Page 39 - Bauxite Resources Annual Report 2013

Corporate Governance Statement cont.
ASX Principle Status Reference/comment
Principle 7: Recognise and manage risk
7.1 Companies should establish policies for
the oversight and management of material
business risks and disclose a summary of
those policies
A The Company has formulated a Risk Management and Internal
Compliance & control Policy which can be viewed within its
Corporate Governance policies on its website.
7.2 The Board should require management to
design and implement the risk management
and internal control system to manage
the company’s material business risks and
report to it on whether those risks are being
managed effectively. The Board should
disclose that management has reported to
it as to the effectiveness of the company’s
management of its material business risks
A
7.3 The Board should disclose whether it has
received assurance from the chief executive
officer (or equivalent) and the chief financial
officer (or equivalent) that the declaration
provided in accordance with section 295A of
the Corporations Act is founded on a sound
system of risk management and internal
control and that the system is operating
effectively in all material respects in relation
to financial reporting risks
A The Board has received the required assurance and declaration.
7.4 Companies should provide the information
indicated in the Guide to reporting on
Principle 7
A
Principle 8: Remunerate fairly and responsibly
8.1 The Board should establish a remuneration
committee
A The full Board carries out the role of the remuneration committee.
While this is a departure from ASX Corporate Governance Council
Recommendations, it provides a more efficient mechanism based on the
size of the Board and the complexity of the Company. The Board follows
the Remuneration Committee charter and there was one meeting during
the year set aside to deal with remuneration issues. A remuneration
committee was formed on 23 August 2013 with Mr Atkins as Chairman,
and Mr Lithgow and Mr Nash being members.
8.2 The remuneration committee should be
structured so that it:
• consists of a majority of independent
directors
• is chaired by an independent chair
• has at least three members
N/A Refer comments above regarding the full Board and the independence
issues
8.3 Companies should clearly distinguish
the structure of non-executive directors’
remuneration from that of executive
directors and senior executives
A
8.4 Companies should provide the information
indicated in the Guide to reporting on
Principle 8
A Refer to the Remuneration Report in the Company’s Annual Report.
A = Adopted
N/A = Not adopted
Annual Report 2013 Bauxite Resources 37