we celebrate 21 years of existence. The evening is the Australian Institute of Company Directors WA Division’s premier event so join us as we take you on a journey through the last three decades along with some first class entertainment from around the nation. We will also be presenting the prestigious Australian Institute of Company Directors, WA Division, Gold Medal Award. Held at the Pan Pacific Perth from 7.30pm. Costs members: $210.00 non-members: $260.00 For more information or to book your place, call 08 9320 1700.

Register today! companydirectors.com.au/directorupdate

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Corporate Partners 2010-2011 Thank you to the organisations participating in the Corporate Partner program for 2010 - 2011 Ajilon Allens Arthur Robinson Allion Legal Australia and New Zealand Banking Group Limited Automotive Holdings Group Limited Azure Capital Bankwest Barrick Barrington Consulting Group Pty Limited BDO Blake Dawson Blakiston & Crabb Burswood Entertainment Complex Cedar Wood Properties Limited City of Stirling Cooperative Bulk Handling Limited Clayton Utz Clifford Chance Commonwealth Bank of Australia Conducive Pty Ltd Corrs Chambers Westgarth

Coventry Group Ltd Curtin University of Technology Deloitte DORIC Ernst & Young Freehills Gerard Daniels GESB gtmedia HBF Health Limited iiNet Limited Iluka Resources Limited Insurance Commission of WA Jackson McDonald Jardine Lloyd Thompson Pty Ltd KPMG LandCorp Lavan Legal Link Market Services Limited Macmahon Holdings Limited Mallesons Stephen Jaques Minter Ellison Murchison Metals Ltd

Murdoch University Nido Petroleum Ltd Office of the Auditor General Paladin Energy Ltd Patersons Securities Limited Pitcher Partners Plan B Wealth Management PricewaterhouseCoopers Rio Tinto Ltd RSM Bird Cameron St John of God Health Care Synergy Shell Development (Australia) Pty Ltd The Royal Automobile Club of WA (Inc) The University of Western Australia Verve Energy Water Corporation Wesfarmers Limited Westscheme Woodside WorkCover WA

Thank you to our 2010/2011 Corporate Partners We are fast approaching renewal time for our Corporate Partners as the 2010/2011 Program comes to a close this month. It was great to see many of you at the recent ‘Thank you cocktail reception’ at Rockpool Bar & Grill. It was also the perfect setting to introduce the 2011/2012 Corporate Partners Program. The Corporate Partners Program delivers a range of education and event benefits to your company and its representatives over the period of one year. Benefits include: • Access to quality events and courses, including our Company Directors Course. • Corporate exposure through signage at all events and a listing in our quarterly membership newsletter and a designated area on the Company Directors website.

Participation in the Corporate Partners Program not only demonstrates your organisation is taking a leadership role in the education of Company Directors, but assists the WA Division in promoting the views of Company Directors on issues of concern at both state and national levels.

• Advance notice on upcoming events, including our most popular and high profile events.

Thank you for your support during the past year. We look forward to continuing our partnership in 2011/2012.

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WAdirector Welcome new staff to the WA Division Amy Matson Membership / Education Administrator Tell us a little about yourself I have a bachelor in science (exercise and sports science) and a graduate diploma in sport and recreation management. Even though I am not working within the sporting industry at the moment, I hope to get into organising sporting events in the future. Besides playing netball, my other interest is travelling. I would love to have a career where I can work while travelling the world!

Lauren Jackson Administration Assistant Tell us a little about yourself After completing two years of my Bachelor of Primary Education I decided that the classroom was not for me and I would rather be out in the corporate world. I spent the first 22 years of my life in Melbourne however, in late 2009 I decided that I wanted a change and moved over to Perth. I absolutely love the lifestyle that Perth has to offer and I can definitely say that I do not miss Melbourne weather. I love to socialise with friends and spend time at the beach. Travelling has always been something that I have wanted to do and am hoping to visit many countries in the future.

SME Briefing Social media and the board Thursday 4 August 2011

What do you like best about working at Company Directors? I like that we not only organise the events but we get to attend them too and meet all our members. Where did you previously work? As I finished my university studies at the end of last year this is my first full time job. While at uni I worked part time as a swimming teacher at the Beatty Park Leisure Centre and as a gym instructor with Absolute Balance. Where do you see yourself in 10 years? If not travelling the world, I hope to be working within a company that organises major sporting events in Australia.

What do you like best about working at Company Directors? Although I haven’t been here for long the team have all been very friendly and supportive of my learning. I am very excited to attend events and for the opportunity to network and build rapport with members. Where did you previously work? I was previously working as a Recruitment Consultant at 11 Recruitment. Prior to that I held administration positions where I was supporting Promotional Managers and Buyers at both Coles Head Office in Melbourne and IGA State Office in Perth. Where do you see yourself in 10 years? I would like to have further developed my career within administration and events. Hopefully, managing and providing support to my own team.

Emerging Director Briefing What goes on behind the boardroom door? Thursday 28 July 2011

Contact the WA office on 08 9320 1702 to register or visit companydirectors.com.au/events

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Contact the WA office on 08 9320 1702 to register or visit companydirectors.com.au/events

WA Director profiles Frank Early Managing Director The Birchman Group Asia Pacific Member since: May 2001

I always liked J Paul Getty’s formula for success… ‘rise early, work hard, strike oil’… it worked for him! I have found that hard work and determination pays off in the end.

1. What do you think are the foundations of being a good director? Being grounded, open and honest with everyone you deal with and seeking ‘win-win’ outcomes. Without a ‘win-win’ outcome, everyone eventually loses.

3. What is the best piece of advice you have received over the years and by whom? A school teacher told me to believe in myself, not take myself too seriously and to have confidence in myself. I didn’t really understand what he meant at the time but I have found that self belief combined with a modicum of humility is a potent formula for success.

2. Based on your experiences, what is the best advice you can give to aspiring directors?

Firstly, challenge yourself as to why you want to be a director. It is a serious role with significant responsibilities and is not for everyone.

Trish Ridsdale FAICD Director Board Business Member since: February 1996 Current directorships: • Chairman - Travellers Choice Ltd • Commissioner – Tourism WA • Director – Chapman Grove Wines Pty Ltd • Director – Brightspark Foundation • Director – Board Business Pty Ltd 1. What do you think are the foundations of being a good director? A good director, in my view, is one who has dedication to the role, demonstrates integrity in the way they perform their functions, has a willingness to put the interests of others ahead of their own interests and has a genuine interest in ensuring the sustainable success of the business. 2. Based on your experiences, what is the best advice you can give to aspiring directors?

Having done that – and you still want to be a director – then get as much experience as you can. Be careful that your “20 years“ experience is not 20 years of the same experience. Seek opportunities to broaden your skill set so that you have more to offer a board. Being a good manager does not make you a good director so look for ways to learn about and practice directorship. Do the Company Directors course and offer your services to not for profit boards. 3. What is the best piece of advice you have received over the years and by whom? By a good friend – life is too short to drink bad coffee or bad wine! By an experienced director – that I should assess my contribution as a director (and the contribution of my fellow directors) based on whether we had positively contributed to the quality of the organisation’s conversation. 4. Who do you admire – either a director or business leader and why? In my consulting career, I have

4. Who do you admire – either a Director or business leader and why? In a WA context I admire Tony Howarth and Michael Chaney. I have been fortunate to spend some time with Tony Howarth. He has a great depth of wisdom, is very fair and very giving of his time and experience. I’ve never met Michael but have followed his career and see him as a quiet achiever who has worked hard and diligently and enjoyed success. 5. What has been your best career decision? Family first. Life is all about balance and the personal and professional relationships that we develop.

had the luxury to work with some of the best business leaders in the country. While there is much to admire in our business leaders at the big end of town, I am often struck by the quality of some of the people I meet in the SME and NFP sectors who do not have departments of experts employed to assist them provide clarity of direction, motivate the staff, monitor performance and provide governance oversight. They are inspirational, hardworking, ethical leaders that we don’t often read about the paper and I admire their dedication and vision. 5. What has been your best career decision? In 1995 I was a Human Resource Manager in a high profile resources company. The Company offered me the choice of a fully paid MBA at INSEAD or the opportunity to become the Head of Audit for the Company internationally. After much deliberation, I decided to take the audit role which I saw as an MBA on the job. It was the best career decision I ever made. It propelled me into the world of risk and organisation performance and then onto strategy and governance. It was a more varied and solid background from which to graduate into directorships than if I had remained in Human Resources.

2011 Education calendar 18-22 July Company Directors Course Hyatt Regency, Perth 26 July The Chairman Hyatt Regency, Perth 3 August Evaluating the Board Duxton Hotel 15-29 August Company Directors Course Hyatt Regency, Perth 17 August The Board’s role in Mergers and Acquisitions Duxton Hotel 23-25 October Company Directors Course weekly session Hyatt Regency, Perth 6 September Governance for New Directors Duxton Hotel 12-16 September Company Directors Course Hyatt Regency, Perth 21 September The Not for Profit Board Duxton Hotel

Bookings can be made online at companydirectors.com.au or t: 08 9320 1700 Page 17

WAdirector Director Pipeline Project - Supporting WA’s female executives The Director Pipeline Project is a yearlong pilot program of education and networking opportunities designed to help organisations recognise their highlycapable female employees. It complements our National Board Diversity initiatives. The project comprises a range of professional development programs designed to develop and enhance the participant’s board skills. It will also provide profile-building opportunities and private networking lunches with leading directors.

The WA Division has launched a new board diversity initiative to support 45 of the State’s female executives.

and resources, health, banking, government, not-for-profit and professional services. Employers backing the project – all of which are long-term supporters of Company Directors’ WA Division – have demonstrated their commitment to addressing diversity through contributing to the professional development of their female executives.

Participants are encouraged to develop their professional networks in a series of events where they are briefed by experts from the recruitment industry as well as behavioural experts to develop soft skills. Topics include “communicating effectively around a board table” and “brand you”.

“Only a few weeks into the program this is much more than a networking group; program speakers have provided insights into what aspiring directors can expect from a board appointment, practical steps to get there, and illustration of the very real benefits to an organisation of having board diversity. It’s also a great forum to share career experiences as women and hear about such differing approaches to diversity in business generally.”

The 45 female executives invited to participate in the pilot come from a range of organisations and industry sectors, including oil and gas, mining

Debra Bakker AAICD - Director Pipeline Participant, Senior Vice President Natural Resources, Commonwealth Bank of Australia

Director Pipeline Project working lunch at Lavan Legal with guest speaker Fiona McGauchie from Egon Zehnder International

L-R: Katherin Domansky, Eve Howell, Fiona McGauchie MAICD, Cath Cipro, Julie Cox

New Members Evening On Thursday 3 March the Australian Institute of Company Directors hosted their first new members evening for 2011. Around 50 new members attended the evening and they were delighted to have Terry Grose FAICD to be a guest speaker at the event. Terry is an experienced director and shared some thoughts on the world of directorship from a cultural perspective. Formerly with the Wesfarmers Group, Terry has lived and worked in Hong Kong for many years. He sits on the Board of Yirra Yarkin Aboriginal

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Theatre Company and shared his thoughts on the cultural challenges that boards can face. We hope that this informal networking event will allow new members a chance to meet with other new members and quickly establish contacts and networks within the Institute for future events. As the first event was so popular we will be combining this with the Direct Connect networking evenings to allow more new members to attend.

Residential Company Directors Course - Bunker Bay, May 2011 By Garth Wynne MAICD Principal Christ Church Grammar Member since 2010

I am certain that there were varying levels of trepidation as participants in the 2011 Company Directors Residential Course gathered at the beautiful Bunker Bay Resort, on Sunday 8th May. The ‘meet the course’ drinks that followed were friendly and affirming but equally disconcerting when Monday’s presenter Fiona Shand was able to introduce herself to each of the aspirant attendees and quote elements of their submitted CVs in casual conversation! Clearly this was serious. We had let ourselves into the ‘Board Room’ of adult learning with some rather competent colleagues. How would the week unfold? Fiona (Board and the Practice of Directorship, Directors Duties and Responsibilities) was the beginning of the most wonderful group of Company Directors Presenters; Trish Risdale (Risk: Issues for Directors, Strategy: The Board’s Role);Ian Hobson (Financial Literacy for Directors, Driving Financial Performance); Michael Gething (The Board’s Legal Environment, Decision Making); Michael Horabin (Achieving Board Effectiveness, Learning into Practice) who led the participants through the well-presented information associated with the course with good humour, great skill and appropriately shared personal experience. The clever and varying use of case studies was a wonderful example of the detailed preparation of the presenters and the thoughtful design of each learning module. This assisted all involved to take theory into the reality of effective Board function. However, the real success of the week was the fact that the eclectic group who had chosen to attend willingly gave of themselves without ego or pretence and by doing so came to know each other. Irrespective of the roles that they held… Board Chair, CEO, CFO, Director or Executive, their enthusiastic and wholehearted contribution enriched the learning experience of others and enhanced the depth of understanding of all that was discussed. I am sure the food, occasional poor joke (thank you Evan), walks on the beach and wine tasting helped as well! I know I speak on behalf of all involved when I say thank you to Company Directors and the wonderful Erin Timu for making this week so worthwhile.

Bunker Bay Resort

Participant lunch room

Vince Hughes AAICD, Alex Kailis MAICD, Murray DeJong MAICD, Patrick Walta MAICD

Mike Horabin FAICD, Marcia Bowden MAICD, Marina Vergone MAICD, David Moroney MAICD, Clayton Hyder MAICD, Rob Locke MAICD, Peter Goulios, Phil Vergone MAICD, Lorraine Pedofsky MAICD

Participants enjoying the final dinner drinks

Garth Wynne Preparations are already underway for our 2012 Residential Company Directors Course. Date has been set for our 2012 Residential CDC in Bunker Bay! 30 April-5 May, Registrations now open

Heather Collins, Harvey Collins FAICD, Marcia Bowden MAICD, Glenn Morrison AAICD

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WAdirector The Director Resource Centre What is the Director Resource Centre? The Director Resource Centre is a showcase of the information we provide for directors and boards on good practice corporate governance. It is a key component of our goal to be the voice of governance and directorship in Australia. Director and Governance issues Browse this section of our website for topics of common concern to directors and boards. Here you will find resources on topics such as board diversity, annual general meetings, directors’ insurance, directors’ liability, insolvency, board committees and much more. Directorship in your organisation Directors have different information needs depending on the type of organisation they govern. Access information by organisation type here (e.g. private company, not-forprofit, government).

Your Directorship role To cater for the various roles of directorship, we provide information on: • individual director roles • the role of the board • membership of board committees • organisational governance. Here you can browse for, and access, information by these governance role types. Director Q&A Do you have a question about your role as a director – either generally – or about a specific director issue, such as board performance? We know there are many common questions that directors ask . Browse our collection of ‘Director Q&A’ pages using the category headings below. • Selection and appointment • Roles duties and responsibilities • Board performance • Director liability • Board meetings • Remuneration • Financial reporting.

Policy on director issues Developing policy on director issues is one of our core functions. We draw on the experience and knowledge of our policy team, committees, forums, professional networks and members. We represent the collective view of directors across the broad spectrum of organisations and aim to ensure that governments develop an economic and regulatory environment where organisations can flourish. Here you can search and browse our policy papers and policy submissions Publications We produce a range of publications on good governance and directorship. Members receive our monthly magazine, Company Director, and our fortnightly e-newsletter, The Boardroom Report. Our books provide guidance on governance and leadership.

Acknowledging our event sponsors The WA Division would like to thank all our event sponsors for their generous support of our events in 2011. Directors Toolkit Briefing Natural Disasters - board and business recovery

Directors Breakfast Strategy and the board

SME Briefing To board or not to board? Growing pains and growth spurts

Multimedia Access our videos and podcasts all in one place.

Emerging Director Briefing Risk and reputation management - a media minefield

Annual Wine Sponsors

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Disclaimer: The opinions expressed in WA Director do not necessarily represent the views of the Australian Institute of Company Directors nor the publication. While every effort has been made to ensure accuracy, no responsibility can be accepted by the publisher for omissions, typographical or printer’s errors, inaccuracies or changes that may have taken place after the publication. All rights reserved.

WA Division, PO Box 7050, Cloisters Square Perth WA 6850, t: (08) 9320 1700 f: (08) 9322 6545, e: [email protected] Page 20