Qantas 2012 Annual Report Download - page 63

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FOR THE YEAR ENDED 30 JUNE 2012
Directors’ Report continued
Employee Share Trading Policy
The Qantas Code of Conduct and Ethics contains Qantas’ Employee Share Trading Policy.
The Policy prohibits employees from dealing in Qantas securities (or securities of other listed entities) while in possession of material
non-public information relevant to the entity.
In addition, nominated employees (including KMP) are:
— Prohibited from dealing in Qantas securities (or the securities of any Qantas Group listed entity) during defined blackout periods
— Required to comply with “request to deal” procedures prior to dealing in Qantas securities (or the securities of any Qantas Group
listed entity) outside of defined blackout periods
— Prohibited from hedging or entering into any margin lending arrangement, or entering other encumbrances over the securities
of Qantas (or the securities of any Qantas Group listed entity) at any time
8 NONEXECUTIVE DIRECTOR FEES
Non-Executive Director fees are determined within an aggregate Non-Executive Directors’ fee pool limit. An annual total fee pool
of $2.5 million (excluding industry standard travel entitlements received) was approved by shareholders at the 2004 AGM.
Total Non-Executive Directors’ remuneration (excluding industry standard travel entitlements received) for the year ended 30 June 2012
was $2.465 million (2011: $2.278 million), which is within the approved annual fee pool.
Non-Executive Directors’ remuneration reflects the responsibilities of Non-Executive Directors and is determined based on the advice
of independent remuneration consultants. There was no increase to Board or Committee fees in 2011/2012 and there will be no
increase to these fees for 2012/2013.
Board Committees1
Chairman2Member Chairman Member
Board Fees $, $, $, $,
1 Committees are the Audit Committee, Remuneration Committee, Nominations Committee and Safety, Health, Environment and Security Committee.
2 The Chairman does not receive any additional fees for serving on or chairing any Board Committee.
Non-Executive Directors do not receive any performance-related remuneration.
Overseas based Non-Executive Directors are paid a travel allowance when travelling on international journeys of greater than
six hours to attend Board and Committee Meetings or Board-related activities requiring participation of all Directors.
All Non-Executive Directors and eligible beneficiaries receive travel entitlements. The Chairman is entitled to four international trips
and 12 domestic trips each calendar year and all other Non-Executive Directors are entitled to two international trips and six domestic
trips each calendar year. These flights are not cumulative and will lapse if they are not used during the calendar year in which the
entitlement relates.
Post employment, the Chairman is entitled to two international trips and six domestic trips for each year of service and all other Non-
Executive Directors are entitled to one international trip and three domestic trips for each year of service. The accounting value of the
travel benefit is captured in the remuneration table (as a non-cash benefit for travel during the year and as a post-employment benefit).
Remuneration Report (Audited) continued
061