Corporate governance

 

Directors and Management of BOQ are committed to excellence in corporate governance and support the Principles of Good Corporate Governance and Best Practice Recommendations developed by the Australian Securities Exchange’s Corporate Governance Council ('the principles'), as the basis for enhancing the credibility and transparency of our capital markets.

 

Consistent with our values of passion, achievement, courage, integrity and teamwork, the Board has, over many years, developed and implemented policies and practices which are consistent with the principles.

 

We pride ourselves on our commitment to excellence in all aspects of our operation, including in corporate governance.

 

Constitution of BOQ (PDF 748KB)

 

Board Charter (PDF 83KB)

The Board Charter sets out the key governance principles adopted by the Board in governing BOQ. Its goals are to look after its staff, valuing and servicing its customers, rewarding its shareholders and partnering with the community.

 

Policy on Independence of Directors   

The Principles of Good Corporate Governance and Best Practice Recommendations developed by the ASX Corporate Governance Council require directors of the Bank to assess and disclose the 'independence' of its Board. The Board appreciates that it is important for the integrity of capital markets that directors are not only independent, but can be seen to be independent and so supports this initiative.

 

St Andrew's Group Policy on Independence of Directors

 

Board Performance Review and Renewal Policy 

The Board Performance Review and Renewal Policy sets out the Board’s guidelines for reviewing its performance and those of its Committees to maintain peak performance and to ensure that the Board remains open to new ideas and independent thinking while retaining adequate expertise.

 

St Andrew's Group Board Performance Review and Renewal Policy

 

 Nomination and Governance Committee Charter 

This Committee provides assistance to the Board of the Bank in relation to corporate governance matters generally, Board succession planning, and the performance of the Board and its Committees and the performance of any subsidiary Boards and their Committees.

 

Audit Committee Charter

The Audit Committee is charged with making recommendations to the Board on the adequacy of external and internal audit.

 

External Auditor Evaluation Policy 

The annual appraisal of the performance of the Bank’s external Auditor is required under the Bank’s Audit Committee Charter. This policy sets out the minimum requirements and responsibilities for that evaluation.

 

Risk Committee Charter 

The Risk Committee recommends to the Board the parameters of the Bank’s risk management strategy, monitors the Bank’s risk profile and oversees inherent risks. 

 

St Andrew's Group Audit and Risk Committee Charter

 

 Human Resources & Remuneration Committee Charter 

The Human Resources & Remuneration Committee is a committee of the Board of Directors that makes recomendations regarding remuneration.

  

Information Technology Charter (PDF 36KB)

The purpose of the Information Technology Committee is to assist the Board to fulfil its corporate governance and oversight responsibilities for the Group’s investments, operations and strategy in relation to technology and information systems. 

 

Auditor Independence Policy

This Policy outlines how BOQ's external auditor will maintain their independence. 

 

St Andrew's Insurance Board Policy (PDF 37KB)

This Charter sets out the key governance principles adopted by the St Andrew's Insurance Board.

 

St Andrew's Life Insurance Board Policy (PDF 37KB)

This Charter sets out the key governance principles adopted by the St Andrew's Life Insurance Board.

 

Diversity Policy 

The Bank is committed to promoting a culture where diversity is embraced, and as part of this commitment, the Bank has developed this Diversity Policy.

 

Code of Conduct (PDF 54KB)

The Code of Conduct sets out the principles our Board, employees, Owner-Managers and contractors are expected to uphold in order to promote the interests of BOQ and its shareholders and drive relationships between employees, customers and the community.

 

Securities Trading Policy

This policy has been developed to help you understand BOQ’s securities trading requirements, insider trading and your obligations under Australian law.

 

AML / CTF Statement (PDF 27kb)

The Australian government introduced the Anti-Money Laundering and Counter-Terrorism Financing (AML/CTF) Act 2006 in response to our international obligations to fight money laundering and terrorism financing. BOQ takes preventing money laundering and terrorism financing very seriously and is implementing the necessary changes to meet its obligations.

 

BOQ Group Fit and Proper Policy 

The purpose of this policy is to set out the Group's approach to the assessment of the fitness and propriety of persons who hold, or who are to be appointed or elected to, a Responsible Person Position.

 

 Employee Share Plan Rules

 

This document outlines the administration of the Employee Share Plan. The Plan provides eligible employees with the opportunity to be rewarded with equity for helping to create and sustain long term value for the shareholders in the company, and thereby to align the interests of the employees more closely with the interests of the shareholders.

 

Restricted Share Plan (PDF 90.2KB)

 

Award Rights Plan (PDF 56KB)

The Award Rights Plan is part of the Bank's remuneration policy of providing effective long term incentives for performance of the Bank's staff. 

 

Market Disclosure Policy (PDF 31KB) 

The Market Disclosure Policy provides a framework to assist BOQ in achieving its aims of keeping the market informed of material information and enhancing its communication with the market. This thereby ensures its compliance with legal requirements.