PDR ref: HDOS

Transcription

1 Superannuation Pty Relevant Interests Register Relevant Duties Register 1 July 2018 NAME ANY DUTIES Superannuation Pty Directors and Responsible Persons Winsome Hall Director of: Superannuation Pty (Chairman) Medical Research Commercialisation Fund Pty Commonwealth Superannuation Corporation (CSC) National Breast Cancer Foundation ARIA Co Pty (Chairman) Susan Roberts Director of Superannuation Pty Director of Teachers Federation Health Fund Member of Investment Committee for Cambooya Pty Ltd Adjunct Professor of Finance, Sydney University Brett Bennett Director of Superannuation Pty Employed by Zurich Financial Services Australia as Chief Technology Officer APAC Raelene Seales Director of Superannuation Pty Employed by Zurich Financial Services Australia as Operations Business Stream Leader Life & Investments Less than 1%

2 NAME ANY DUTIES Cathy Manolios Company Secretary of: Zurich Financial Services Australia Insurance Zurich Australia Zurich Investment Management Zurich Properties Pty Insurance Properties Pty Less than 1% Employed by Zurich Financial Services Australia as General Counsel and Head of Corporate Governance Helen Douglas Employed by Zurich Financial Services Australia as Senior Trustee Services Manager Jane McGovern Employed by Zurich Financial Services Australia as Chief Risk Officer Less than 1% Evelyn Foong Employed by Zurich Financial Services Australia as Audit Director Renae Cooper RSE Appointed Auditor for Superannuation Pty and Zurich Master Superannuation Fund Partner PwC David Hallahan Company Secretary of: Superannuation Pty Insurance Zurich Financial Services Australia Associated Marine Insurers Agents Pty Insurance Properties Pty Zurich Properties Pty Engagement by Zurich Financial Services Australia to perform audit functions for Zurich entities

3 NAME ANY DUTIES Superannuation Pty related bodies corporate Zurich Financial Services Australia Zurich Australia Insurance Superannuation Pty Zurich Australia Insurance Zurich Investment Management 40% interest in Insurance Properties Pty Fees and benefits from ZMSF as disclosed in PDS 60% interest in Insurance Properties Pty Superannuation Pty directors & secretaries of relates bodies corporate

4 NAME ANY DUTIES Paul Bedbrook Marc de Cure Nick Woodforde Jack Howell Less than 1% Tim Bailey Less than 1% Elaine Collins Kevin Wright John Mulcahy Matthew Reilly Less than 1%

5 Relevant duties** and relevant interests*** (1) a relevant duty refers to any duty owed by the RSE licensee, or a responsible person of the RSE licensee, to beneficiaries or to any other person; and (2) a relevant interest of an RSE licensee, an associate of the RSE licensee or a responsible person of the RSE licensee refers to any interest, gift, emolument or benefit, whether pecuniary or non-pecuniary, directly or indirectly held by the RSE licensee, the associate or the responsible person that the RSE licensee has determined to be relevant in accordance with paragraph 16 of SPS Zurich policy is that the following is a relevant interest: a. any benefit as described in the Anti-Bribery/Anti-Corruption (including Gifts and Entertainment) Local Standard for Zurich Australia that a person receives that exceeds the value of $1,000, or benefits that together over a six month period (January to June and July to December) accumulate to a value of over $1,000. Any benefit prohibited under that Local Standard no matter what its value, eg cash gifts, is also a relevant interest. Examples could include the provision by a third party of a lap-top computer or an overseas flight. Benefits or gifts that are funded by the ZFSA Group are managed and monitored via the expense management procedures as explained in the Anti- Bribery/Anti-Corruption (including Gifts and Entertainment) Local Standard for Zurich Australia and not generally included here. b. Base salary (for executives) and Directors fees are not relevant interests. A bonus may be a relevant interest if entitlement to it might reasonably be considered to have the potential to have a significant impact on the person s capacity to act in a manner that is consistent with the best interests of ZAS s beneficiaries. For example a bonus that reflects ZAL profits that have been gained in part as a result of higher fees charged to ZAS members. c. shares and other interests a person holds directly or indirectly in Zurich Insurance Company or its Australian or overseas associated entities exceeding the value of $10,000; eg100 ZIC $100 each (if that were the approximate current value of the shares when the declaration was made) d. shares a person holds directly or indirectly in ZAS s major service providers 2, suppliers or clients exceeding the value of $10,000; eg 200 shares in per share (if that were the approximate current value of the shares when the declaration was made) 1 Paragraph 16 of SPS 521 Conflicts of Interest says an interest is relevant if it might reasonably be considered to have the potential to have a significant impact on the capacity of the RSE licensee, the associate of the RSE licensee or the responsible person with the relevant duty or holding the relevant interest, to act in a manner that is consistent with the best interests of beneficiaries. 2 Current material service providers to ZAS are: ZFSA, ZAL, Mercer, PwC, SuperChoice

6 e. shares a person holds directly or indirectly in any other company with the potential of being a material service provider for ZAS, exceeding the value of 5% of the company s listed value or providing a controlling vote in the entity; and eg 5% of Asset Consultancy Company f. any interest in any arrangement no matter what the dollar value that would place a person in a position of conflict as described under any other part of this Policy. An example of this is where a director holds a position in a professional firm that is providing services to a ZFSA Group company, or is being considered to provide services. Interests held through a widely-held trust or similar structure, where the Director has no voting or controlling power, for example, a public offer managed investment scheme or superannuation fund, is not a relevant interest.