Qantas 2013 Annual Report Download - page 72

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70
Corporate Governance Statement continued
FOR THE YEAR ENDED 30 JUNE 2013
CEO/CFO Declaration
As required by section 295A of the Corporations Act, the CEO
and CFO have declared that:
“In our opinion:
a. the nancial records of Qantas and its controlled entities
(Qantas Group) for the nancial year ended 30 June 2013
(Financial Period) have been properly maintained in
accordance with section 286 of the Corporations Act;
b. the nancial statements and the notes referred to in
section 295(3)(b) of the Corporations Act for the Financial
Period comply with the accounting standards and other
mandatory professional reporting requirements; and
c. the nancial statements and notes for the Financial
Period give a true and fair view of the nancial position
and performance of the Qantas Group in accordance with
section 297 of the Corporations Act.”
In addition, in accordance with Recommendation 7.3 of the ASX
Principles, the CEO and CFO stated to the Board that, in respect
of the Qantas Group for the Financial Period:
a. “the declaration given in accordance with section
295Ais founded on a sound system of risk management
and internal compliance and control and the system is
operating effectively in all material respects in relation
to nancial reporting risks; and
b. the statement given in accordance with Recommendation
7.3 (above) regarding the risk management and internal
compliance and control system provide a reasonable,
but not absolute level of assurance and does not imply
a guarantee against adverse events or more volatile
outcomes arising in the future.”
To support the CEO and CFO in making the declaration
under section 295A of the Corporations Act to the Board,
Senior Management completes a bi-annual Financial and
Corporate Governance Self Assessment Questionnaire
(FCGSAQuestionnaire). The FCGSA Questionnaire forms part
ofQantas’ corporate governance process which requires Senior
Management to respond to questions relating to Qantas’ nance
and reporting, corporate governance and risk management.
THE BOARD REMUNERATES FAIRLY AND RESPONSIBLY
The Qantas executive remuneration objectives and approach
is set out in full in the Directors’ Report (from page 77).
Remuneration Committee
The Board has a Remuneration Committee which:
»for the most part of the year and currently, has three
Members who are Independent Non-Executive Directors
»is chaired by Patricia Cross, an Independent Non-Executive
Director
»has a written Charter which is available on the Corporate
Governance page of the Qantas website
»is responsible for assisting the Board in fullling its corporate
governance responsibilities in regard to remuneration
matters including:
— the remuneration framework for Non-Executive Directors
— the remuneration and incentive framework, including any
proposed equity incentive awards for the CEO, Executive
Management and senior executives
— recommendations and decisions (as relevant) on
remuneration and all incentive awards for the CEO
and Executive Management
— strategic human resources policies
The experience and qualications of Members of the
Remuneration Committee are detailed on pages 50 to 53.
Membership of and attendance at 2012/2013 Remuneration
Committee Meetings are detailed on page 72.
For a brief period during 2012/2013, the Committee comprised
of two members following the passing of the then Committee
Chairman.
Information about remuneration of Executive Management is
disclosed to the extent required in the Remuneration Report
from page 77.
Qantas Directors are entitled to statutory superannuation and
certain travel entitlements (accrued during service) which are
reasonable and standard practice in the aviation industry
(seepage 93).
Review of Executive Management Performance
At least annually, the Remuneration Committee undertakes
a review of the performance of Executive Management
against their Key Performance Indicators (KPIs). The process
for evaluating the performance of Executive Management is
detailed from page 77. Executive Management’s performance
for 2012/2013 was assessed against individual KPIs in August
2013. The structure of Non-Executive Directors’ remuneration
is detailed on page 93.