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Board meeting attendance

Table 6. Board and standing Board committee meeting attendance in 2019–20

Board Member

Board meetings (8)

Attended

Eligible to attend

Patricia Cross

8

8

Ariane Barker

8

8

The Hon. Chris Ellison

8

8

Nadine Flood

8

8

Winsome Hall

8

8

Garry Hounsell

8

8

Sunil Kemppi1

3

3

Air Vice-Marshal Tony Needham, AM

8

8

Peggy O’Neal, AO

7

8

Air Vice-Marshal Margaret Staib, AM, CSC

7

8

Dr Michael Vertigan, AC

7

8

Mr Alistair Waters2

3

3

1 Resigned as of 22 November 2019.

2 Appointed 25 February 2020

Board committees

Established committees assist the CSC Board to carry out its responsibilities. Committee members are appointed by the Board and each committee has its own Board-approved terms of reference, which are reviewed from time to time.

The Board has four standing committees: the Audit Committee, the Remuneration and HR Committee, the Board Governance Committee and the Risk Committee.

Table 7. CSC Board committees

Committee

Purpose

Membership

Audit Committee

To assist the Board in discharging its responsibilities by providing an objective non-executive review of CSC’s financial reporting, taxation and regulatory compliance. Functions include:

  • integrity of financial reports
  • significant financial and accounting issues and policies
  • regulatory requirements and compliance
  • assurances on internal control and compliance systems
  • audit effectiveness, independence, scope and planning.

The Audit Committee terms of reference can be found here: https://www.csc.gov.au/Members/About-CSC/Corporate-governance/

Garry Hounsell (Chair)

Ariane Barker

Nadine Flood

Air Vice-Marshal Margaret Staib, AM, CSC

Risk Committee

To assist the Board in discharging its responsibilities by overseeing CSC’s risk culture, risk frameworks and management of risk. Functions include:

  • business operations
  • technology and cyber security
  • fraud
  • insurance
  • business continuity and recovery
  • liquidity
  • investment governance
  • counterparty risk compliance

Air Vice-Marshal Margaret Staib, AM, CSC (Chair)

Ariane Barker

Nadine Flood

Garry Hounsell

Board Governance Committee

To assist the Board by advising and making recommendations on issues relevant to the corporate governance of CSC and the identification, education and evaluation of directors. Functions include:

  • critical review of corporate governance policies and procedures
  • review of the skills of the Board and its committees
  • support the Chair of the Board in respect to succession planning strategies for the Chair, Board and the CEO
  • reviewing and evaluating induction programs and identifying ongoing professional development requirements for existing directors
  • developing and implementing performance evaluation
  • and improvements processes for the Board, Committees, and Directors.

Dr Michael Vertigan, AC (Chair)

Patricia Cross

The Hon. Chris Ellison

Winsome Hall

Peggy O’Neal, AO

Remuneration and HR Committee

To assist the Board by advising and making recommendations on issues relevant to its Remuneration Policy and human resource obligations. Functions include:

  • regular review of the Remuneration Policy, including assessment on its effectiveness and compliance with the requirements of APRA Prudential Standard SPS510 – Governance
  • making recommendations regarding CEO remuneration
  • making recommendations on the remuneration outcomes for CSC staff, and on the investment pool available for variable remuneration
  • satisfying the committee that CSC’s people policies and practices support the attainment of CSC’s strategic goals.

The Hon. Chris Ellison (Chair)

Patricia Cross

Winsome Hall

Peggy O’Neal, AO

Dr Michael Vertigan, AC

Table 8. Audit and Risk Committee meetings attendance in 2019–20

Audit Committee meetings (6)

Audit Committee meetings (6)

Attended

Eligible to attend

Attended

Eligible to attend

Ariane Barker

4

6

4

5

Nadine Flood

5

6

5

5

Garry Hounsell

6

6

5

5

Air Vice-Marshal Margaret Staib, AM, CSC

6

6

5

5

Table 9. Board Governance and Remuneration Committee and HR Committee meetings attendance in 2019–20

Board Governance Committee

meetings

Remuneration and HR Committee meetings

Attended

Eligible to attend

Attended

Eligible to attend

Patricia Cross

8

8

8

8

The Hon. Chris Ellison

8

8

8

8

Winsome Hall

7

8

7

8

Peggy O’Neal, AO

6

8

6

8

Dr Michael Vertigan, AC

7

8

7

8