State of the Market - Board and Executive Movements for November 2019

TOP KEY BOARD AND EXECUTIVE MOVEMENTS IN AUSTRALIA NOVEMBER 2019

“Blenheim Partners delivered beyond our expectations and showed us what true search can provide. They get to the heart of the matter, they are prepared to give us advice and not sit on the fence, something which is very refreshing. I have used the big 5 search firms over the years and have been told their international coverage will ensure international candidates. It is a fallacy, my experience has been they don’t. Their international colleagues are not incentivised to help the local firm. Blenheim Partners were clear about their model and their international capability. I met more A grade international candidates in my first engagement with Blenheim Partners than I had in five years with the others. Blenheim delivered an exceptional outcome.” CEO, ASX 50 Company •

BACKGROUND Blenheim Partners specialise in: ▪ Executive Search; ▪ Non-Executive Director Search; ▪ Board Strategy and Structure Consulting; ▪ External Succession Planning; and ▪ Executive Re-Engagement / Transition. Founded in 2012, our team have acted as specialist Psychologists, Coaches and exceptionally adviser to many of the world’s leading experienced Researchers. corporations on Board and Executive performance, capability and succession planning. Blenheim Partners is continually investing in knowledge and understanding as exemplified by Our consultants have worked with clients from all our Thought Leadership “The Challenges of sectors and a broad range of geographies. They Attaining Growth”, Industry Papers and monthly include over 80 of the ASX 100, 10% of the FTSE Market Intelligence reports. 100, Private Equity, Multinational, Private Family and Mutually Owned Companies. Our philosophy is to develop deep and committed relationships with a select number of clients and Our work includes assignments that are both local help them deliver a superior performance by and international in scope. optimising the composition of their Board and Executive team. Our team consists of senior Search Consultants, Human Resource Directors, Our culture is built on pride, professionalism, esprit de corps and client service.

THE BROADER LENS OF DIVERSITY WITH MILITARY EXPERTISE Blenheim Partners Executive Search and Board Advisory firm in association with Boral Ltd is working to support a small number of senior military officers to transition to civilian careers after completing highly successful careers with our Defence Forces. These career officers have vast and detailed expertise and experience in areas such as leadership, change management, technology (e.g. cyber security), logistics, supply chain and people management gained in challenging, complex and evolving environments. In the world of disruption and difficulties in attaining growth, diversity of thought and background is a valuable commodity. The individuals we are talking about are very astute, focused and dedicated Australians. They are great motivators, extremely visionary and well connected, (nationally and internationally). They thrive in ambiguity and are able to unlock complicated issues objectively with compassion and consistency, whilst empowering others along the way. In many cases these skill sets and how they were acquired are sometimes different from the commercial world with the potential value not clearly understood. To observe first-hand what these highly successful defence executives may have to offer your organisation, there is an opportunity to engage with them in a short term capacity to work in your company with no ongoing obligation on your part while they are in the process of transitioning from the Defence Force. This would provide you with an opportunity to really understand what their different experience and perspective can add to your organisation. In the United Kingdom and United States many Defence Force senior officers have become CEO’s, Board Directors and Global Consultants. There seems to be a gap between the Australian Defence Force and Corporate Australia in terms of opportunities for talented senior officers and as such, we are taking the initiative to introduce a new level of thinking to support those “taking the risk” through the creation of new programme that to help organisations engage the very best officers. Where diversity of thought is front and central to most executive team and board performance discussions, we have provided below two recent podcasts that illustrate the outstanding skills and leadership qualities such officers have to offer with the aim of dispelling many myths and held views about our defence leaders. Most have more than one degree, can read a balance sheet and with the appropriate support and structure have the capacity to bring an edge that others do not. Major General Fergus ‘Gus’ McLachlan AM Major General Marcus Thompson AM If you would like to explore how your organisation may be able to gain advantage while assisting these proud Australians transition from the Defence Force and learn more about this very important initiative, please contact [email protected] to arrange a teleconference call.

ENERGY Meridian Energy Ltd: Jason Stein has been appointed as Chief Executive of Meridian Energy Australia and Powershop Australia. Mr Stein will commence on 1 January 2020. FINANCIAL SERVICES Afterpay Group Ltd: Gary Briggs has been appointed to the Board and will commence at the start of next year. ANZ Banking Group Ltd: Paul O’Sullivan has joined the ANZ Board effective immediately. Cash Converters International Ltd: Michael Murphy has been appointed as Chief Financial Officer. ClearView Wealth Ltd: David Brown has resigned as a Director and Geoff Black has been appointed as a Director. Collection House Ltd: Managing Director and Chief Executive Officer, Anthony Rivas has tendered his resignation effective immediately. Chief Financial Officer, Doug McAlpine will take on the role of Chief Executive Officer. Commonwealth Bank of Australia Ltd: Adam Bennett, Group Executive Business and Private Banking has decided to leave the Group at the end of January 2020. Mike Vacy-Lyle will become the new Group Executive Business and Private Banking, effective early February 2020. Also, Jason Yetton, Chief Executive Officer NewCo will depart in January 2020. HUB24 Ltd: Ruth Stringer has been appointed as a Non-Executive Director, effective 1 February 2020. Insurance Australia Group Ltd: Simon Allen has been appointed as an Independent Non-Executive Director. In addition, Mr Allen will also be appointed Chairman of IAG’s wholly-owned subsidiary, IAG New Zealand Ltd, where he has been a Non-Executive Director since September 2015. Virgin Money UK Plc (formerly Clydesdale Bank): Clive Adamson has resigned as a Non-Executive Director. Westpac Banking Corporation Ltd: Brian Hartzer stepped down as Chief Executive Officer immediately. Peter King has been appointed as Acting Chief Executive Officer. Chief Operating Officer, Gary Thursby stepped into the role of Chief Financial Officer. Chairman, Lindsay Maxsted will bring forward his retirement to early 2020. Ewen Crouch will not seek re-election at the upcoming Annual General Meeting. Alastair Welsh has been appointed Acting Group Executive Enterprise Services. INDUSTRIALS/MANUFACTURING ALS Ltd: Leslie Desjardins has been appointed as an Independent Non-Executive Director effective immediately. AMA Group Ltd: Nicole Cook has been appointed as an Independent Non-Executive Director effective immediately. Ray Smith-Roberts, the Chief Executive Officer of the Automotive Components and Accessories Division of the AMA Group, will be retiring from the Board from this year’s Annual General Meeting and stepping down from his executive role and leaving the company effective 20

December 2019. Ray will be replaced by Campbell Jones, Chief Executive Officer of ACM Parts, who will lead a newly established division which combines ACAD and ACM Parts. Bingo Industries Ltd: Chief Financial Officer, Anthony Story stated his intention to retire and stepped down from his role effective immediately. Chris Jeffrey, currently Chief Development Officer, will take on an expanded role combining the Chief Financial Role with his existing responsibilities. Cardno Ltd: Ian Ball has resigned and will be replaced by Susan Reisbord as Managing Director and Chief Executive Officer effective immediately and will be based in Delaware, United States. Fonterra Co-Operative Group Ltd: Managing Director, People and Culture Deborah Capill has resigned. Imdex Ltd: Paul House will be appointed Chief Executive Officer, following Bernie Ridgeway’s retirement on 1 July 2020. James Hardie Industries Plc: Dr Moe Nozari has been appointed as an Independent Non-Executive Director. Quickstep Holdings Ltd: James Douglas has retired as a Non-Executive Director. Reliance Worldwide Corporation Ltd: Christine Bartlett has been appointed as an Independent Non- Executive Director. Sims Metal Management Ltd: Mike Kane has decided that he will not stand for election at the 2019 Annual General Meeting and retired from the Board. MEDIA/ENTERTAINMENT SkyCity Entertainment Group Ltd: Richard Didsbury has resigned from the Board effective immediately. MINING Battery Minerals ltd: Managing Director Jeremy Sinclair will switch to the role of Non-Executive Director effective immediately. As part of the restructure, the company has promoted current General Manager Projects, Graham Fyfe to Chief Development Officer and current Legal Counsel and Country General Manager, Naomi Scott to General Counsel and Country Director, Mozambique. BHP Ltd: Mike Henry has been appointed Chief Executive Officer of BHP effective 1 January 2020, replacing Andrew Mackenzie. Capricorn Metals Ltd: Tammie Dixon has been appointed as Chief Financial Officer and Joint Company Secretary. Evolution Mining Ltd: Jason Attew has been appointed as a Non-Executive Director, effective immediately. MMG Ltd: Xu Jiqing has resigned as the Executive General Manager, Commercial effective 1 January 2020 to commence a senior role with China Minmetals Corporation. Mr Xu will remain on the Board of the Company as a Non-Executive Director with effect from his resignation.

New Hope Corporation Ltd: Sue Palmer has tendered her resignation as a Non-Executive Director effective immediately. Panoramic Resources Ltd: Brian Phillips has decided to retire as Chairman and Director at the conclusion of the company’s 2019 Annual General Meeting. Peter Sullivan has been appointed Chairman. Nick Cernotta has been appointed as the Board’s leading Independent Non-Executive Director. Poseidon Nickel Ltd: Derek La Ferla has been appointed as Chairman, effective immediately. Peter Harold has been appointed as Managing Director and Chief Executive Officer effective 3 March 2020. Regis Resources Ltd: Lynda Burnett has been appointed as an Independent Non-Executive Director effective immediately. Stanmore Coal Ltd: Marcelo Matos has been appointed as a Non-Executive Director effective immediately. Mr Matos is a nominee Director of Stanmore’s second largest shareholders Mr Matt Latimore and M Resources Pty Ltd. PHARMACEUTICALS/HEALTH CARE Ansell Ltd: Chairman Glenn Barnes has retired effective immediately. Nigel Garrard has been appointed as an Independent Non-Executive Director effective 1 March 2020. Avita Medical Ltd: David McIntyre has been appointed as Chief Financial Officer. Interim Chief Financial Officer Tim Rooney will remain with the Company as Chief Administration Officer. Clinuvel Ltd: Professor Jeffrey Rosenfeld has been appointed as a Non-Executive Director. Fisher & Paykel Healthcare Ltd: Chairman, Tony Carter has announced his intention to retire with effect from the close of the company’s Annual General Meeting in August next year. Scott St John has been elected by the Board to succeed Mr Carter as Chairman. Paragon Care Ltd: Andrew Just has resigned as Chief Executive Officer and Managing Director. Phil Nicholl has been appointed as the new Chief Executive Officer effective immediately. Former Chief Executive Officer and Co-Founder, Mark Simari will re-join the Company as a Non-Executive Director. Ramsay Health Care Ltd: Kerry Roxburgh and Roderick McGeoch have retired from the Board after 22 years. Sonic Healthcare Ltd: Professor Suzanne Crowe AM has agreed to join the Board as an Independent Non-Executive Director effective 6 April 2020. Virtus Health Ltd: Sonia Petering has been appointed as the new Chair of Virtus Health replacing Peter Macourt who has retired from the Board. PROPERTY Aveo Group Ltd: Geoff Grady resigned as Chief Executive Officer of Aveo Group subject to the completion of the scheme in favour of Brookfield.

Cromwell Property Group Ltd: Michelle McKellar has retired from the Board after 12 years of service effective from the end of the 2019 Annual General Meeting. Mirvac Group Ltd: Rob Sindel has been appointed as a Non-Executive Director effective 5 August 2020. Viva Energy REIT Ltd: Kerri Leech has been appointed as Chief Financial Officer. Ms Leech will commence with Viva in the first quarter of 2020, with Mr Farrands to remain until the end of March 2020. RETAIL/CONSUMER Accent Group Ltd: Stephen Kulmar has retired from the Board effective from the end of the Annual General Meeting after 12 years on the Board. Joshua Lowcock will join the Board. TECHNOLOGY/TELECOMMUNICATIONS Altium Ltd: Wendy Stops has resigned from the Board, effective immediately. Catapult Group International Ltd: Hayden Stockdale has been appointed as Chief Financial Officer, effective mid-February 2020. Michelle Guthrie has been appointed as an Independent Non-Executive Director effective immediately. Calvin Ng to retire as a Non-Executive Director. Also, as planned, Catapult Co-Founder Shaun Holthouse has concluded his executive role and will continue as a Non- Executive Director. Citadel Group Ltd: Kevin McCann AM has elected to step down from his position as Chair. Peter Leahy AC, a current Non-Executive Director, has been appointed as the new Chairman. In addition, Darren Stanley has resigned as Chief Executive Officer. Mark McConnell who was a Co-Founder of Citadel and currently a Non-Executive Director has been appointed as Chief Executive Officer and Managing Director. Covata Ltd: Graham Mirabito has been appointed as Executive Chairman, replacing Bill McCluggage. Hansen Technology Ltd: Don Rankin has been appointed Non-Executive Director. IVE Group Ltd: Sean Smith has been appointed to the newly created role of Chief Executive Officer of Data-Driven Communications. Spark New Zealand Ltd: Ana Wight has been appointed as a ‘future Director’ under the Future Directors programme, effective 1 February 2020 for a period of 12 months. The Future Directors programme aims to give young talented people with an interest in corporate governance the opportunity to observe and participate in Boardroom discussion for a 12-month period. Speedcast International Ltd: Peter Myers has been appointed as Chief Financial Officer effective immediately. Jennifer Grigel has been appointed as Chief Operating Officer, commencing early 2020. She will take over the role from Sebastien Lehnherr.

HOW TO SELECT AN EXECUTIVE SEARCH FIRM FOR YOUR NEXT SEARCH ASSIGNMENT One of the most critical questions you will face is how to choose an Executive Search Firm to represent your organisation in the market to acquire key executives that can affect the success or failure of your business. If you choose the right Executive Search Firm then you should get a highly qualified Executive that meets your specific organisational needs who will contribute to the future success of your organisation. If however, you choose the wrong Executive Search Firm your problems will multiply, from the issues of managing the wrong Executive to the consequences of your organisation’s success being compromised versus competitors. To make the right choice is therefore critical, and the following provides some guidance on the factors you should consider in making your decision as to which Executive Search Firm. WILL THEY AND CAN THEY REPRESENT YOU AND YOUR ORGANISATION POSITIVELY IN THE MARKETPLACE? Employer brand is an important consideration in the process of attracting high calibre candidates to your organisation. It is something that is developed and nurtured over many years and the last thing you want is someone representing you who does not understand your brand, your culture and your organisational values. The Executive Search Firm you select will for all intensive purposes be representing your brand in the marketplace. As a consequence, you need to ensure that the firm and those in that firm representing you understand, and are able to pitch your organisation in the best possible light to ensure the attraction of high calibre candidates, especially passive candidates.

WHAT PROCESS DOES THE EXECUTIVE SEARCH FIRM UNDERTAKE IN THE IDENTIFICATION OF CANDIDATES? The role of the Executive Search Firm is to find you the absolute best candidates in the market that match your brief. The process they employ is critical to achieving this outcome. If the process is poor, such as using their database and using job boards, the reality is you will not get the best candidates. You will simply be conducting a recruitment process which is generally reserved for lower level rather than Executive roles. In Executive Search you want the best candidates and that definitely needs to include passive candidates in the market. The only way to identify passive candidates is by research. To assess the research capability of your Executive Search Firm, ask them to explain their process for identifying passive candidates and in your client reference checks specifically ask client references as to the quality and breadth of the identified potential candidates. WHO WILL BE THE LEAD PARTNER AND THE TEAM FOR YOUR EXECUTIVE SEARCH AND HOW STRONG IS THEIR DESIRE AND COMMITMENT TO YOU THE CLIENT? The Lead Partner or Lead Partners (if you are lucky enough) are critical to the success of the Executive Search. You want to ensure that they are absolutely committed to your assignment and have the desire to ‘leave no stone unturned’ in ensuring that you get the very best candidates available in the market for your consideration. WHAT ARE THE “OFF LIMITS”? As a client when you engage an Executive Search Firm you are working on the basis that they are finding you the very best candidates for consideration in the market. You need to test this and ask yourself whether they can put up candidates for your consideration from their other client companies who they have or are working for. This is where the term “Off Limits” comes in. This fact is very important to you because the larger the “Off Limits”, the less of the market an Executive Search Firm is able to cover to access the best candidates. In simple terms, this means they will NOT be able to get you the best candidates in the market. If you think this through, the consequence is significant, because if your Executive Search Firm cannot access the best candidates in the market, but only a subset, you are not getting what you want or are paying for. So why would you engage them in the first place?

DOES YOUR EXECUTIVE SEARCH FIRM UNDERSTAND THE ROLE YOU ARE SEEKING AND THE NATURE OF THAT MARKET? This is fundamental, because if the Executive Search Firm and the Lead Partner in particular does not understand the role or the market, how can they undertake a search to find you the very best candidates? IS YOUR EXECUTIVE SEARCH FIRM AND THE LEAD PARTNER ACTIVE IN THOUGHT LEADERSHIP IN THE MARKET? Thought leadership is the ability to be continually thinking and researching how the market is changing, both in the broader sense and in the specific market in which your organisation operates. The reason this is important is because you want your Lead Partner to be thinking of the role you have today and what it might evolve into tomorrow. By knowing this, or at the very least having some context of the potential changes, your Executive Search Firm and Lead Partner can be pro-active in putting forward to you candidates for consideration that are right for your business of today, and others who may be right for your business of tomorrow. IS THERE AN AT-RISK COMPONENT OF THE FEE THAT ENSURES THE EXECUTIVE SEARCH FIRM HAS SKIN-IN-THE-GAME? There is nothing quite like an alignment between client and service provider needs, to ensure in this case your Executive Search Firm is listening to your needs as the client and going the “extra mile” to deliver against them. While an at-risk or performance component is not common in the Executive Search Industry you should take the opportunity to ask if there is such a component in the fee structure of the Executive Search Firms you are considering. If there is such a component, it can give you some comfort that you and your chosen Executive Search Firm will be aligned in achieving the common objective of the very best candidates in the market for your role. HOW MANY OF THE EXECUTIVE SEARCH FIRM’S CLIENTS ARE REPEAT BUSINESS? The ultimate test for all businesses is the repeat client test. It is the ultimate measure of client satisfaction because if a client keeps coming back for additional services from the Executive Search Firm you are considering, then you can be reasonably assured that the quality of their offerings is high and meeting the client’s needs.

WHAT DO CLIENT REFERENCES SAY? At the end of the day, the test of what an Executive Search Firm tells you in their pitch for your work versus the reality of what they are doing is by client references. Ask for and take the time to speak to a number of the Executive Search Firm’s clients, and test their performance against all of the above criteria with the client references they provide. Ultimately, by following the above you will be far more confident in the Executive Search Firm you select being able to deliver to you and your organisation the very best candidates in the market for the role you are seeking for your organisation.

DO YOU REALLY UNDERSTAND “OFF LIMITS” IN EXECUTIVE SEARCH? IF YOU DON’T, MAYBE YOU SHOULD “OFF LIMITS” – WHAT IT MEANS IN EXECUTIVE SEARCH Executive Search firms are professional services firms that undertake the process of Executive Search to find high quality executive candidates for their client companies. As a client when you engage an Executive Search Firm you are working on the basis that they are finding you the very best candidates for consideration in the market. But “are they” or indeed “can they”? By “can they” I mean can they ethically provide you the best candidates when they are working for other clients. That is can they put up candidates for your consideration from their other client companies who they have or are working for. This is where the term “Off Limits” comes in. “Off Limits” is a convention in the Executive Search industry that in simple terms means that an Executive Search firm who has been retained on a contingent basis by a client will place the interests of their client at the forefront, meaning that they: • Will not recruit from the department of a client where they have placed someone; or • Will not recruit from the company of a client where they have placed someone. Conventions vary but in general this period would be for two years following their last placement of a candidate and never the actual candidate.

WHY YOU NEED TO CARE This fact is very important to you and you do need to care as a client because the larger the “Off Limits”, the less of the market your Executive Search firm is able to cover to access the best candidates. In simple terms this means they will NOT be able to get you the best candidates in the market. If you think this through, the consequence is significant, because if your Executive Search firm cannot access the best candidates in the market and only a subset, you are not getting what you want or are paying for. So why would you engage them in the first place? BIG AND GLOBAL FIRMS VS BOUTIQUE FIRMS Thinking through the above it becomes abundantly clear the bigger your Executive Search firm, and further, if it is global, the less of the candidate market you have access to as a client. This may sound counterintuitive as you would normally think the bigger the firm and the greater their global footprint the greater their ability to find you the best candidates in the market. As can be seen from the above however this is not the case and the boutique firm will in most cases be better placed to provide you with the greater market coverage and access to the best candidates as it has less “Off Limits”. HOW BEST TO DEAL WITH “OFF LIMITS”? So how best to deal with the “Off Limits” issue as a current client and a potential client? Firstly, as a client, make sure you ask your Executive Search Firm two key questions: • What is your client list over the past two years and which of these can you not access candidates from for my search? • At the completion of my Executive Search how will “Off-Limits” apply to my company? That is will you now not target any of my staff for the next two years at the completion of my Executive Search? It is important to know this upfront, as clarity at this point will make the road smoother down the track in your dealings with Executive Search firms.