Telstra 2015 Annual Report Download - page 43

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_Telstra Annual Report 2015
Engaging with our shareholders
We value a direct, two-way dialogue
with our shareholders and investors
about our company. We believe it is
important not only to provide relevant
information as quickly and efciently as
possible (recognising the importance of
meeting our continuous disclosure and
other legal obligations to the market),
but also to listen to and understand
their perspectives and respond to
their feedback.
We have a number of initiatives in
place to promote effective communication
with our shareholders and investors,
and to encourage participation at our
shareholder meetings. During FY15
these included:
• Retail shareholder information
briengs – as we have done in recent
years, before our 2014 Annual General
Meeting (AGM) we held four retail
shareholder information briengs
with the CEO and/or CFO. Briengs were
held in Sydney, Melbourne, Perth and
Adelaide and attended by about 1,000
retail shareholders. We intend to hold
similar briengs again this year ahead
of our 2015 AGM
• Encouraging questions in advance of
our AGM – we encouraged shareholders
to provide us with their questions
ahead of our 2014 AGM, consistent
with our approach in previous years,
and we received more than 1,300
questions and comments. This helped
us understand shareholder issues and
concerns and enabled us to address
the key areas of shareholder feedback
• Investor briengs – we held various
briengs for investors during the year,
including our April 2015 Investor day on
growth through network and product
differentiation, which provided investors
with insights into our mobiles business,
our networks, security and innovation
• Electronic communications – we
continued to encourage shareholders
to provide us with their email addresses
so we could communicate with them
electronically. We utilised electronic
communications to inform shareholders
about events and matters relevant to
our company, such as the appointment
of our new CEO, our strategy to improve
customer advocacy and our April 2015
investor event
• Webcasting important company
events – we webcast important events
such as our nancial results briengs,
our AGM and other investor events
discussing the performance and
strategy of our business.
Following shareholder feedback and
consistent with our capital management
framework, in February 2015 we also
announced the reactivation of our
Dividend Reinvestment Plan for our
shareholders.
The Board
The Board actively seeks to
ensure it has an appropriate mix
of diversity (including gender
diversity), skills, experience and
expertise to enable it to discharge
its responsibilities effectively
and to be well equipped to help
our company navigate the range
of opportunities and challenges
we face.
Composition
As at the date of this report, we have
11 Directors on the Board, comprising
10 non-executive Directors and the CEO.
With the exception of the CEO, all our
Directors are non-executive Directors
and have been determined by the Board
to be independent. Details of the Directors
can be found in the Board of Directors
section of this report.
The Board has identied the set of skills,
experience and expertise it currently
has and is looking to achieve in its
membership, reecting areas particularly
relevant to the three pillars of our strategy
(improve customer advocacy, drive
value from the core and build new
growth businesses), as well as other
areas of general relevance to the
composition of our Board. The Board
reviews this on a regular basis and it
helps the Board identify areas of focus
and to maintain an appropriate and
diverse mix in its membership.
During FY15, one new non-executive
Director, Peter Hearl, was appointed to
the Board. The Board considered it would
benet from additional experience in
the area of building customer advocacy.
Mr Hearl brings considerable experience
from industries including consumer goods
and energy, and in building customer
advocacy for brands. He was appointed to
the Board in August 2014 and was elected
by shareholders at our 2014 AGM.
Directors also welcomed Andrew Penn to
the Board as Managing Director on 1 May
2015, when he became our CEO following
David Thodey’s retirement as CEO and as
a Director on 30 April 2015.
For FY15, the Board’s measurable
objective about Board diversity was that
there would be at least three women on
the Board, representing a female gender
representation among non-executive
Directors of at least 30 per cent. As at
30 June 2015, there were three female
Directors on the Board (including the
Chairman of the Board and Chairman of
the Audit & Risk Committee), representing
a female gender representation among
non-executive Directors of 30 per cent.
For FY16, the Board has maintained its
diversity objective, with an additional
aspiration to achieve 40 per cent female
representation among non-executive
Directors by 2020.
The Board has three standing
Committees – the Audit & Risk Committee,
the Remuneration Committee and the
Nomination Committee. Together they
play a signicant role by focusing in
more detail on specic areas of our
operations and governance framework,
which assists in strengthening the
Board’s oversight of Telstra.
2014 Annual General Meeting