BEYOND BANK AUSTRALIA LIMITED (BBA)
ACN 087 651 143
Two directors are to be elected in accordance with the Constitution of BBA.
Directors Joanne (Jodie) Baker (the current Chair of the Board Risk Committee, and member of the Board Audit Committee) and Daryl Johnson (the current Chair of the Board Technology Committee and member of the Board Risk Committee) offer themselves for re-election.
Director Joanne (Jodie) Baker offers herself for re-election. She has extensive skills and experience at senior executive level in the areas of banking and financial services, financial and operational risk management, and joined the board in 2017. She has made valuable significant contributions to the work of the board, both as a Director, and in her current roles as Chair of the Board Risk Committee and member of the Board Audit Committee.
Director Daryl Johnson offers himself for re-election. He possesses extensive C-Suite executive experience in banking and financial services, risk management, human resource management, and strategic business planning, and joined the board in 2019. He is the Chair of the Board Technology Committee and a member on the Board Risk Committee, and has made valuable and significant contributions to the work of the Board, the Board Technology Committee and the Board Risk Committee in his area of skills and expertise.
The Board of BBA is skills based and is committed to maintaining a mix of directors that collectively bring the required experience and skills to enable the Board to operate efficiently and effectively. The Australian Prudential Regulation Authority (APRA) has advised its regulated entities of the importance of corporate governance and the need to ensure that directors possess sufficient skills and experience to ensure they will properly perform their duties.
The Board has recently undertaken a comprehensive skills and attributes assessment, and identified:
- the importance of a high level of demonstrated skills in the areas of banking, and financial services risk management; and
- Directors Baker and Johnson have a high level of demonstrated skills in those areas.
Members considering being nominated need to be mindful that as part of the Nomination Committee’s assessment process the focus will be on candidates that, at a minimum, possess a high level of demonstrated skills in particular in the areas of banking, and financial services risk management as well as business strategy and planning, corporate governance, and technology skills.
BBA, being an authorised deposit-taking institution (ADI), is subject to APRA’s Prudential Standard CPS 520 Fit and Proper (F&P Standard). The F&P Standard sets out the minimum requirements that ADIs must apply in determining the fitness and propriety of individuals who hold positions of responsibility with the ADI which includes directors. For the purposes of determining whether a person is fit and proper to hold a responsible person position, the criteria include whether the person possesses the competence, character, diligence, honesty, integrity and judgement to perform properly the duties of a director.
The Banking Act 1959 (Banking Act) was amended in 2018 to establish the Banking Executive Accountability Regime (BEAR). The BEAR is an enhanced accountability framework for ADIs and persons in director and senior executive roles. The BEAR introduces a definition of ‘accountable person’ and requires their registration with APRA prior to commencement in an accountable person role. A director’s appointment will be subject to APRA registering the successful candidate/s as an accountable person.
BBA is also subject to the requirements of the Corporations Act which, together with a number of common law obligations and prudential requirements, imposes specific duties and significant responsibilities and accountability on directors.
In accordance with the BBA Constitution every candidate must attend and actively participate in an interview with the Nomination Committee. The role of the Nomination Committee is to assess each candidate and determine whether it is satisfied that the person is fit and proper and as part of this assessment has demonstrated an ability to be a director against the model criteria and Board skills and aptitudes matrix.
It would be prudent for any member considering whether to be nominated to familiarise themselves with the duties and accountabilities imposed on directors by the general law and by the Corporations Act, the BBA Constitution accessible on the BBA website (www.beyondbank.com.au), the Banking Act 1959 (Banking Act) including the Banking Executive Accountability Regime (BEAR), and the APRA Prudential Standard CPS 520 Fit and Proper (F&P Standard).
Members requiring more information may obtain it from the Assistant Company Secretary, Ms Stamatina Zachos, by telephoning 13 25 85 who can also provide the nomination ‘pack’. Nominations close at 5.00 pm CST, on 23 July 2021.
Assistant Company Secretary