Snowy Hydro is committed to achieving best practice corporate governance and benchmarks its approach against the ASX Corporate Governance Principles.
Role and Responsibility of the Board
The Board is responsible for the corporate governance of the Company. The core purpose and responsibilities of the Board are set out in the Board Charter.
Appointments to the Board
Directors are appointed to the Board taking into account the relevant skills, experience and organisational needs. The Company’s Constitution allows for up to nine Directors to be appointed to the Board.
Codes of Conduct
The Company has a Code of Conduct applicable to all employees.
Safeguarding the Integrity of Financial Reporting
The Audit and Compliance Subcommittee is one of five Board subcommittees established to assist the Board in discharging its responsibilities. The Charter of the subcommittee is subject to annual review, with any changes to be approved by the Board. The external auditor is appointed after a competitive tender. The performance of the external auditor is reviewed annually by the Audit and Compliance Subcommittee.
The Board has established subcommittees to assist in meeting its risk management responsibilities. These include the aforementioned Audit and Compliance Subcommittee, the Portfolio Risk Subcommittee, the Safety, Operations and Environment Risk Subcommittee, and the People and Culture Subcommittee respectively. Non-Executive Directors have been appointed as Chairs of each Subcommittee.
Audit and Compliance Subcommittee: provides advice to the Board on risks relating to audit, financial reporting, financial and business risk management, corporate management frameworks and certain compliance matters.
Portfolio Risk Subcommittee: provides advice to the Board on risks pertaining to the Company’s energy trading activities (including credit risk management), treasury functions, trading operations and corporate and strategic activities.
Safety, Operations and Environment Risk Subcommittee: provides advice to the Board on risks pertaining to the operations of the generation, hydraulic and communication assets of the Company, workplace health and safety and environmental practices, including water release obligations.
People and Culture Subcommittee: provides advice to the Board on risks and responsibilities in respect of the Company’s human resources. In particular, the Committee will advise the Board on the remuneration and performance measurement policy, organisational development practices, succession planning and the remuneration of the Chief Executive Officer.
Executive oversight and responsibility
The Company’s risk management framework is based upon ISO 31000 and relies upon an assessment of the potential likelihood and consequence of particular risk events. Responsibility for risk management within their area of responsibility is explicitly stated in each Executive's position description. The Company has established Executive Governance Committees which mirror the responsibilities of the subcommittees outlined above.
Snowy Hydro Limited’s Board and Committee Charters are accessible via the links below: