The Board has two standing committees:

1. Group Audit and Risk Management Committee.
2. Group Remuneration and Appointments Committee.

Other committees will be established as necessary.  This is required annually.

Committees bring detailed examination and director expertise to issues and facilitate efficient decision-making. The committees make recommendations to the whole board. They have no decision-making ability except where expressly provided by the board.

Group Audit and Risk Management Committee

The Committee's terms of reference include the following duties and responsibilities:

• Review the financial information presented by management to the Board, the external auditors and the market. 
• Review draft half-year and annual financial statements and supporting narrative and the external auditor's report, and make recommendations to the Board as to adoption.
• Oversee the performance of the external auditor and be satisfied as to its independence.
• Review the effectiveness and efficiency of management processes and internal financial controls and control systems and risk management. 
• Supervise the internal audit function and receive regular reports from the internal auditors on risks and exposures.
• Receive regular reports on statutory compliance.
• Maintain open and direct lines of communication with the external and internal auditors.
• Make recommendations to the Board as to the appointment and discharge of the external auditor.

The Committee's responsibility extends to the whole Australian Wealth Management Group.

Roles and responsibilities
The Group Audit and Risk Management Committee is responsible for monitoring the risks and exposures of the company, and our compliance with statutory and regulatory obligations and industry standards. Comprehensive systems are in place to identify, assess, monitor and manage risk. At the forefront of these are the internal audit processes that are overseen by our internal auditors, the external audit process carried out by our external auditor, the compliance processes overseen by our compliance teams, and the comprehensive risk management process for the company.

Committee membership
The terms of reference for the Group Audit and Risk Management Committee require that the committee comprise a minimum of three suitably qualified non-executive directors who are appointed by the Board. The Board appoints the Chairman of the Committee, who cannot be chairman of the Board.

The Committee is scheduled to meet a minimum of six times a year.

Statutory Audit and Risk Committee - Terms of reference

Group Remuneration and Appointments Committee

The Committee's terms of reference provide that the committee advises the Board on a number of matters, including:

• Appointment and succession of Board Directors and Non Executive Directors remuneration.
• Chief Executive Officer and senior executive appointment, termination, succession planning and remuneration.
• Approval of staff and executive share and option schemes.

Senior executive remuneration
The board’s policy for remunerating the Chief Executive Officer and other key executives is to provide market-based remuneration packages comprising a blend of fixed and incentive based remuneration, with clear links between individual and company performance and reward.

Remuneration packages currently comprise a mixture of fixed and performance-based remuneration in the form of a variable bonus.

The Remuneration and Appointments Committee reviews the remuneration packages of the Chief Executive Officer and other senior executives at least annually.

Committee membership
The Committee's terms of reference require that it comprise the Chief Executive Officer and a minimum of three suitably qualified non-executive directors. The Board appoints the chairman of the Committee, who must be a non-executive director. The Committee meets at least twice a year.