State of the Market - Board and Executive Movements for June 2020

TOP KEY BOARD AND EXECUTIVE MOVEMENTS IN AUSTRALIA JUNE 2020

The Trend in NED Appointments – The Intersection of Age, Experience and Gender Blenheim Partners recently conducted research exploring Non-Executive Director (NED) appointments in the ASX 100 over the last five years. The aim of the research was to examine trends in the age of NED appointments, that can be regarded as a proxy for “experience” in the broadest sense and to determine whether this varied by gender. Recent research on ASX 300 CEOs by Blenheim Partners has shown that the average age at appointment was 47.3 years and that around 90% of current CEOs were appointed by the age of 55. The research put forward a number of potential reasons to explain this potential age ceiling of 55 on CEO appointments, including the perception that younger candidates with enough experience have more energy to handle the physical and mental demands of the role and are more likely to be in touch and up to date with developments in technology and disruptive innovations. The research covered the NED appointments in the ASX 100 over the period from 2015 to 2019. For Directors currently in their respective Boards, there were 394 appointments made from 2015 to 2019, and women made up 43% of the appointments. Key findings are shown in the graph below: Figure: Age at Appointment of ASX 100 NEDs over the Period 2015 to 2019 The data showed some very interesting differences between the appointment age of male and female NEDs over the period. The general picture shows female NEDs are generally younger than their male counterparts at appointment. While 85% of female NEDs were 60 or under at the time of appointment, this figure fell to 66% for males. At the other end of the spectrum, female NEDs under the age of 50 represented 20% of appointments, double that of males.

For the male NEDs, 66% were over 55 at the time of appointment, and more than 90% were appointed after they turned 50. Therefore, based on age, the data predict that for candidates under 50, a female candidate is twice as likely to be appointed compared to a male. In contrast, for candidates over 60, a male candidate is three times as likely to be appointed compared to a female. The trend by year for age at appointment shows a general increase in age for both male and female NEDs over the 2015 to 2019 period. In summary, the age at appointment data shows that from 2015 to 2019:  The average age of appointment of female Directors increased from 53 to 56. The average over the period was 54;  The average age of appointment of male Directors increased from 55 to 58. The average over the period was 57; and  Female Directors were, on average, two and a half years younger than male Directors at the time of appointment. The increasing age profile of NEDs, as some suggested, points to the increasing value being placed on experience as a proxy for age when appointing NEDs, and this applies to both male and female appointments. This increasing appreciation of the value placed on age and by association experience may reflect the value and contribution that Boards see that they can add to companies and Chief Executive Officers in an environment where growth is difficult to come by and lessons learned from experience can be applied to critiquing strategic initiatives to increase their probability of success.

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.

ENERGY AGL Ltd: Mark Bloom has been appointed as a Non-Executive Director. Armour Energy Ltd: Brad Lingo has been announced as Chief Executive Officer. Chief Financial Officer, Richard Aden has tendered his resignation. The company will advise of arrangements to be made in relation to the appointment of a new Chief Executive Officer in due course. Central Petroleum Ltd: Dr Agu Kantsler has been appointed as a Non-Executive Director. FINANCIAL SERVICES AMP Ltd: Boe Pahari has been promoted to Chief Executive Officer of AMP Capital effective 1 July 2020. Boe will succeed Adam Tindall who will retire from the company. Commonwealth Bank of Australia Ltd: Simon Moutter has been appointed as an Independent Non-Executive Director effective 1 September 2020. HGL Ltd: Joseph Constable has been appointed as a Non-Executive Director. National Australia Bank Ltd: Andrew Irvine has been appointed as Group Executive, Business and Private Banking effective 1 September 2020. NSX Ltd: Kelly Humphreys has been appointed as a Non-Executive Director. Pioneer Credit Ltd: Andrea Hoskins has been appointed as Chief Operating Officer and Barry Hartnett has been promoted to the new role of Chief Development Officer. Suncorp Group Ltd: Adam Bennett has been appointed as Chief Information Officer effective 1 July 2020. VGI Partners Ltd: Executive Director, Douglas Tynan will be moving to a Non-Executive Director role. Virgin Money UK Plc: Fiona MacLeod will step down from the Board effective 30 September 2020 in-line with its Board Succession Plan. Fiona will also step down as a Director of Clydesdale Bank Plc and of Virgin Money Plc on the same date. INDUSTRIALS/MANUFACTURING Adbri Ltd: (formerly Adelaide Brighton Ltd) Zlatko Todorcevski has resigned from the Board. Vanessa Guthrie has been appointed Lead Independent Director. The Board intends to recruit an experienced Director to restore the majority independent composition. Auckland Airport Ltd: General Manager Retail and Commercial, Richard Barker has resigned. Responsibility for Richard’s portfolios will be shared between members of the executive team.

Aurizon Holdings Ltd: George Lippiatt has been appointed permanently as Chief Financial Officer and Group Executive Strategy. Austal Ltd: Chief Operating Officer, Patrick Gregg has been promoted to Chief Executive Officer, effective 1 January 2021. Boral Ltd: Zlatko Todorcevski has been appointed as Chief Executive Officer and Managing Director effective 1 July 2020 replacing Mike Kane. Zlatko will complete an orderly transition off the Boards he is currently on including Coles Group and The Star Entertainment Group. Cardno Ltd: Chief Financial Officer, Peter Barker has resigned and will leave Cardno at the end of September 2020. Decmil Group Ltd: Executive Director, Scott Criddle will step down from the Board effective 31 July 2020. Electro Optic Systems Holdings Ltd: Glen Tindall has been appointed in the newly created role of Chief Executive Officer, Communication Systems effective 1 July 2020. Incitec Pivot Ltd: Frank Micallef has chosen to retire as Chief Financial Officer after ten years. Dyno Nobel Americas President, Nick Stratford will assume the role of Chief Financial Officer effective 1 July 2020. Succeeding Nick as President will be Dr Braden Lusk. Johns Lyng Group Ltd: Group Business Development and Marketing Manager, Pip Turnbull will join the Board as an Executive Director. Pip replaces Matthew Lunn who stepped down from the Board as an Executive Director but will remain as Group Chief Financial Officer. Quickstep Holdings Ltd: Air Vice Marshal Kym Osley has been appointed as Non-Executive Director. Sims Ltd: John Glyde has been promoted to the new role of Chief Operating Officer. In addition, Michael Movsas has been promoted to Chief Commercial Officer. Thomas Gorman has been appointed as an Independent Non-Executive Director. Titomic Ltd: Dag Stromme and Humphrey Nolan have been appointed to the Board. Chairman Philip Vafiadis has retired. MEDIA/ENTERTAINMENT NZME Ltd: Barbara Chapman has been appointed as Chair replacing Peter Cullinane. Barbara advised that she would be resigning from her directorship at IAG to enable her to dedicate more time to her new role.

MINING BCI Minerals Ltd: Garret Dixon has been appointed as a Non-Executive Director. BHP Ltd: David Lamont has been appointed as Chief Financial Officer effective 1 December 2020. Peter Beaven will continue as Chief Financial Officer until 30 November 2020 and will support a handover into early 2021. Boss Resources Ltd: Peter Williams and Evan Cranston have resigned due to increasing commitments in other roles. Dudley Kingsnorth has been appointed as a Non-Executive Director effective 1 July 2020. Emerald Resources NL: Mark Clements has been appointed as Independent Non-Executive Director. Ross Williams has resigned as a Director. Gold Road Resources Ltd: Maree Arnason has been appointed as an Independent Non- Executive Director. Ioneer Ltd: Julian Babarczy has been appointed as a Non-Executive Director, effective 1 July 2020. Medusa Mining Ltd: David McGowan has resigned as Chief Executive Officer effective 14 August 2020. Simon Mottram has been appointed as a Non-Executive Director. Minrex Resources Ltd: Executive Chairman, James Ellingford has resigned from the Board. James Pearse has been appointed as a Non-Executive Director. Myanmar Metals Ltd: Andrew Teo has been appointed as a Non-Executive Director. New Hope Corporation Ltd: Jacqueline McGill AO has been appointed as a Non-Executive Director. Nickel Mines Ltd: Stephanus Sutantio has been appointed as a Non-Executive Director. Northern Minerals Ltd: Chief Executive Officer, George Bauk has resigned. Chairman, Colin McCavana will temporarily assume the role of Executive Chairman. Peninsula Energy Ltd: Chief Financial Officer, David Coyne has resigned to take up an opportunity with another company effective mid-July 2020. David will remain on the Board as a Non-Executive Director. Poseidon Nickel Ltd: Dean Hildebrand has been appointed as a Non-Executive Director. Geoff Brayshaw and Karl Paganin have retired from the Board. Sheffield Resources Ltd: Bruce Griffin has been appointed as an Executive Director. Stanmore Coal Ltd: Frederick Kotzee has been appointed Interim Chief Financial Officer. TerraCom Ltd: Executive Director, Togoo Tsogt has tendered his resignation.

Westgold Resources Ltd: Executive Chair, Peter Cook will transition to Non-Executive Chairman. Executive Director, Steve Norregaard has stepped down from the Board but will continue as Chief Executive Officer of Minterra Pty Ltd. Chief Financial Officer, Debbie Fullarton has been appointed as Group Chief Executive Officer. Interim Chief Operating Officer Anthony Buckingham has been formally appointed Chief Operating Officer of the Groups Gold Operations. Yancoal Australia Ltd: Kevin Ning SU has been promoted to Chief Financial Officer. PHARMACEUTICALS/HEALTH CARE AFT Pharmaceuticals Ltd: Nathan Hukill has resigned from the Board. CSL Ltd: David Lamont has resigned as Chief Financial Officer effective 30 October 2020. Cynata Therapeutics Ltd: Dr Darryl Maher has been appointed as an Independent Non- Executive Director. Peter Webse will step down from the Board. Paragon Care Ltd: Michael Newton has stepped down from the Board. Sonic Healthcare Ltd: Executive Director, Philip Dubois is transitioning to a Non-Executive Director role effective 1 July 2020. As part of succession planning, Julian Adler has been appointed to the position of Chief Executive Officer, Sonic Imaging. Telix Pharmaceuticals Ltd: Dr Colin Hayward has been appointed Chief Medical Officer. Co- Founder Dr Andreas Kluge will transition from an Executive Director to a Non-Executive Director. PROPERTY Aventus Group Ltd: Ray Itaoui has been appointed as a Non-Executive Director. AVJennings Ltd: Elizabeth Sam has retired from the Board. Stockland Ltd: Mark Steinert announced his intention to retire as Chief Executive Officer after seven years in the role.

RETAIL/CONSUMER A2B Australia Ltd: David Grant has been appointed as a Non-Executive Director. Adairs Ltd: Chairman Michael Butler has advised the Board that he will not seek re-election at the Annual General Meeting in October 2020. Ampol Ltd: Matthew Halliday has been permanently appointed to the position of Managing Director and Chief Executive Officer after serving as interim Chief Executive Officer since March. Brisbane Broncos Ltd: Matthew Friend has been appointed as General Manager Finance replacing Shirley Moro. Collins Foods Ltd: Chief Operating Officer, Drew O’Malley has been promoted to Group Chief Executive Officer effective 1 July 2020. Drew’s appointment coincides with the planned retirement of current Group Managing Director and Chief Executive Officer, Graham Maxwell. Fonterra Co-operative Group Ltd: Peter McBride has been selected as the Co-operative’s Chairman-elect. Peter will replace John Monaghan at its Annual General Meeting in November. Freedom Foods Group Ltd: Chief Financial Officer, Campbell Nicholas has resigned. Director, Trevor Allen has been appointed as Company Secretary. Managing Director and Chief Executive Officer, Rory Macleod has resigned from all Board and Executive positions. Perry Gunner has been appointed Executive Chairman. Commercial Director, Brendan Radford has been appointed Acting Chief Executive Officer. Also, Group General Manager of Corporate Development, Stephanie Graham has been appointed Acting Chief Financial Officer. GrainCorp Ltd: Chief Financial Officer, Alistair Bell will leave the company in July 2020 to pursue other opportunities. Ian Morrison, currently General Manager of Commercial Finance will be appointed as Interim Chief Financial Officer in July 2020. InvoCare Ltd: Adrian Gratwicke has been appointed Chief Financial Officer effective 3 August 2020. Chief Operating Officer, Damien Macrae has been promoted to Deputy Chief Executive Officer following a restructure of the leadership roles. Chief Executive Officer, Martin Earp has indicated he will not renew his contract which ends in March 2021. JB Hi-Fi Ltd: Melanie Wilson has been appointed as a Non-Executive Director. Nuchev Ltd: Interim Chief Financial Officer, Chantelle Pritchard has been appointed permanently as Chief Financial Officer. Shriro Holdings Ltd: Abigail Cheadle has been appointed as an Independent Director.

TECHNOLOGY/TELECOMMUNICATIONS Aerometrex Ltd: David Byrne has been promoted to Chief Operating Officer. Catapult Group International Ltd: Yana Bulva has been appointed as Senior Vice President of Product effective 13 July 2020. Citadel Group Ltd: Jayne Shaw has been appointed as a Non-Executive Director. DWS Ltd: Selina Lightfoot has resigned from the Board. Gentrack Group Ltd: Executive Chairman, John Clifford has resigned for health reasons. The Board has appointed Director, Fiona Oliver as Acting Chair. Chief Financial Officer, James Spence assumes the role of Interim Chief Executive Officer until a new Chief Executive Officer is appointed. Ros Bartlett has been appointed as Interim Chief Financial Officer. Infomedia Ltd: Kim Anderson has been appointed as a Non-Executive Director. Over the Wire Holdings Ltd: Cathy Aston has been appointed as an Independent Non- Executive Director. In addition, Brent Paddon will be moving to a Non-Executive Director role. RPMGlobal Holdings Ltd: Stephen Baldwin has been appointed as a Non-Executive Director, effective 1 July 2020. Spirit Telecom Ltd: Inese Kingsmill has been appointed as a Non-Executive Director. Whispir Ltd: Justin Owen has been appointed Chief Financial Officer replacing Gareth Roberts. Fiona Milne has also been appointed to the newly created role of Head of AI and Data. TRANSPORTATION SeaLink Travel Group Ltd: The Board has appointed Jeffrey Ellison as Acting Chair whilst the executive search continues to search for a Chairman for the future. Also, Lance Hockridge has been appointed as an Independent Non-Executive Director.

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 intents and 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.