Corporate Governance

According to OECD, corporate governance is defined as a set of rules which define

the relationship between various members of the company such as stakeholders,
management and board of directors of the company thus influencing the operations
of the company.

Corporate governance affects the development of a business by exerting a powerful

influence on the allocation of resources. It influences the behavior of the enterprise
and the performance of companies. It also impacts and encourages several
innovative activities, entrepreneurship drives and also leads to the development of
a very active SME sector. Thus the performance of the business is enhanced leading
to a better economy growth and also the industrial competitiveness is increased.

Introduction to ACCo
The Australian Agricultural Company (AACo) uses responsible natural resources and
usage of land to improve and enhance beef cattle production. It was founded in
1824 and as of July 2016, it has announced a net profit of $67.8 million. It is the
largest cattle company and it is planning to release several new brands of beef in
the coming months and aspires to become a global beef brand.

Corporate Governance of ACCo

The board at AACo is responsible for setting up the framework for corporate
governance in the company with regards to the guidelines prescribed by the ASX
Corporate Governance Council thus setting up governing principles for its corporate
governance. The board is elected by the shareholders of the company and it is
accountable to these shareholders. It is the Board that oversees and monitors the
business and performance of the company on behalf of the shareholders.

Board Charter
The Board Charter is created to facilitate clarification and promotion of high
standards of corporate governance across the organization. It provides the
foundation for good corporate governance and operates in tune with ACCo
Companys constitution, Corporations Act and other such relevant acts. It sets out
the responsibilities of the Board of Directors of ACCo in managing, guiding and
monitoring the business performance of the company through effective corporate
governance. It clearly defines the role of the Board which includes certain roles and
responsibilities such as appointment of the CEO, setting up framework to monitor
and judge the business performance, providing strategic direction to the company,
setting up remuneration policies of senior management, reporting methodology to
shareholders, meeting all the regulatory requirements, monitoring the financial
performance, dividend payments determination, risk management for the company
etc.

Committee Charters

The Board has also set up certain committee charters . The Nomination Committee
is a sub-committee of the Board and reviews Boards succession plans, performance
and also recommends the appointment and re-appointment of the Directors. The
Staff and Remuneration Committee assists the Board with regards to the
organizations health and safety and setting up policies pertaining to remuneration
and compensation, health and safety also provides a formal medium of
communication between the Board and the senior management. The role also
includes responsibilities on establishing schemes such as employee share and
options, executive option plans, performance right plans, incentives,
superannuation and retirement benefits etc. The Audit and Risk Management
Charter assists Board in maintaining the integrity and quality of annual and interim
financial disclosures, identifying several types of risks pertaining to financial and
regulations and compliance with relevant laws.

Corporate Policies
The Corporate Governance has also defined certain corporate policies such as code
of conduct, share trading policies, continuous disclosure, diversity policy, risk
management policy and Board Evaluation policy.

The Code of conduct policy aims at enhancing the individual and corporate behavior
across the company and also provide a framework fostering a culture of
accountability for its various stakeholders ensuring that AACo maintains a good
reputation for its fair and responsible dealing in all corporate affairs.

The share trading policy governs how shares, options and securities are issued by
AACo and dealt by the management personnel. It ensures that the personnel is
aware of legal restrictions in this domain, ensuring arresting any misunderstanding
in trading of companys shares and protecting the shareholders interests.

Under the Continuous Disclosure policy, it is ensured that all and timely information
is available to the shareholders and the market of the various activities of AACo and
that any shareholder can access externally available information issued by the
organization thus ensuring and maintaining an effective communication with all the
shareholders and also inviting and motivating them to participate at general
meetings.

The risk management policy aims at identifying the various risks anticipated and
generated by AACos core and subsidiary business and this mitigate them to ensure
it does not hamper the achievement of companys objectives. Also it provides
different risk scenarios and suggests the corporate and individual behavior to be
adapted in such situations.

The Board evaluation policy sets out guidelines for the Board to evaluate its own
performance, review the pre-determined roles and responsibilities, annually assess
the performance of the Directors and the Boards effectiveness etc.

Finally, under the diversity policy, it is aimed to maintain a diverse work

environment, fostering a work culture wherein there is no discrimination with
respect to gender, age, race, ethnicity etc and everyone feels responsible to work
towards maintaining the reputation of AACo and meeting its objectives.