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Corporate Governance & Compliance
The Board of iSelect is committed to achieving and demonstrating the highest standards of corporate governance.
The Board regularly reviews the company's corporate governance with a view to moving towards the best practice recommendations as released and updated by the Australian Stock Exchange.
A description of the company's current corporate governance practices is set out below:
1. Foundation Provided by the Board
The Directors overriding objective is to increase shareholder value within an appropriate framework which protects the rights and interests of shareholders and ensures the company is properly managed through the implementation of sound strategies and action plans and the development of an integrated framework of controls over the economic entity's resources. The function of the Board of Directors has been clearly defined and includes responsibilities for:
- Approval of corporate strategies and the annual budget;
- Regularly monitoring financial performance including approval of the annual financial statements and liaison with the company's auditors;
- Monitoring managerial performance; and
- Ensuring any significant risks facing the company have been identified and appropriate and adequate control monitoring and reporting mechanisms are in place.
The Directors are committed to the principles underpinning best practice corporate governance, applied in a manner that is most suited to the company. This is supported by an overriding organisation-wide commitment to the highest standards of ethical behaviour.
2. The Board is Structured to Add Value
The Board seeks to ensure that:
- At any point in time, its membership represents an appropriate balance between directors with experience and knowledge of the company and directors with an external or fresh perspective; and
- The size of the Board is conducive to effective discussions and efficient decision-making.
- The individual performance of both the executive and non-executive directors is reviewed on an annual basis.
- Directors have the right, in connection with their duties and responsibilities, to seek independent professional advice at the company's expense.
Ernst and Young were appointed during 2007 as independent external auditors. The external auditors have a clear line of direct communication with the Audit Committee and the Board.
4. The Board Recognises and Manages Risk
Policies have been developed that include components relating to oversight, risk profile, risk management and assessing effectiveness of risk oversight and management.
The Board regularly monitors the operational and financial performance of the company against budget and other key performance measures. The Board receives from management the key business financial risks that could prevent the company from achieving its objectives and ensures the appropriate controls are in place to effectively manage those risks.
5. Remunerate Fairly and Responsibly
The Board has established a Remuneration and Nominations committee that is responsible for evaluating and monitoring the performance and compensation of the executive and non-executive directors on an annual basis.
The committee consists of all the non-executive directors.
6.Recognise the Legitimate Interests of Stakeholders
The company recognises its obligations to non-shareholder stakeholders such as employees, customers, the industries in which it operates and the community as a whole.
7. The Board Encourages Enhanced Performance
The Directors have open access to all relevant information and may meet independently with management at any time to discuss areas of interest or concern.
The Board delegates the responsibility of day–to–day management of the company to the Chief Executive Officer and the senior management team. The team has a range of experience across multiple industries and sectors, both in public and private corporations within Australia and abroad.
iSelect is committed to the observance of all laws and the highest ethical standards.
The company has worked to foster and promote a culture that is supportive of compliance. For iSelect that culture is both about how management acts and how employees act and is about doing things the right way even when no-one is looking. It is also about a commitment to compliance with the law, not just being afraid of being caught for breaking the law.
For any further information in relation to the company's compliance programs or to raise any relevant issues of concern relating to the operations of iSelect and/or its employees please contact us directly at email@example.com or alternatively contact the company's Head of Compliance, Trevor Jeffords on 03 9276 8357.