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Board Role and Membership

The role of the Board of Directors is generally to set objectives and goals for the operation of the Company, to oversee the Company's Management, to regularly review performance and to monitor the Company's affairs in the best interests of the Company.

For these responsibilities, the Board is accountable to its shareholders as owners of the Company.

The Board has approved a comprehensive Board charter governing its operation. Please click on the link below to view the full Board charter:

Board charter PDF icon

The Company's corporate objective is to invest in Australian equities with a focus on stocks where there is an active options market and provide shareholders with attractive investment returns through access to a steady stream of fully franked dividends and enhancement of capital invested.

In this regard the Company's primary goals are:

- to pay an enhanced level of dividends; and
- to provide attractive total returns over the medium to long term

Board Membership

The Board is comprised of a non-executive Chairman, Managing Director and 6 non-executive directors.

Selection of directors to fill vacancies, and their nomination for election at the next meeting of shareholders, is a matter for the Board on recommendation from the Nomination Committee. Matters considered by the Board include the Company's diversity needs, the ability of the director to contribute towards achievement of the Company’s goals, breadth of business experience and knowledge of the Australian investment scene.

Board Profiles

John Paterson

BCom (Hons) (Melb), CPA, F Fin. Chairman and Independent Non-Executive Director. Chairman of the Investment Committee. Member of the Nomination Committee. Director of the Company’s associated entity, Australian Investment Company Services Limited (AICS).

Mr Paterson is a company Director who was appointed to the Board in July 2002, appointed Deputy Chairman in September 2009 and appointed Chairman in October 2013.  He is also Chairman of Australian Foundation Investment Company Limited (AFIC). He was formerly a Director of Goldman Sachs JBWere and is a former member of the Board of Guardians of Australia’s Future Fund.

R Mark Freeman

BE, MBA, Grad Dip App Fin (Sec Inst), AMP (INSEAD).  Managing Director and Member of the Investment Committee. Managing Director of the Company’s associated entity, Australian Investment Company Services Limited (AICS).

Mr Freeman was appointed as Managing Director in January 2018 having been Chief Investment Officer since joining the Company in February 2007.  Prior to this he was a Partner with Goldman Sachs JBWere where he spent 12 years advising the Investment Companies on their investment and dealing activities. He has a deep knowledge and experience of investments markets and the Company’s approaches, policies and processes. He is also Managing Director of AFIC, AMCIL Limited and Mirrabooka Investments Limited.

Robert J Edgar

BEc (Hons), PHD.  Independent Non-Executive Director.  Member of the Audit and Investment Committees.

Dr Edgar joined the Board in March 2015. Dr Edgar’s initial training was in Economics.  He spent the majority of his business career at Australia & New Zealand Banking Group Ltd. He retired as Deputy Chief Executive Officer of the Bank in 2009.  He is a Non-Executive Director of Transurban Limited and Linfox Armaguard Pty Ltd. He also serves as the Chairman of the Hudson Institute of Medical Research and was a former Chairman of Federation Centres Limited. He was also previously a Non-Executive Director of NuFarm Limited, Asciano Limited and three Asian Banks connected with the ANZ Group.

Kathryn J Fagg AO

BE (Hons), MCom (Hons). Independent Non-Executive Director. Chair of the Nomination Committee and member of the Investment Committee.

Ms Fagg joined the Board in May 2014.  Her executive and professional roles have been broad and diverse.  She started her career as a petroleum engineer.  She became a management consultant and then held a number of senior executive positions in the banking, steel and logistics industries across Australia, New Zealand and Asia.  Ms Fagg is currently Non-Executive Chairman of Boral and a Non-Executive Director of Incitec Pivot Limited and a Board Member of CSIRO. Ms Fagg has been appointed to the Board of National Australia Bank Limited with effect from 16 December 2019.  She is Chair of the Breast Cancer Network of Australia and was previously a Board member of the Reserve Bank of Australia, Chair of Parks Victoria, President of Chief Executive Women and Chair of Melbourne Recital Centre.  She also has a number of other significant interests including as a Fellow of the Academy of Technological Sciences and Engineering.

Kathryn has been awarded Honorary Doctorates by the University of New South Wales in Business and in Chemical Engineering by the University of Queensland.

Graham B Goldsmith

B Bus (Acctg), FCPA, FAICD, F Fin. Independent Non-Executive Director. Member of the Investment and Nomination Committees. Non-Executive Director of the Company’s associated entity, AICS.

Mr Goldsmith was appointed to the Board in April 2013.  He is Chairman of SEEK Limited and a Panel Member of Adara Partners.  Mr Goldsmith is a former Vice Chairman and a former Managing Director of Goldman Sachs Australia, and its predecessor firm Goldman Sachs JBWere.  He was also previously the Chancellor of Swinburne University of Technology and a former Non-Executive Director of Zhaopin Limited.

Alice J M Williams

B.Com, FCPA, FAICD, CFA, ASFA AIF. Independent Non-Executive Director. Chair of the Audit Committee.

Ms Williams was appointed to the Board in May 2010. Ms Williams is a Director of Equity Trustees Limited, Cooper Energy, and Defence Health.  She is also a Non-Executive Director of Foreign Investment Review Board (FIRB). 

She was formerly a Director of  Victorian Funds Management Corporation (VFMC), Port of Melbourne Corporation, Guild Group, Airservices Australia, State Trustees Limited, Western Health, the Australian Accounting Standards Board, Telstra Sale Company, V/Line Passenger Corporation and Barristers Chambers Limited. She previously held senior management positions in the financial services sector including NM Rothschild and Sons (Australia) Limited and JP Morgan Australia.

Karen J Wood

B Ed; LLB (Hons). Independent Non-Executive Director.  Member of the Audit Committee

Ms Wood was appointed to the Board in July 2016.  Ms Wood is the Chair of South 32 Limited and a Director of the Library Board of Victoria.  She is a former senior executive of BHP. During her executive career with that company she served in a number of global roles including as Group Company Secretary, Chief People Officer and President, Corporate Affairs. She retired from BHP in 2014.  Following her retirement she chaired the BHP Foundation until 2019. She served on the Takeovers Panel from 2000 to 2012.