Lendlease Annual Report 2022

76 Lendlease Annual Report 2022 Board of Directors’ information Interests in Capital The interests of each of the Directors in the stapled securities of the Group at 22 August 2022 set out below. The current Non Executive Directors acquired Lendlease securities using their own funds. Directors Securities held directly 2022 Securities held beneficially/ indirectly 2022 Total 2022 Securities held directly 2021 Securities held beneficially/ indirectly 2021 Total 2021 M J Ullmer - 125,000 125,000 - 125,000 125,000 A P Lombardo 1 9,764 - 9,764 - - - P M Coffey - 21,216 21,216 - 21,216 21,216 N R Collishaw - 14,500 14,500 - - - D P Craig - 73,061 73,061 - 73,061 73,061 J S Hemstritch - 33,061 33,061 - 33,061 33,061 E M Proust 2 - 68,061 68,061 - 68,061 68,061 N M Wakefield Evans - 34,379 34,379 - 34,379 34,379 R F Welanetz 7,000 - 7,000 7,000 - 7,000 1. The Global CEO, Anthony Lombardo is required to accumulate and maintain a minimum holding of 150 per cent of his Total Value Package in Lendlease securities. Awards granted under the Restricted Securities Award and LTA Minimum may count towards this holding requirement. As at 30 June 2022, Anthony Lombardo holds 106,360 Lendlease securities which count towards the mandatory securityholding requirement. Refer to page 100 for further details. 2. E M Proust also holds through her super fund, $500,000 face value of Lendlease Green Bonds. Directors’ Meetings Board meetings The Board meets as often as necessary to fulfil its role. Directors are required to allocate sufficient time to the Group to perform their responsibilities effectively, including adequate time to prepare for Board meetings. During the financial year ended 30 June 2022, 12 Board meetings were held. Typically, four face to face meetings are held in Australia and one each in the UK, Asia and the Americas to align with the Group’s regional operations. In addition, three shorter meetings are scheduled to provide updates to the Board between the longer face to face meeting programs. Given the COVID pandemic, a mixture of face to face and virtual meetings were held during the reporting period. In April 2022, the Board returned to holding meetings in the offshore regions. Matters were also dealt with as required by circular resolution. Special subcommittees were also constituted to deal with specific matters. During the reporting period, 13 such subcommittee meetings were held. Overview of Board Committees The Board recognises the essential role of Committees in guiding the Company on specific issues. There are five standing Board Committees to assist, advise and make recommendations to the Board on matters falling within their areas of responsibility. Each Committee consists of independent, Non Executive Directors. The Chair of each Committee is not a Chair of other Committees, or Chair of the Board. Each Committee is governed by a formal Charter setting out its objectives, roles and responsibilities, composition, structure, membership requirements and operation. During the reporting period a review of the accompanying Charters and Workplans for each of the Committees was undertaken. The five permanent Committees of the Board are: Audit Committee The Audit Committee assists the Board with its oversight responsibilities in relation to accounting policies and practices, tax matters, treasury reporting, monitoring of internal financial controls, internal and external audit functions and financial reporting of the Group. People and Culture Committee The People and Culture Committee assists the Board with its oversight responsibilities in relation to establishing people management, diversity and inclusion, talent and remuneration/ compensation policies for the Group. Risk Committee The Risk Committee assists the Board with its oversight responsibilities in relation to risk management and internal control systems, risk policies and practices and compliance. The Risk Committee also has the role of considering, and if approved, recommending to the Board for approval major transactions as referred to the Committee by the Global Investment Committee. Sustainability Committee The Sustainability Committee assists the Board in monitoring the decisions and actions of management in achieving Lendlease’s aspiration to be a sustainable organisation. The Committee has oversight of health and safety, ESG matters, the Lendlease Foundation, modern slavery and the Group’s Elevate RAP. Nomination Committee The Nomination Committee has responsibility for Board renewal, composition and Director development and oversees the reviews of Board, Committee and Director performance.