Group register of relevan nt interests

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1 Group register of relevnt interests DECEE MBER 2017

2 Group register of relevnt interestss D ECEMBER Scope of register In ccordnce with the Conflicts Mngement Policy, this Register of s cpturess ll interests, gifts, emoluments nd benefits, whether pecuniry or non pecuniry, which re directly or indirectly held by AEI or AES or by Responsible Person of AEI or AES, tht the Group hs determined too be relevntt becuse they might resonbly hve the potentil to hve significnt impct on the t Group orr the Responsible Person s bility to ct in the best interests of members, investors nd shreholders s. The Register below cptures current relevnt r interests, gifts, emoluments s nd benefits in respect of: Austrlin Ethicl Investment Limited (AEI), the Responsiblee Entity of the Austrlin Ethicl Blnced Fund (ARSN ), the Austrlin Ethicl Austrlin Shres Fund (ARSN ), the Austrlin Ethicl Diversified Shress Fund (ARSN ), the Austrlin Ethicl Interntionl Equities Fund (ARSN ), the Austrlin Ethicl Advoccy Fund (ARSN ), the Austrlin Ethicl Income Fund (ARSN ), the Austrlin Ethicl Fixed Interest Fund (ARSN ), the Austrlin Equities Emerging Compnies Fund (ARSN ), the Austrlin Ethicl Property Trust (closed), nd its Responsible Persons. For the purposes of this Register, the individul mnged funds, when considered together, re referencedd s the Austrlin Ethicl Mnged Funds. Austrlin Ethicl Supernnution (AES)(ABN ), the RSE Licensee of the Austrlin Ethicl Retil Supernnution Fund (Super Fund)(ABN ) nd its Responsible Persons. Descrip ption An ctul conflict is conflict which exists. A potentil conflict is conflict which hs the potentil to rise in certin circumstnces. A perceived conflict is sitution where third prty, who my not be privy to ll relevnt informtion in reltion to the sitution tt hnd, my perceive tht conflict exists. The determintions mde in Column 3 of the Register hve been mde with referencee to these definitions. Mteri lity The Conflicts Mngement Policy (section 6.3) defines relevnt interest of the Group or Responsible Person or employee of the Group s ny interest,, gift, emolument 1 or benefit, whether pecuniry or non pecuniry, directly or indirectly held by the Groupp or the Responsible Person or employee tht the Group hs determined to be mteril. 1 Emolument is compenstion received by virtue of holding n office or hving employment (usully wges or fees). 2

3 The Group hs determined tht interests offered to the Group or to Responsible Person or employee of the Group will be mteril if they re bove nd beyond norml employment entitlements, or re outside the thresholds in the tble on the following pge, which hve been proposed by Mngement nd pproved by the Bords, nd hve the cpcity to impct the bility of the Group, or Responsible Person or employee of the Group, to ct in mnner tht is consistent with the best interests of beneficiries, investors nd shreholders. Mteri lity thresholdss Entity Type Type of Interest Threshold Significnce of Impct Corportion All $50,000 Given the extent of the employee shre ownership plnss operted by AEI, this threshold is deemed to be one where there would be n pproximte 5 cent per shre increse in ny dividend declred in prticulr yer. Thiss mount could hve significnt impctt on the cpcity of the AEI Group or ny prt thereof to ct in the best interest of beneficiries, investors or shreholders Individul Gifts from $300 2 third prties Gifts from third prties (prticulrly ctul or potentil service providers) my hve significnt impct onn decisions mde by Responsible Persons. Individul Impct on nnul income or debt Holdings of rel or personl property $2,0000 Decisions or outcomes which could c ffect n individul s nnul income by $2,000 or more my significntlyy impct theirr pproch to decision mking. $2,0000 Decisions or outcomes which could c ffect n individul s personl holdings, where the vlue of the holdings iss $2,000 or more, my significntly impct their pproch to decision mking. In ddition, the following points will be considered when determining the mterility of n interest:. The reltionship of the AEI Group or the Responsible Person or employee of the Group to the donor of the interest. b. The primry business of the donor of the interest. c. The likelihood of further contct with the donor of the interest. d. Whether the interest is being ccepted s prt of forml exchnge of o gifts. 2 Multiple interests received by the AEI Group, or Responsible Person or employee of the Group, from the sme entity, within twelve month period nd which dd up to cumultive figure of greter thn $300, will lso be considered to be relevnt for the purpose of this Policy. 3

4 e. The possible dverse consequences to the interests of the AEI Group or o the Responsible Person or employeee which my result from the cceptnce or refusl of n interest. The determintions mde in Column 4 of the Register hve been mde with referencee to these definitions. t Mteril Not mteril Not pplicble Action tken nd/or plnned to ddress the conflict Austrlin Ethicl Investmentt Limited Austrlin Ethicl Investment I Pty Limited (AEI) 930) Some of the Responsible Persons of AEI re lso Responsible Persons of Austrlin Ethicl Supernnutio P AES)(ABN ). These Responsible Persons hve duties to AES under their contrcts of employment. Conflict Thee employment greements of AEII employees, who perform roles on behlf of AES, include performnce bonus incentives linked to the performnce of AEI. Mteril Employees KPIs require employees to ct in members, investors nd shreholders interests. Employees re directed to spek to their Line Mnger, the HR Mnger or the Mnging Director where they feel they re unble too blnce the conflict.. Austrlin Ethicl Investment I Pty Limited (AEI) 930) Supernnution contributions ree pid from Austrlin Ethicl E Investment (ABN ) (ASFL ) in reltion to supernnution gurntee, slryy scrifice nd member voluntry contributions mde on behlf of o Directors nd employees who re members of the Austrlin Ethicl Retil Supernnution Fund, F to Austrlin Ethicl Supernnutio P (AES) (ABN ). No Conflict Not Applicble Contributions to the Austrlin Ethicl Retil Supernnution Fund re mde on the smee terms nd conditions s ll other members of the Super Fund. 4

5 t Mteril Not mteril Not pplicble Action tken nd/or plnned to ddress the conflict Austrlin Ethicl Supernnutio Austrlin Ethicl Supernnution AES, on behlf off the Super Fund, pyss fees to Austrlin Ethicl Investment (ABN )(ASFL ) 3 for promotion, dministrtion, risk mngement ndd complince services it provides to AES under u the terms of n greement between the two prties. Mteril Appointment Process 1. The ppointment process must be conducted on rms length terms in line with the procedures for the ppointment of mteril service providers s contined in the AEI Groupp Outsourcing Policy. P 2. AEI must be ble to demonstrte d tht itt is in positionn to perform the services t stndrd equl to or better thn externl providers operting within similr industry. 3. The cost for performing the services nd vlue of servicess received must be competitive. 4. The AES Bord my, t its sole discretion nd AEI s cost, commission independent legl dvicee in reltion to the content nd scope of the greements t the time of their negotition. Review w Process 1. The AES Bord my, t its sole discretion, engge n independent consultnt, or its Internl Auditor, to review the opertions of, nd/or services provided by, AEI, on regulr (t lest biennil) bsis. Benchmrking Processs 1. All services outsourced within the AEI Group must be benchmrked b prior to entering contrct nd t the time of relevnt contrct negotition. 2. The AES Bord my determine d to benchmrk services t other times if it is of the belief tht 3 A Austrlin Ethicl Supernnutio is wholly ownedd subsidiry of Austrlin Ethicl Investment. 5

6 t Mteril Not mteril Not pplicble Action tken nd/or plnned to ddress the conflict benchmrking exercise would be wrrnted, such s where service cluses within the greement re triggered or becusee of issues in the externl mrket plce. If the results of benchmrking exercisee indicte tht the t services being provided by the ssocited entity re mterilly outside the mrket in terms of vlue, the AES Bord my seek n opinion from n externl group s to whether or not mrket tender would be b likely to identify y ny pproprite lterntive providers. Austrlin Ethicl Supernnution AES, on behlf off the Super Fund, pyss fees to Austrlin Ethicl Investment (ABN )(ASFL ) for investment mngement services it provides to AES under u the terms of n greement between the two prties. Mteril Appointment Process 1. The ppointment process must be conducted on rms length terms in line with the procedures for the ppointment of mteril service providers s contined in the AEI Groupp Outsourcing Policy. P 2. AEI must be ble to demonstrte d tht itt is in positionn to perform the services t stndrd equl to or better thn externl providers operting within similr industry. 3. The cost for performing the services nd vlue of servicess received must be competitive. 4. The AES Bord my, t its sole discretion nd AEI s cost, commission independent legl dvicee in reltion to the content nd scope of the greements t the time of their negotition. Review w Process 1. The AES Bord my, t its sole discretion, engge n independent consultnt, or its Internl Auditor, to review the opertions of, nd/or services provided by, AEI, on regulr (t lest biennil) bsis. 6

7 t Mteril Not mteril Not pplicble Action tken nd/or plnned to ddress the conflict Benchmrking Processs 1. All services outsourced within the AEI Group must be benchmrked b prior to entering contrct nd t the time of relevnt contrct negotition. 2. The AES Bord my determine d to benchmrk services t other times if it is of the belief tht benchmrking exercise would be wrrnted, such s where service cluses within the greement re triggered or becusee of issues in the externl mrket plce. If the results of benchmrking exercisee indicte tht the t services being provided by the ssocited entity re mterilly outside the mrket in terms of vlue, the AES Bord my seek n opinion from n externl group s to whether or not mrket tender would be b likely to identify y ny pproprite lterntive providers. Austrlin Ethicl Supernnution The Responsible Persons of AES (other thn the Directors nd the Internl Auditor) re employees off Austrlin Ethicl Investment (ABN )(ASFL ). These Responsible Persons hve duties to Austrlin Ethicl Investment under their contrcts off employment. Thee employment greements of AEII employees, who perform roles on behlf of AES, include performnce bonus incentives linked to the performnce of AEI. Mteril Employees KPIs require employees to ct in members, investors nd shreholders interests. Employees re directed to spek to their Line Mnger, the HR Mnger or the Mnging Director where they feel they re unble too blnce the conflict.. Austrlin Ethicl Supernnution AES, on behlf off the Super Fund, receives supernnution contributions from No Conflict Not Applicble AEI mkes contributions to the Austrlin Ethicl Super Fund on the sme terms nd conditions s ll 7

8 t Mteril Not mteril Not pplicble Action tken nd/or plnned to ddress the conflict Austrlin Ethicl Investment (ABN )(ASFL ) in reltion to supernnution gurntee, slryy scrifice nd member voluntry contributions mde on behlf of o Directors nd employees who re members of the Super S Fund. other employers of thee Fund. Contributions to the Super Fund re mde on the sme terms nd conditions s ll other o members of the Fund. F Responsible Persons Investments Mr Bun Director, Austrlin Ethicl Investment nd Austrlin Ethicl Supernnution Holds full pid ordinry shres in Austrlin Ethicl Investment If AEI considers mking decision which is inn the best interests of shreholders butt which my nott prefer the interests of members nd investors. Mteril Decisions of this nture will be considered by either the Senior Mngement Tem orr the Bord, of which Mr is only onee member. Both the Senior Mngement Tem nd the Bord re cognisnt of the frmework nd culturee of the AEI Group, nd the expecttion tht decisions will be mdee in the best interests of members, investors nd shreholders. Phil Vernon Mnging Director/Chief Executive Officer, Austrlin Ethicl Investment I nd Austrlin Ethicl Supernnution Holds deferred shres nd fully pid ordinry shres in Austrlin Ethicl Investment Holds fully pid ordinry shres, vi v Self Mnged If AEI considers mking decision which is inn the best interests of members, investors nd shreholders, butt which my Mteril Mngement decisions of this nture will be considered by the t Senior Mngement Tem, who re cognisnt of the frmework nd culture of the AEI Group, nd the expecttion tht decisions will be mde inn the best interests of members, investors nd shreholders. Externl dvice my bee sought if 8

9 t Mteril Not mteril Not pplicble Action tken nd/or plnned to ddress the conflict Tom My Generl Counsel/Comp ny Secretry, Austrlin Ethicl Investment nd Austrlin Ethicl Supernnution Supernnution Fund, F some of which re common to thosee held by the Super Fund. Holds deferred shres nd fully pid ordinry shres in Austrlin Ethicl Investment nott prefer the interest of current nd former employees with deferred shres. requiredd in the given circumstnces. c If required, decisions cn c be referred to the Bord. The Bord lso hs oversight of the Group ss remunertion model, including structure of, nd ccess to, the deferred shres scheme. Mrk Shnhnn Chief Finncil Officer / Chief Operting Officer, Austrlin Ethicl Investment nd Austrlin Ethicl Supernnution Holds deferred ordinry shres in Austrlin Ethicl Investment Dvid Mcri Chief Investment Officer, Austrlin Ethicl Investment nd Austrlin Ethicl Supernnution Allyson Lowbridge Chief Customer Officer, Austrlin Ethicl Investment nd Austrlin Ethicl Supernnution Holds deferred shres nd fully pid ordinry shres in Austrlin Ethicl Investment 930) Holds fully pid ordinry shres, some s of which re common to those held by the t Super Fund. Holds deferred ordinry shres in Austrlin Ethicl Investment 930) If AEI considers mking decision which is inn the best interests of members, investors nd shreholders, butt which my nott prefer the interest of current nd former employees with deferred shres. Mteril 9

10 t Mteril Not mteril Not pplicble Action tken nd/or plnned to ddress the conflict Mtthew Ghn Executive Officer Supernnution n & Opertions, Austrlin Ethicl Investment nd Austrlin Ethicl Supernnution Holds deferred ordinry shres in Austrlin Ethicl Investment 930) Responsible Persons Emoluments Phil Vernon Mnging Director, Austrlin Ethicl Investment I nd Austrlin Ethicl Supernnution Tom My Generl Counsel/Comp ny Secretry, Austrlin Ethicl Investment nd Austrlin Ethicl Supernnution greement includes performnce bonus performnce of Austrlin Ethicl Investment greement includes performnce bonus performnce of Austrlin Ethicl Investment Mteril Employees KPIs require employees to ct in members, investors nd shreholders interests. Employees re directed to spek to their Line Mnger, the HR Mnger or the Mnging Director where they feel they re unble too blnce the conflict.. The AEI nd AES Bordd re the ultimtee decision mking bodies. All Bord ppers relting to key decisionn must be: Peer reviewed; Reviewed by the Mnging Director; nd Mdee vilble for independent udit review. Dvid Mcri Chief Investment Officer, Austrlin Ethicl Investment nd Austrlin Ethicl greement includes performnce bonus performnce of Austrlin Ethicl 10

11 t Mteril Not mteril Not pplicble Action tken nd/or plnned to ddress the conflict Supernnution Investment 930)(ASFL ) nd performnce bonus performnce of the t mnged funds of o Austrlin Ethicl Investment Mrk Shnhnn Chief Finncil Officer & Chief Operting Officer, Austrlin Ethicl Investment nd Austrlin Ethicl Supernnution greement includes performnce bonus performnce of Austrlin Ethicl Investment 930)(ASFL ) nd performnce bonus performnce of the t mnged funds of o Austrlin Ethicl Investment Allyson Lowbridge Chief Customer Officer, Austrlin Ethicl Investment nd Austrlin Ethicl Supernnution greement includes performnce bonus performnce of Austrlin Ethicl Investment 930)(ASFL ) nd performnce bonus performnce of the t mnged funds of o Austrlin Ethicl Investment 11

12 t Mteril Not mteril Not pplicble Action tken nd/or plnned to ddress the conflict Megn Birch Executive Officer Supernnution n nd Opertions, Austrlin Ethicl Investment nd Austrlin Ethicl Supernnution greement includes performnce bonus performnce of Austrlin Ethicl Investment Kren Hughes Chief Risk Officer, Austrlin Ethicl Investment I nd Austrlin Ethicl Supernnution greement includes performnce bonus performnce of Austrlin Ethicl Investment 930)(ASFL ) nd performnce bonus performnce of the t mnged funds of o Austrlin Ethicl Investment 930) Mteril Employees KPIs require employees to ct in members, investors nd shreholders interests. Employees re directed to spek to their Line Mnger, the HR Mnger or the Mnging Director where they feel they re unble too blnce the conflict.. The AEI nd AES Bordd re the ultimtee decision mking bodies. All Bord ppers relting to key decisionn must be: Peer reviewed; Reviewed by the Mnging Director; nd Mdee vilble for independent udit review. Mtthew Ghn Executive Officer Supernnution n nd Opertions, Austrlin Ethicl Investment nd Austrlin Ethicl Supernnution greement includes performnce bonus performnce of Austrlin Ethicl Investment 930)(ASFL ) nd performnce bonus Mteril Employees KPIs require employees to ct in members, investors nd shreholders interests. Employees re directed to spek to their Line Mnger, the HR Mnger or the Mnging Director where they feel they re unble too blnce the conflict.. The AEI nd AES Bordd re the 12

13 t Mteril Not mteril Not pplicble Action tken nd/or plnned to ddress the conflict performnce of the t mnged funds of o Austrlin Ethicl Investment 930) ultimtee decision mking bodies. All Bord ppers relting to key decisionn must be: Peer reviewed; Reviewed by the Mnging Director; nd Mdee vilble for independent udit review. Rob Plow Hed of Strtegy & Execution, Austrlin Ethicl Investment nd Austrlin Ethicl Supernnution greement includes performnce bonus performnce of Austrlin Ethicl Investment 930)(ASFL ) nd performnce bonus performnce of the t mnged funds of o Austrlin Ethicl Investment 930) Mteril Employees KPIs require employees to ct in members, investors nd shreholders interests. Employees re directed to spek to their Line Mnger, the HR Mnger or the Mnging Director where they feel they re unble too blnce the conflict.. The AEI nd AES Bordd re the ultimtee decision mking bodies. All Bord ppers relting to key decisionn must be: Peer reviewed; Reviewed by the Mnging Director; nd Mdee vilble for independent udit review. Responsible persons fund membership Phil Vernon Mnging Director, Austrlin Ethicl Investment I nd Austrlin Ethicl Supernnution Member of the Austrlin Ethicl Super Fund. Holder of insurnce through the Super Fund Mteril A Director is not be deemed to hve conflict of duty solely s result of being beneficiry of the Austrlin Ethicl Super Fund (including mking voluntry contributions to the Fund, or receiving stndrd employer e contributions or stndrd, nondiscretionry benefits,, s member 13

14 t Mteril Not mteril Not pplicble Action tken nd/or plnned to ddress the conflict Stephen Gibbs Director, Austrlin Ethicl Investment nd Austrlin Ethicl Supernnution Member of the Austrlin Ethicl Super Fund. Holder of insurnce through the Super Fund of the Fund). However the Group will be prticulrly lert to situtions which could result in conflict between Director s personl interest in the Fund, nd his or her relevnt duties to the Group. Mr Bun Director, Austrlin Ethicl Investment nd Austrlin Ethicl Supernnution Member of the Austrlin Ethicl Super Fund. Holder of insurnce through the Super Fund For exmple, where the Bord is considering chnge in the vlution of n sset for prticulr clss of beneficiries nd Director is member of the Fund nd my be personlly ffected by the decision of the Bord, this will be considered to be conflict of relevnt duty which must bee cknowledged. Tom My Generl Counsel/Comp ny Secretry, Austrlin Ethicl Investment nd Austrlin Ethicl Supernnution Dvid Mcri Chief Investment Officer, Austrlin Ethicl Investment nd Austrlin Ethicl Supernnution Member of the Austrlin Ethicl Super Fund. Holder of insurnce through the Super Fund Member of the Austrlin Ethicl Super Fund. Holder of insurnce through the Super Fund Mteril Employees hve responsibility to declre ctul, potentil or perceived conflictss to their Directt Line Mnger nd thee Risk nd Complince Mnger s soon s becoming wre. Depending upon the outcome o of these initil determintions, the flgged conflict is to bee bought to the ttention of the Bord s prt of its considertion of the service provider. The Bord is the ultimte decision mking body. All Bord ppers relting to key decisions: Are peer reviewed Are reviewed by the Mnging Director Are subject to independent udit revieww The Mnging Director will ssess the conflict nd determinee whether the employee is to be excluded from the 14

15 t Mteril Not mteril Not pplicble Action tken nd/or plnned to ddress the conflict processs due to the conflict. 15

NORTH YORKSHIRE PENSION FUND GOVERNANCE COMPLIANCE STATEMENT

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