Annual General Meeting 2024

Invitation and notice of 2024 Annual General Meeting

Venue

State Library Victoria 328 Swanston Street Melbourne, VIC, 3000. 
Members will also be able to join the meeting virtually.

Wednesday 27 November 2024.

Time

Registration opens at 5.00pm. The meeting will commence at 6.00pm.

Join us from 5pm to meet some of our community customers who have received support from Bank Australia, including recipients of our community customer grants. These customers will be on hand to talk about the work they do to benefit people and the planet.

The meeting will commence at 6.00pm and will be followed by light refreshments.

In respect of the election process, arrangements have been made for Link Market Services to conduct the 2024 election for two (2) Directors to serve on the Board of Bank Australia.

Directors of Bank Australia are elected for a three year term or appointed by the Board. Returning Directors may stand for re-election without nomination if they are eligible for election. Director Melissa Bastian retires from the Board at the end of the 2024 AGM. Directors Anne-Marie O’Loghlin and David Wakeley both retire by rotation this year. Both, being eligible, have declared they will stand for re-election.

Nominations are invited from eligible members of Bank Australia to stand as candidates at the election. Nominations must be received by 12 noon on Friday 26 July 2024.

An individual is eligible to be a Director nominee if the person meets the criteria set out in Bank Australia’s Constitution.

Nominations committee

In accordance with Bank Australia’s Constitution, the Board has established a Nominations Committee, which comprises a majority of independent members. The Committee is comprised of the Chair of the Board and two independent members. The responsibility of the Committee is to determine which nominees (if any) are of appropriate fitness and propriety to become a candidate and act as a Director, by reference to the Board’s fit and proper policy.

Each nominee who seeks nomination and each retiring Director who stands for re-election without nomination will be invited by the nominations committee to attend an interview on Monday 12 or Tuesday 13 August 2024 to determine the suitability of the nominee for election as a Director.

Each candidate for the position of Director is expected to have the following mandatory competencies with a level of competence sufficient to enable a meaningful contribution to Board deliberations:

• A comprehensive understanding of the roles and responsibilities of a Director; including the regulations required in the financial sector;
• The ability to understand retail banking risks, including risk identification and monitoring of risk mitigation;
• Has experience in an organisation (or organisations) of comparable scale and complexity to Bank Australia;
  
• A commitment to mutuality values, sustainability and responsible banking principles; including the ability to be seen as a role model for the Company’s brand through the demonstration of actions and behaviours;
  
• The ability to evaluate, form conclusions and apply good judgement;
  
• The ability to understand the Company’s strategy;
  
• The capacity and willingness to undertake continuous professional development and learning to acquire and update skills and knowledge relevant to the role of Director of the Company;
  
• Good financial literacy; and
  
• An understanding of their obligations as an Accountable Person under the Financial Accountability Regime (FAR), namely to:

• • Act with honesty and integrity, and with due skill, care and diligence;
  • Deal with Regulators in an open, constructive and co-operative way;
  • Take reasonable steps to prevent matters from arising that would adversely affect the accountable entity’s prudential standing or prudential reputation; and
  • Take reasonable steps to prevent matters arising that would result in a material contravention by the accountable entity of any of the laws specified under s21(d) of the FAR Act.

A candidate must have the following additional competencies required to meet a desired skills mix on the Board:

• Corporate Governance and Merger & Acquisition experience

Application process

Bank Australia’s Constitution sets out the procedures governing the Director Election process.

Nomination forms, fit and proper policy, Board charter and copies of Bank Australia’s constitution are available from the Returning Officer or the Company Secretary.

A candidate may submit for circulation to members a statement, not exceeding 250 words, limited to their name, age, employment, qualifications, directorships, memberships/affiliations, contact details and a photograph taken not more than 12 months prior to the date of closure of nominations.

Mr Nick O'Hagan, Link Market Services Limited has been appointed Returning Officer for the election.

Returning officer address

Mr Nick O'Hagan
Link Market Services Limited
680 George Street, Sydney NSW, 2000
Telephone: 02 9105 1239
Email: Nicholas.O’hagan@linkmarketservices.com.au
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For further information please mail the Company Secretary, Claire Varro at companysecretary@bankaust.com.au