Australian Rail Track Corporation 2014 Annual Report - page 35

Board Evaluation
In line with the GBE requirements,
ARTC conducts an annual review of the
Board’s performance.
The Board has agreed to annually
undertake self-assessments, with an
in-depth externally facilitated assessment
every three years.
The Board determines the actions to be
taken in relation to the recommendations
arising from the assessments and regularly
reviews progress against the action plans.
The Chair provides the Shareholder
Ministers with written confirmation that
this review process has been followed and
raises any areas of concern.
Director Induction and Education
ARTC has an induction program
for new Directors. Directors are
provided with a detailed manual with
information on the Company’s corporate
strategy, company policies, meeting
arrangements, rail industry and the
company matters generally. The Board
has regular discussions with the CEO and
Management and is invited to attend site
tours of ARTC’s operational sites. The
Board also frequently arranges site tours
of ARTC’s current and potential customers’
operational sites.
Board Access to Information
and Independent Advice
The Board has direct access to Management
and any company information Management
possess in order to make informed decisions
and discharge its responsibility.
The Company Secretary is accountable
to the Board. The Board must approve
the appointment and removal of the
Company Secretary.
Any Director can seek independent
professional advice in the discharge of
their responsibilities.
ACCOUNTABILITY AND AUDIT
Risk Management
ARTC continues to build a risk
management framework and has
developed a comprehensive risk register
that captures the material business risks
facing the Company. The Risk Committee
comprises the whole Board and
Executive Management team to review
the identified risks and monitor ARTC’s
overall risk management.
Internal Audit
Internal audit services are provided by a
combination of internal and outsourced
specialist resources for both financial and
non-financial audits. ARTC Internal Audit
maintains a rolling three year plan which
is monitored by the senior management
and the Audit and Compliance Committee.
In May 2013 the Audit and Compliance
Committee approved the 2014-2016 Plan
and in May 2014 the updated 2015-2017
Plan was similarly approved.
BOARD COMMITTEES
To assist in the discharge of its
responsibilities, the Board has established
the following Board Committees:
Audit and Compliance
People, Policy and Remuneration
Environment, Health and Safety
Business Development and Marketing
Risk
Whole Board for Succession Planning
Each committee is chaired by a Non-
Executive Director and comprises a majority
of independent Non-Executive Directors.
Membership of the committees is based
on Director’s qualifications, skills and
experience. Each committee is governed by
its own charter, detailing the committee’s
role, membership requirements and duties.
Each charter is reviewed periodically and
revised when appropriate.
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