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Ramsay Health Care Limited Annual Report 2016

3. Board Composition The Board currently consists of eight non-executive and two executive Directors. Of the eight Non-Executive Directors, a majority (seven) are independent. Details of the background, particular qualifications, expertise and period of service of each Director are set out in the Board of Directors section of this Annual Report. The Nomination Committee is responsible for reviewing and making recommendations to the Board on its membership, including recommendations on the size and composition of the Board, the appointment and re-election of Directors and, where necessary, proposing candidates for consideration by the Board. The Nomination Committee must have regard to the factors set out in the Nomination Committee Charter, including that the Board should comprise Directors with a broad range of skills, expertise and experience from a diverse range of backgrounds in accordance with the Diversity Policy. The Company aims to maintain a Board that comprises directors who are able to effectively understand and manage the issues arising in the Company’s business, review and challenge the performance of management and optimise the Company’s performance. To this end, the Nomination Committee annually assesses the appropriate mix of competencies, skills, experience and expertise required by the Board, and assesses the composition of the Board by reference to its Board Skills Matrix. During FY2016, the Board undertook a formal skills/experiences evaluation to better inform the Board of the specific skills and experiences relevant to its role, the depth of such skills and experiences and how important those skills and experiences are to the success of the Board and the Company. As part of this evaluation, each Director was asked to assess the extent of their skills/ experiences in respect of specific areas on a Level 1 (Expert/Extensive Experience) to Level 5 (limited/no experience) basis. The following table sets out the results of the FY2016 Board Skills Evaluation by describing each relevant skill/experience and the percentage of Directors that have at least a solid amount of experience (i.e. Level 3) in respect of that skill or experience. Skill and Experience % of Directors 18 RAMSAY HEALTH CARE LIMITED possessing relevant skill / experience Sectors/Activities Health Care Senior executive or directorship experience in operating private hospitals or the health care sector generally 80% Mergers & Acquisitions (M&A) Senior executive or directorship strategic & operational experience in M&A and business partnerships, including joint ventures 80% Operational experience in Major Business CEO or senior executive or directorship experience in a major business focusing on business operations 100% International Experience Multinational/Cross-Border Experience (including Asia and/or Europe) Senior executive or directorship experience in a business with multinational operations 100 Specific Skills and Experience Strategy Senior executive or directorship experience in developing or implementing corporate strategy 100% Political Relationships Experience with understanding, developing & maintaining long term political relationships 70% Public Policy and Interface with Government Departments Experience in public and regulatory policy; developing and maintaining relationships with multiple levels of government 40% Capital management & Finance CFO, senior accounting/finance practitioner or equivalent experience in financial analysis, interpretation, accounting and reporting, capital markets, corporate finance, financial risk management and internal financial controls 80% Technology/IT Knowledge or experience in the use and governance of critical information technology infrastructure and applications 50% Disruption Managing disruption and structuring business for future growth in industry sectors impacted by digital trends, technology or other disruptive factors 50%


Ramsay Health Care Limited Annual Report 2016
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