The Charter Hall Board formally delegates certain functions to Board Committees and to Management via formal Board and Committee charters. The Board directly retains responsibility for a range of matters including:
- overseeing the Group’s strategic direction;
- monitoring the operational and financial position and performance of the Group;
- overseeing the Group’s risk management framework;
- setting the financial and informational reporting requirements from management to the Board;
- reporting to Securityholders and the ASX;
- monitoring the effectiveness of and compliance with policies governing the operation of the Group;
- reviewing and approving the annual operating budgets;
- determining distribution policy and approving distributions;
- approving decisions concerning the capital of the Group; and
- overseeing and evaluating the performance of the Managing Director and Group CEO and other Senior Executives in the context of the Group’s strategies and objectives.
https://www.charterhall.com.au/About-Us/Corporate-Governance/ and https://www.charterhall.com.au/news/2018/charter-hall-group-annual-report-2018/.
The Charter Hall Board has adopted a Group Sustainability Policy that forms the foundation of our commitment to sustainable business practices. Covering aspects of climate change, environmental management, sustainable design, occupational health and safety, supplier relationships, and community engagement, our Group Sustainability Policy defines our commitment to operating in an ethical manner and outlines the actions we take to deliver on this commitment. Charter Hall’s managed funds adopt and are governed by this Policy and the Shared Value Framework. The Charter Hall Group Sustainability Policy, forms part of a suite of Charter Hall Corporate Governance Policies, which can be found on the Charter Hall website. https://www.charterhall.com.au/About-Us/Corporate-Governance/.
The Charter Hall Board's Audit, Risk and Compliance Committee (ARCC) considers all risks associated with the business. The ARCC key functions are to oversee and review:
- the internal control and accountability systems;
- the financial reporting process, including significant accounting issues and judgements;
- the appointment and performance of the Auditor, including the scope and effectiveness of audits;
- the internal systems of risk management and control (ensuring that material business risks are identified); and
- compliance processes to meet legislative and regulatory requirements.
The ARCC also has oversight to sustainability strategy, policies and reports.
The Charter Hall Board's Remuneration and Human Resources Committee Key functions are to review and make recommendations on:
- the Group’s Human Resources strategy
- criteria for reviewing the performance of the Managing Director and Group CEO;
- remuneration framework and policy for Senior Executives;
- fixed annual remuneration and incentive outcomes for Senior Executives;
- incentive plans for all employees;
- any other remuneration matters that relate to executives; and
- remuneration policies and fees for NEDs and Committee members.
The Charter Hall Board's Investment Committee (IC) considers matters as referred to it/delegated to it by the Board which may include from time to time the approval of the following:
- acquisitions and disposals of entities or assets on behalf of the Group in accordance with the relevant delegated authority
- investments in funds managed by the CH entity in accordance with the relevant delegated authority; and •
- disclosure documents for capital raisings by funds managed by the Responsible Entity