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ASC Pty Ltd Annual Report 2019-20

Key Management Personnel Remuneration

ASC’s key management personnel (KMP) are the Non-Executive Directors, the Managing Director and those Senior Executives whom hold authority and responsibility for planning, directing and controlling ASC’s strategic direction. ASC's KMP include KMP for both ASC Pty Ltd and its former subsidiary ASC Shipbuilding Pty Limited.

Fees for Non-Executive Directors are set by the relevant determination of the Remuneration Tribunal.

A summary for KMP remuneration for the financial year 2019/20 is included at Table 8.

ASC’s approach to senior executive remuneration is at Table 7.

Table 7 - Remuneration for Senior Executives for FY 18/19 and FY 19/20
				Base salary (1)	Bonuses (3)	Other benefits and allowances	Superannuation contributions (2)	Long Service Leave (4)	Other long-term benefits (5)	(6)
Name	Position title		Note	$	$	$	$	$		$	$
KMP
*ASC Pty Ltd*

Stuart Whiley	Managing Director and Chief Executive Officer	2019/2020		648,286	129,515	0	25,000	16,000	0	0	818,801
Stuart Whiley	Managing Director and Chief Executive Officer	2018/2019		579,614	135,993	0	25,000	15,043	0	0	755,650

Martin Edwards	Executive Manager Maritime Services Group	2019/2020		447,463	74,764	13,087	46,307	10,668	74,764	0	667,053
Martin Edwards	Executive Manager Maritime Services Group	2018/2019		435,002	91,947	16,888	25,000	10,171	0	0	579,008

Paul Gay	Executive Manager CCSM Group	2019/2020		409,995	74,884	0	25,000	9,769	74,884	0	594,532
Paul Gay	Executive Manager CCSM Group	2018/2019		380,077	80,738	0	25,000	9,217	0	0	495,032

Christian Hamilton	Executive Manager Strategy & Communications	2019/2020		301,298	52,086	0	27,567	7,207	52,086	0	440,244
Christian Hamilton	Executive Manager Strategy & Communications	2018/2019		287,223	51,499	0	31,462	6,995	0	0	377,179

Wendy Hoad	General Counsel	2019/2020	7	5,930	0	0	731	100	0	0	6,761
Wendy Hoad	General Counsel	2018/2019		305,338	66,073	12,144	25,000	7,309	0	0	415,864

Ashley Menadue	Chief Financial Officer	2019/2020		440,887	82,712	0	30,886	10,491	82,712	0	647,688
Ashley Menadue	Chief Financial Officer	2018/2019		409,992	86,700	0	25,000	9,897	0	0	531,589

Total		2019/2020		2,253,859	413,961	13,087	155,491	54,235	284,446	0	3,175,079
Total		2018/2019		2,397,246	512,950	29,032	156,462	58,632	0	0	3,154,322

*ASC Shipbuilding*

Jim Cuthill	Acting CEO ASC Shipbuilding	2018/2019	8	198,911	45,515	0	34,950	3,430	0	0	282,806

Total		2018/2019		198,911	45,515	0	34,950	3,430	0	0	282,806

Grand Total		2019/2020		2,253,859	413,961	13,087	155,491	54,235	284,446	0	3,175,079
Grand Total		2018/2019		2,596,157	558,465	29,032	191,412	62,062	0	0	3,437,128

1. Base salary includes annual leave accrued in the year and allowances paid.

2. ASC's policy is to pay superannuation at 9.5% on all applicable ordinary time earnings (e.g. salary, bonuses, allowances). Where the superannuation concessional cap (currently $25,000) would be exceeded, Senior Executives may request that the superannuation be converted to a cash payment. Where this has occurred the cash payment is included in base salary, bonuses or other long term benefits as applicable.

3. Amounts totalling $48,351 relating to superannuation on bonuses taken as cash due to concessional caps being exceeded have been reclassified from base salary to bonuses in the 2019 prior year comparatives to align with the current year and provide greater transparency.

4. Long service leave relates to amounts accrued during the relevant period.

5. Other long term benefits includes deferred component of incentive scheme which is payable 12 months after it is earnt.

6. Termination benefits exclude payment of statutory benefits for long service leave and annual leave, which have previously been accrued.

7. Wendy Hoad ceased employment on 5 July 2019.

8. J Cuthill ceased to be a Senior Executive of the ASC Group on 13 December 2018 with the transfer of ASC Shipbuilding Pty Ltd to separate government ownership.

Table 8 Remuneration for Non-Executive Directors for FY 18/19 and FY 19/20


				Short-term benefits			Post-employment benefits	Other long-term benefits	Termination benefits	Total remuneration
				Base salary	Bonuses	Other benefits and allowances (1)	Superannuation contributions	Long Service Leave
Name	Position title		Note	$	$	$	$	$	$	$


*ASC Pty Ltd*

Bruce Carter	Chairman	2019/2020		0	0	166,290	15,798	0	0	182,088
Bruce Carter	Chairman	2018/2019		0	0	163,020	15,487	0	0	178,507

Rosalind Dubs	Director	2019/2020	2	0	0	85,460	8,119	0	0	93,579
Rosalind Dubs	Director	2018/2019		0	0	83,770	7,958	0	0	91,728

Gary Gray	Director	2019/2020	3	0	0	59,471	5,650	0	0	65,121
Gary Gray	Director	2018/2019		0	0	83,770	7,958	0	0	91,728

Joycelyn Morton	Director	2019/2020	4	0	0	93,940	8,924	0	0	102,864
Joycelyn Morton	Director	2018/2019		0	0	92,090	8,749	0	0	100,839

Loretta Reynolds	Director	2019/2020	5	0	0	85,780	8,149	0	0	93,929
Loretta Reynolds	Director	2018/2019		0	0	84,090	7,989	0	0	92,079

Paul Rizzo	Director	2019/2020	6	0	0	101,450	9,638	0	0	111,088
Paul Rizzo	Director	2018/2019		0	0	99,450	9,448	0	0	108,898

Geoffrey Rohrsheim	Director	2019/2020	7	0	0	85,460	8,119	0	0	93,579
Geoffrey Rohrsheim	Director	2018/2019		0	0	24,787	2,355	0	0	27,142

		2019/2020		0	0	677,851	64,397	0	0	742,248
		2018/2019		0	0	630,977	59,943	0	0	690,920

1. Director fees have been classified as Other benefits and allowances.

2. Rosalind Dubs is a member of the Business Assurance and Security Committee.

3. Gary Gray is a member of the Business Assurance and Security Committee. Gary Gray ceased to be a Director on 11 March 2020.

4. Joycelyn Morton is the Chair of the Audit Committee.

5. Loretta Reynolds is a member of the Audit Committee.

6. Paul Rizzo is the Chair of the Business Assurance and Security Committee and a member of the Audit Committee.

7. Geoffrey Rohrsheim is a member of the Business Assurance and Security Committee.

Senior Executive Remuneration Overview

ASC Pty Ltd’s Senior Executive remuneration structure has been developed to ensure that its Senior Executives are remunerated commensurate with the market and incentivised to deliver against the corporate objectives. ASC’s Senior Executive remuneration is structured with a total fixed remuneration (TFR) amount, together with a short term incentive (STI) payment, should the required company performance and individual objectives be achieved.

The remuneration of the ASC Pty Ltd Managing Director is in accordance with the relevant determination of the Remuneration Tribunal and the role is currently classified as a Principal Executive Office B and E and includes an at risk amount of up to 20% of total remuneration.

Setting Senior Executive Remuneration

ASC Senior Executive remuneration packages are developed so as to ensure as much as is possible, that the total remuneration amount is competitive when compared to similar organisations.

ASC Senior Executive TFR consists of salaries and wages, allowances and other non-monetary benefits, annual leave and superannuation. When establishing an appropriate TFR for an ASC Senior Executive the following elements are considered:

Market data;
Risk and complexity of the role;
The Executive’s experience and skills;
Performance;
Internal relativity within the Senior Executive.

Benchmarking and review of Senior Executive remuneration

ASC Senior Executive roles are independently benchmarked against reference market data gathered from market research and augmented with survey data. The most recent benchmarking exercise was conducted in November 2019.

As a result of the November 2019 benchmarking activity, a new incentive program was introduced which resulted in changes to the application of the short term incentive scheme. Of note was the inclusion of a deferred component which is payable 12 months after it is earnt.

The ASC Board’s Human Resource and Remuneration Committee reviews Senior Executive remuneration packages annually to ensure they are reflective of company and individual performance and market conditions, as well as any relevant Remuneration Tribunal determinations. The ASC Board is responsible for the approval of Senior Executive remuneration packages and the award of annual individual STI’s following recommendations from the Human Resource and Remuneration Committee.

Linking company and individual performance to STI payments

To ensure that ASC’s strategic objectives are achieved each Senior Executive remuneration package contains a portion of ‘at risk’ remuneration paid as an STI payment. The STI program is a core element of ASC’s Senior Executive remuneration package as it is tied directly to the successful completion of both company and individually assigned objectives which are directly aligned to ASC’s strategy and are set out in relevant Board approved Game Plans.

The STI allows ASC to:

Incentivise the delivery of corporate objectives aligned to ASC’s strategy.
Reward Senior Executives that have contributed to ASC’s success during the performance period.

Non-Executive Director Fees

All Non-Executive Directors of ASC Pty Ltd are appointed by the Minister for Finance.

Fees for Non-Executive Directors are set through the determinations of the Commonwealth Remuneration Tribunal (the Tribunal). The Tribunal makes the Determination in accordance with subsections of the Remuneration Tribunal Act 1973.

The Tribunal sets annual Chair and Board Member fees (exclusive of superannuation contributions) for all activities undertaken by Non-Executive Directors on behalf of ASC Pty Ltd. Board member fees are not payable to the Chair.

The following table details the fees for Non-Executive Directors for the financial year (FY) 2019/2020 and financial year 2018/2019.

Table 6 Fees for Non-Executive Directors for the financial year 2019/20 and financial year 2018/19
Non-Executive position	From 1 July 2019	From 1 July 2018
Chair	$166,290	$163,020
Member	$77,620	$76,090
Chair – Audit Committee	$16,320	$16,000
Member – Audit Committee	$8,160	$8,000
Chair – Business Assurance and Security Committee	$15,670	$15,360
Member – Business Assurance and Security Committee	$7,840	$7,680

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