State of the Market - Board and Executive Movements February 2019

TOP KEY BOARD AND EXECUTIVE MOVEMENTS IN AUSTRALIA FEBRUARY 2019

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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 APA Group Ltd: James Fazzino has been appointed as a Non-Executive Director effective 21 February 2019, Russell Higgins has retired as a Non-Executive Director. Beach Energy Ltd: Sally-Anne Layman has been appointed as a Non-Executive Director, effective 25 February 2019. Chief Executive Officer Matt kay has also been appointed Managing Director, effective 25 February 2019. Caltex Australia Ltd: Richard Pearson has resigned as Executive General Manager Convenience Retail effective March 2019, Lyndall Stoyles has been appointed as Executive General Manager People, Communications and Governance. Central Petroleum Ltd: Leon Devaney has been appointed as Chief Executive Officer and Managing Director, effective 21 February 2019. Origin Energy Ltd: Greg Lalicker has been appointed as a Non-Executive Director, effective 1 March 2019. Sundance Energy Ltd: Judy Buie has been appointed as a Non-Executive Director. White Energy Company Ltd: Terry Crawford has resigned as a Non-Executive Director, effective 28 February 2019. Whitehaven Coal Ltd: Lindsay Ward has been appointed as a Non-Executive Director, effective 15 February 2019. WorleyParsons Ltd: Roger Higgins and Sharon Warburton have been appointed as Non-Executive Directors, effective 20 February 2019. Z Energy Ltd: Mandy Simpson has been appointed as Chief Digital Officer, effective 19 February 2019. Zenith Energy Ltd: Stephanie Unwin will step down as a Non-Executive Director. FINANCIAL SERVICES Commonwealth Bank of Australia Ltd: Anna Lenahan will retire as Group General Counsel and Group Executive Group Corporate Affairs, effective 30 June 2019. Mainstream Group Holdings Ltd: Lucienne Layton has resigned as a Non-Executive Director, effective March 2019. MyState Ltd: Peter Armstrong has retired as a Non-Executive Director. National Australia Bank Ltd: Andrew Thorburn has resigned as Chief Executive Officer effective 28 February 2019, Ken Henry will retire as Chairman when a Chief Executive Officer has been appointed, Philip Chronican has been appointed Acting Chief Executive Officer. Pioneer Credit Ltd: Lisa Stedman has resigned as Chief Operating Officer, effective 9 July 2019.

Westpac Banking Corporation Ltd: Margie Seale and Steve Harker have been appointed as Non- Executive Directors, effective 1 March 2019. GAMING Tabcorp Holdings Ltd: Damien Johnston will retire as Chief Financial Officer in financial year 2020 when a successor is appointed. INDUSTRIALS/MANUFACTURING James Hardie Industries Plc: Jack Truong has been appointed as Chief Executive Officer effective 31 January 2019 succeeding Louis Gries. Reliance Worldwide Corporation Ltd: Jonathan Munz has announced his intention to retire as Chairman. Seven Group Holdings Ltd: Kate Farrar has been appointed as a Non-Executive Director. MEDIA Australian Broadcasting Corporation: Ita Buttrose has been appointed Chair. HT&E Ltd: Belinda Rowe has been appointed as a Non-Executive Director, effective 5 February 2019. oOh!media Ltd: Geoff Wild will retire as a Non-Executive Director, effective 16 May 2019. REA Group Ltd: Ryan O’Hara has resigned as a Non-Executive Director effective 8 February 2019, Tracey Fellows will remain on the Board representing News Corp. Village Roadshow Ltd: Graham Burke will retire as Chief Executive Officer at the end of 2019 and will become a Non-Executive Director. MINING Altura Mining Ltd: Phil Robinson has been appointed as Chief Operating officer. Arafura Resources Ltd: Ian Kowalick has retired as Chairman, Mark Southey has been appointed as Chairman effective immediately. BHP Group Ltd: Geraldine Slattery has been appointed as President Operations Petroleum effective 18 March 2019, Vandita Pant has been appointed as Chief Commercial Officer effective 1 July 2019, Jonathan Price has been appointed as Chief Transformation Officer effective 1 March 2019 and Laura Tyler has been appointed Chief Geologist effective 1 March 2019. Arnoud Balhuzen has resigned as Chief Commercial Officer and Steve Pastor has resigned as President Operations Petroleum. Birimian Ltd: Alistair Cowden has been appointed Chairman. Eric Hughes has been appointed as Chief Financial Officer, effective 26 February 2019. Boss Resources Ltd: Grant Davey has resigned as a Non-Executive Director.

Bounty Mining Ltd: Gary Cochrane has resigned as a Director and an Executive of the Company. Jim Griffin has been appointed as Chief Executive Officer, effective 18 February 2019. Hastings Technology Metals Ltd: Mal Randall has been appointed as a Non-Executive Director. Indiana Resources Ltd: Steven Zaninovich has been appointed as a Non-Executive Director, effective 28 February 2019. Magnis Energy Technologies Ltd: Ulrich Bez has resigned as a Non-Executive Director, effective 28 February 2019. Metro Mining Ltd: Lindsay Ward has resigned as a Non-Executive Director. MZI Resources Ltd: Chief Financial Officer John Westdorp has been appointed as Interim Chief Executive Officer, effective immediately. OceanaGold Corporation Ltd: Jim Askew will retire as Chairman effective June 2019, Ian Reid has been appointed as Chairman effective June 2019. Craig Nelson has been appointed as a Non- Executive Director. Orinoco Gold Ltd: Adrian Byass has been appointed as Chairman succeeding Joseph Pinto, Nicholas Revell has also resigned from the Board. Regis Resources Ltd: Mark Okeby has retired as a Director, effective immediately. Rex Minerals Ltd: Ian Smith and Ron Douglas have been appointed as Non-Executive Directors. Silver City Minerals Ltd: Darren Wates and Tom Pickett has been appointed as Non-Executive Directors. South 32 Ltd: Karen Wood has been appointed Chair-Elect of the Board. Karen will succeed David Crawford AO, effective 12 April 2019 at which time David will retire as Chairman. TNG Ltd: John Elkington has been appointed as Chairman and as a Non-Executive Director effective 1 February 2019, Rex Turkington has stepped down as Interim Chairman but will remain on the Board as a Non-Executive Director. Vector Resources Ltd: Jason Brewer has resigned as a Director of the Board. PHARMACEUTICALS/HEALTH CARE Ansell Ltd: Christine Yingli has been appointed as a Non-Executive Director, effective 1 April 2019. EBOS Group Ltd: Stuart McLauchlan has been appointed as a Non-Executive Director, effective 1 July 2019. MedAdvisor Ltd: David Chatterton has retired as Chief Technology Officer, Victor Kovalev has been appointed as Chief Technology and Head of product Globally. MMJ Group Holdings Ltd: Jason Conroy has resigned as Chief Executive Officer, effective 1 March 2019.

Nanosonics Ltd: Renee Salaberry has been appointed as Chief Marketing Officer, Davis Morris has been appointed as Chief Strategy Officer and Regional President Asia Pacific, Rod Lopez has been appointed as Chief Operating Officer effective 4 March 2019. Regis Healthcare Ltd: Ross Johnston will step down as Managing Director and Chief Executive Officer, effective 3 September 2019. PROPERTY Arena REIT Ltd: Bryce Mitchelson has retired as Chief Executive Officer and Managing Director, Rob de Vos has been appointed Chief Executive Officer and Managing Director effective immediately. Vicinity Centres Ltd: Michael O’Brien has resigned as Chief Financial Officer, Kah Wong has been appointed as Acting Chief Financial Officer. Peter Huddle has been appointed as Chief Operating Officer, effective 1 April 2019. RETAIL/CONSUMER Automotive Holdings Group Ltd: David Blackhall has been appointed as a Non-Executive Director. Blackmores Ltd: Richard Henfrey has resigned as Chief Executive Officer. City Chic Collective Ltd: Chief Executive Officer Phil Ryan has been appointed Managing Director, effective immediately. Costa Group Holdings Ltd: Kevin Schwartz has resigned as a Non-Executive Director effective 28 February 2019, Jane Wilson has been appointed as a Non-Executive Director effective 1 April 2019. Funtastic Ltd: Stephen Heath has resigned as a Non-Executive Director, effective 6 February 2019. Redcape Hotel Group Management Ltd: Tim Fawaz has been appointed as Chief Financial Officer, effective 18 February 2019. Ruralco Holdings Ltd: Michael Millner has resigned as a Non-Executive Director, effective 1 February 2019. Super Retail Group Ltd: Anthony Heraghty will succeed Peter Birtles as Managing Director, effective 20 February 2019. Woolworths Group Ltd: Jennifer Carr-Smith has been appointed as a Non-Executive Director. TECHNOLOGY/TELECOMMUNICATIONS Adslot Ltd: Ben Dixon has been appointed as Chief Executive Officer. BrainChip Holdings Ltd: Stephe Wilks has been appointed as a Non-Executive Director and as Chairman. Catapult Group International Ltd: Joe Powell has resigned as Chief Executive Officer and will leave the company in 6 months.

Class Ltd: Andrew Russell has been appointed as Managing Director and Chief Executive Officer, effective early May 2019. DTI Group Ltd: Raj Surendran has tendered his resignation as Chief Financial Officer and Company Secretary, effective 4 March 2019. Hills Ltd: Alan Kinkade has been appointed as a Non-Executive Director. NetComm Wireless Ltd: Ken Sheridan has stepped down as Managing Director and Chief Executive Officer but will continue as an Executive Director on the Board, Steve Collins has been appointed Interim Chief Executive Officer. Optus: Kelly Bayer Rosmarin has been appointed Deputy Chief Executive. SEEK Ltd: Leigh Jasper has been appointed as a Non-Executive Director, effective 1 April 2019. Michael Ilczynski will step down as Chief Executive Officer Asia Pacific and Americas, effective July 2019. TechnologyOne Ltd: Clifford Rosenberg has been appointed as a Non-Executive Director. Telstra Corporation Ltd: Eelco Blok has been appointed as a Non-Executive Director, effective 15 February 2019. The Citadel Group Ltd: Miles Jakeman has resigned as a Director, effective immediately. TRANSPORTATION Virgin Australia Holdings Ltd: Paul Scurrah has been appointed Chief Executive Officer and Managing Director effective 25 March 2019, John Borghetti will step down from his role effective 25 March 2019.

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.