3.1 Overview of Board Committees

The Board recognises the essential role of committees in guiding the Company on specific issues. Four permanent Board Committees have been established to assist, advise and make recommendations to the Board on matters falling within their areas of responsibility. Each of the committees consist entirely of independent, Non-Executive Directors. The Chair of each Committee is not a Chair of other committees, or Chair of the Board. The performance of the Committees, its membership and the Charters are periodically reviewed. 

Each committee is governed by a formal Charter setting out its objectives, roles and responsibilities, composition, structure, membership requirements and operation. The committees are required to meet quarterly or more often as considered necessary. Directors who are not a member of a committee have a standing invitation to attend meetings of committees. From time to time special subcommittees are formed to give the Board better guidance and provide oversight concerning specific matters. 

The four permanent Committees of the Board are:

Risk Management and Audit Committee

The principal purpose of the committee is to assist the Board in fulfilling its corporate governance and oversight responsibilities in relation to the Group’s risk management and internal control systems, accounting policies and practices, internal and external audit functions and financial reporting. 

Personnel and Organisation Committee

The committee’s agenda reflects the importance of human capital to the Group’s strategic and business planning and it assists the Board in establishing appropriate policies for people management and remuneration across the Group. Full details of the committee’s work on behalf of the Board are set out in the Remuneration Report. This year there was a review of the Group’s Executive Reward Strategy in response to the concerns raised by securityholders in their comments on the 2012 Remuneration Report at the 2012 AGM and as expressed in separate discussions with stakeholders.

Sustainability Committee

The committee assists the Board in monitoring the decisions and actions of management in achieving Lend Lease’s aspiration to be a sustainable organisation. 

Nomination Committee

The Committee assists the Board by considering nominations to the Board to ensure that there is an appropriate mix of expertise, skills, experience and diversity on the Board. 

Membership, composition and key responsibilities of these Committees is set out in the accompanying table. 

The number of meetings held by each Committee during the reporting period is set out on the Role and Responsibilities page in the Corporate Governance Statement