Page 50 - OneVue Annual Report 2015
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New Directors receive a letter of appointment setting Directors and a majority of whom are
out the key terms of their appointment, and are independent Directors; and(2)is Chaired by an
provided with information on OneVue, and other independent Director, who is not the Chair of the
material information relative to understanding the Board ,and disclose:(3)the Charter of the
business. Committee;(4)the relevant qualifications and
experience of the members of the Committee;
All new Directors undertake an induction program and(5)in relation to each reporting period, the
coordinated by the Company Secretary on behalf of number of times the committee met throughout
the Human Resources Nominations and Remuneration the period and the individual attendances of the
Committee. The program covers OneVue’s financial, member.
strategic, operational and risk management positions,
with briefings from senior executives including the The Board has established an Audit, Risk Management
Managing Director and CFO. and Compliance Committee. The Audit, Risk
Management and Compliance Committee currently
The Board performance assessment process provides comprises three non-executive Directors, being Mr
an opportunity for Directors to identify development Garry Wayling, Ms Gail Pemberton and Ms Greta
opportunities to participate in and to improve and Thomas, all of whom are independent Directors. The
maintain the required skills. Audit, Risk Management and Compliance Committee is
Chaired by Mr Garry Wayling, an independent Director.
Principle 3 - Promote ethical and responsible The role of Audit, Risk Management and Compliance
decision-making Committee is to advise the Board and provide
oversight on:
Recommendation 3.1
• Audit and financial reporting
Have a code of conduct for its Directors, senior • Integrity of financial statements
executives and employees; and disclose that code • Corporate governance compliance
or a summary of it. • Compliance with legal and regulatory requirements
• Risk management procedures
The Board has a Code of Conduct for its Directors • Internal control structures
and all employees. • Appointment, independence and performance of
The Code of Conduct sets out the Company's external auditors
commitment to shareholder value and outlines the • Monitoring the performance resourcing and
ethical characteristics employees should possess to
encourage honest and trustworthy dealings. effectiveness of the internal audit function
The Company also has a Whistle blower policy which Information relating to the qualifications and experience
sets out the measures the organisation follows to of the Committee members and the number of times
encourage the reporting of unlawful or unethical the Committee met throughout the reporting period
behaviour. and the attendance of the members are set out in the
Directors Report.
The Code of Conduct and Whistle blower Policy are
on the Company’s website www.onevue.com.au/web/ A copy of the Audit, Risk Management and
onevue/corporate-governance in the Corporate Compliance Committee Charter is available on the
Governance section of the Investor Centre. company's website www.onevue.com.au/web/
onevue/corporate-governance in the Corporate
Principle 4 - Safeguard integrity in financial Governance section of the Investor Centre.
reporting
Recommendation 4.2
Recommendation 4.1 Receive from its CEO and CFO a declaration that, in
their opinion, the financial records of the entity
Have an Audit Committee which:(1)has at least have been properly maintained and that the
three members, all of whom are non-executive financial statements comply with the appropriate
50 – ONEVUE ANNUAL REPORT
