The Board may, from time to time, establish appropriate committees to assist in the discharge of its responsibilities. The Board has established the Audit, Risk and Compliance Committee, the Nomination and Remuneration Committee and the Innovation and Technology Committee. Other committees may be established by the Board as and when required.
Innovation and Technology Committee
The Innovation and Technology Committee’s role is to oversee the innovation and technology strategies of the Company, including:
- supporting the Company’s strategic aims in regard to Innovation;
- assisting with strategies to ensure that the necessary financial and human resources are in place for the Company to meet its Innovation and Technology objectives;
- ensuring measurement and tracking systems are in place to evaluate success of initiatives;
- introducing appropriate technologies, companies and individuals to the Company;
- providing guidance on the Company’s innovation framework to ensure regular flow of innovation concepts and ideas as well as confirming the framework is in line with global best practice; and
- keeping a watching brief to assist in identifying how new technology will influence our industry and identify potential applications for disruptive technologies.
The Innovation and Technology Committee comprises Andrew Reitzer (Chairman), Cheryl Bart AO, Robbie Blau, and Kevin Wundram. External advisers and/or members of management may also be appointed to the Committee or invited to attend Committee meetings.
Audit, Risk and Compliance Committee
The Audit, Risk and Compliance Committee’s role is to assist the Board in carrying out its accounting, auditing and financial reporting responsibilities, including:
- overseeing SG Fleet relationship with the external auditor and the external audit function generally;
- overseeing SG Fleet relationship with the internal auditor and the internal audit function generally;
- overseeing the preparation of the financial statements and reports;
- overseeing SG Fleet financial controls and systems; and
- managing the process of identification and management of business and financial risk.
The Audit, Risk and Compliance Committee comprises
Edwin Jankelowitz
(Chairman),
Cheryl Bart AO
, and
Peter Mountford
.
Nomination and Remuneration Committee
The Nomination and Remuneration Committee’s role is to:
- review and recommend to the Board the size and composition of the Board, including review of Board succession plans and the succession of the Chairman and CEO, having regard to the objective that the Board comprise directors with a broad range of skills, expertise and experience from a broad range of backgrounds, including gender ;
- review and recommend to the Board the criteria for Board membership, including: the necessary and desirable competencies of Board members, and the time expected to be devoted by non-executive Directors in relation to SG Fleet affairs;
- review and recommend to the Board membership of the Board, including: making recommendations for the re-election of Directors, subject to the principle that a Committee member must not be involved in making recommendations to the Board in respect of themselves, and assisting the Board as required to identify individuals who are qualified to become Board members (including in respect of Executive Directors), in accordance with the policy outlined in section 4 of the Charter;
- assist the Board as required in relation to the performance evaluation of the Board, its committees and individual Directors, and in developing and implementing plans for identifying, assessing and enhancing Director competencies;
- ensure that an effective induction process is in place and regularly review its effectiveness;
- on an annual basis, review the effectiveness of SG Fleet Diversity Policy by assessing SG Fleet' progress towards the achievement of the measurable objectives and any strategies aimed at achieving the objectives, and reporting to the Board recommending any changes to the measurable objectives, strategies or the way in which they are implemented; and
- in accordance with SG Fleet' Diversity Policy, on an annual basis, review the relative proportion of women and men in the workforce at all levels of SG Fleet, and submit a report to the Board, which outlines the Committee’s findings
The Nomination and Remuneration Committee comprises
Andrew Reitzer
(Chairman),
Cheryl Bart AO
, and
Peter Mountford
.
