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Your Directors

YOUR DIRECTORS

The Board is responsible to shareholders for the governance of ANZ, and oversees ANZ’s operations and financial performance. It approves the strategic direction, financial objectives and appropriate risk appetite for the organisation.

Director

JOHN MORSCHEL

Chairman
Chair of Governance Committee

DipQS, FAICD

Director since October 2004. Chairman since March 2010. Ex officio member all Board Committees.

View full Biography
Director

GREGORY CLARK

Chair of Technology Committee

BSc (Hons), PhD, FAPS, FTSE

Director since February 2004. Member of the Governance Committee and Human Resources Committee.

View full Biography
Director

PETER HAY

LLB (Melb), FAICD

 

Director since November 2008. Member of the Audit Committee, Human Resources Committee and Risk Committee.

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Director

IAN MACFARLANE, AC

Chair of Risk Committee

BEc (Hons), MEc, Hon DSc (Syd), Hon DSc (UNSW), Hon DCom (Melb), Hon DLitt (Macq), Hon LLD (Monash)

Director since February 2007. Member of the Governance Committee and Technology Committee.

View full Biography
Director

DAVID MEIKLEJOHN, AM

Chair of Audit Committee

BCom, DipEd, FCPA, FAICD, FAIM

Director since October 2004. Member of the Human Resources Committee and Risk Committee.

View full Biography
Director

ALISON WATKINS

Chair of Human Resources Committee

BCom, FCA, F Fin, FAICD

Director since November 2008. Member of the Audit Committee and Risk Committee.

View full Biography
Director

LEE HSIEN YANG

MSc, BA

Director since February 2009. Member of the Risk Committee and Technology Committee.

View full Biography
Director

MICHAEL SMITH, OBE

Chief Executive Officer
Executive Director

BSc (Hons)

Chief Executive Officer since 1 October 2007.

View full Biography
 
The above information sets out Board Committee memberships as at 30 September 2010.

Directors’ Remuneration 2009 & 2010

Directors' Remuneration 2009 and 2010 Financial Year Short-term Employee Benefits
$		 Post Employment
$		 Termination Benefits
$		 Total
$
Current Non-Executive Directors          
JP Morschel (Appointed Director October 2004: Appointed Chairman March 2010)
Independent Non-Executive Director, Chairman		 2010 566,250 14,646 – 580,896
2009 272,987 13,924 – 286,911
GJ Clark (Appointed February 2004)
Independent Non-Executive Director		 2010 261,000 14,646 – 275,646
2009 251,083 13,924 – 265,007
PAF Hay (Appointed November 2008)
Independent Non-Executive Director		 2010 276,000 14,646 – 290,646
2009 207,973 13,343 – 221,316
HY Lee (Appointed February 2009)
Independent Non-Executive Director		 2010 235,000 14,646 – 249,646
2009 139,412 10,149 – 149,561
IJ Macfarlane (Appointed February 2007)
Independent Non-Executive Director		 2010 272,000 14,646 – 286,646
2009 265,000 13,924 – 278,924
DE Meiklejohn (Appointed October 2004)
Independent Non-Executive Director		 2010 306,000 14,646 – 320,646
2009 287,000 13,924 – 300,924
AM Watkins (Appointed November 2008)
Independent Non-Executive Director		 2010 303,000 14,646 – 317,646
2009 231,943 13,477 – 245,420
Former Non-Executive Directors          
CB Goode (Appointed Director July 1991; appointed Chairman August 1995; retired February 2010)
Independent Non-Executive Director		 2010 334,483 7,231 1,398,845 1,740,559
2009 783,000 13,924 – 796,924
JK Ellis (Appointed October 1995; retired December 2009)
Independent Non-Executive Director		 2010 51,546 3,615 478,333 533,494
2009 253,014 13,924 – 266,938
2010 Total of all Non-Executive Directors   2,605,279 113,368 1,877,178 4,595,825

Remuneration Overview

The following provides a summary of the remuneration for the Chief Executive Officer and Key Management Personnel*. The summary delineates between remuneration paid or realised in the current year and that awarded in the current year that is realised in subsequent years. A more detailed Remuneration Report is contained in the Annual Report pages 15 to 45. The Report can be accessed via the ANZ website as well as in hard copy.

ANZ designed its remuneration framework to focus our people on creating and building value for our shareholders and other stakeholders. We aim to ensure there is a strong alignment between the short and long-term interests of both our shareholders and the executive team.

There are three components to remuneration – fixed pay, short term incentive and long term incentive. In the case of the Chief Executive Officer his remuneration opportunity is split evenly between the three components. In the case of Executives, a significant portion of their remuneration is ‘at risk’ but will differ from executive to executive.

Remuneration Structure – CEO

The following table, relating to the CEO, shows:

  • The actual amounts or grants made in respect of the years 2008/09 and 2009/10;
  • Any amounts which had to be deferred in respect of the years 2008/09 and 2009/10; and
  • The actual amounts received in respect of the years 2008/09 and 2009/10.
Directors' Remuneration 2009 and 2010 Fixed Pay ($) STI ($) LTI2 ($) Other grants/ benefits ($) TOTAL ($)
Chief Executive Officer (M smith)1          
2009/10          
Amounts paid or granted in respect of 2009/10 year 3,000,000 4,750,000 – 5,5003 7,755,500
less amounts which must be deferred in respect of 2009/10 year – 2,250,000 – – 2,250,000
Amounts received in respect of 2009/10 year 3,000,000 2,250,000 – 5,5003 5,505,500
2008/09          
Amounts paid or granted in respect of 2008/09 year 3,000,000 4,500,000 – 1,594,00034 9,094,000
less amounts which must be deferred in respect of 2008/09 year – 2,100,000 – 1,589,0004 3,689,000
Amounts received in respect of 2008/09 year 3,000,000 2,100,000 – 5,0003 5,405,000
 
1. On commencement with ANZ, M Smith was granted three tranches of equity valued at $3 million each. The first of these tranches of deferred shares became available on 2 Oct 08 – price at vesting $19.0610 (based on 1 day VWAP as at 2 Oct 08). Therefore the value of this tranche at date of vesting was $2,096,920. The second tranche became available on 2 Oct 09 – price at vesting $23.5600 (based on 1 day VWAP as at 2 Oct 09). Therefore the value of this tranche at date of vesting was $2,591,859. These amounts are not reflected in the table above as they relate to a specific equity arrangement associated with his commencement and are not a part of his standard remuneration arrangements.
2. LTI grants covering the CEO’s first three years in the role were granted on his commencement and, therefore, no further grants were made in 2009/10 or 2008/09. A LTI grant is proposed for 2010/11, subject to approval by shareholders at the 2010 AGM. No value was received from previous LTI grants in either the current or previous years.
3. Provision of Australian taxation return services by PricewaterhouseCoopers.
4. Special equity grant – Dec 08 – 700,000 options valued @ $2.27 per option.
* The term Key Management Personnel is defined under the Corporations Act.

Executives & Key Management

The following tables cover those disclosed Executives who were employed at the Executive level for 2009/10 and for comparison include tables for 2008/09 from last year’s remuneration report. The tables detail:

  • The actual amounts or grants made in respect of the years 2008/09 and 2009/10;
  • Any amounts which had to be deferred in respect of the years 2008/09 and 2009/10; and
  • The actual amounts received in respect of the years 2008/09 and 2009/10.
  Fixed Pay ($) STI ($) LTI2 ($) Other grants/ benefits ($) TOTAL ($)
           
Chief Financial Officer
(P MARRIOTT)1		          
2009/10          
Amounts paid or granted in respect of 2009/10 year 1,000,000 1,140,000 500,000 2,595 2,642,595
less amounts which must be deferred in respect of 2009/10 year - 470,000 500,000 - 970,000
Amounts received in respect of 2009/10 year 1,000,000 670,000 - - 1,672,595
2008/09          
Amounts paid or granted in respect of 2008/09 year 1,000,000 850,000 500,000 - 2,350,000
less amounts which must be deferred in respect of 2008/09 year - 325,000 500,000 - 825,000
Amounts received in respect of 2008/09 year 1,000,000 525,000 - - 1,525,000
Chief Risk Officer
(C PAGE)2		          
2009/10          
Amounts paid or granted in respect of 2009/10 year 1,100,000 1,320,000 425,000 60,565 2,905,565
less amounts which must be deferred in respect of 2009/10 year - 560,000 425,000 - 985,000
Amounts received in respect of 2009/10 year 1,100,000 760,000 - 60,565 1,920,565
2008/09          
Amounts paid or granted in respect of 2008/09 year 850,000 1,600,000 425,000 301,988 3,176,988
less amounts which must be deferred in respect of 2008/09 year - 700,000 425,000 - 1,125,000
Amounts received in respect of 2008/09 year 850,000 900,000 - 301,988 2,051,988
DEPUTY Chief Executive Officer
(G HODGES)3		          
2009/10          
Amounts paid or granted in respect of 2009/10 year 1,000,000 1,140,000 500,000 17,309 2,657,309
less amounts which must be deferred in respect of 2009/10 year - 470,000 500,000 - 970,000
Amounts received in respect of 2009/10 year 1,000,000 670,000 - 17,309 1,687,309
2008/09          
Amounts paid or granted in respect of 2008/09 year 1,000,000 860,000 500,000 145,940 2,505,940
less amounts which must be deferred in respect of 2008/09 year - 330,000 500,000 - 830,000
Amounts received in respect of 2008/09 year 1,000,000 530,000 - 145,940 1,675,940
Chief Executive Officer, Asia Pacific, Europe and America
(A THURSBY)4		          
2009/10          
Amounts paid or granted in respect of 2009/10 year 1,000,000 2,500,000 550,000 23,570 4,073,570
less amounts which must be deferred in respect of 2009/10 year - 1,150,000 550,000 - 1,700,000
Amounts received in respect of 2009/10 year 1,000,000 1,350,000 - 23,570 2,373,570
2008/09          
Amounts paid or granted in respect of 2008/09 year 1,000,000 2,600,000 550,000 88,351 4,238,351
less amounts which must be deferred in respect of 2008/09 year - 1,200,000 550,000 - 1,750,000
Amounts received in respect of 2008/09 year 1,000,000 1,400,000 - 88,351 2,488,351
Chief Executive Officer, Australia
(P CHRONICAN)5		          
2009/10          
Amounts paid or granted in respect of 2009/10 year 1,079,000 1,400,000 650,000 296,974 3,425,974
less amounts which must be deferred in respect of 2009/10 year - 600,000 650,000 - 1,250,000
Amounts received in respect of 2009/10 year 1,079,000 800,000 - 296,974 2,175,974
Chief Executive Officer, Institutional
(S ELLIOTT)6		          
2009/10          
Amounts paid or granted in respect of 2009/10 year 1,000,000 2,500,000 550,000 12,334 4,062,334
less amounts which must be deferred in respect of 2009/10 year - 1,150,000 550,000 - 1,700,000
Amounts received in respect of 2009/10 year 1,000,000 1,350,000 - 12,334 2,362,334
FORMER EXECUTIVES          
Former chief executive officer, NEW ZEALAND
(J FAGG)7		          
2009/10          
Amounts paid or granted in respect of 2009/10 year 782,000 892,400 391,000 105,359 2,170,759
less amounts which must be deferred in respect of 2009/10 year - 354,200 391,000 - 745,200
Amounts received in respect of 2009/10 year 782,000 538,200 - 105,359 1,425,559
 
1. Marriott – Equity which has been previously disclosed in remuneration reports in prior years that first vested in 2009/10 included STI Deferred Shares and Options granted 31 October 2008 and LTI Performance Rights granted 24 October 2006. At the respective vesting dates the total value of the equity was $1,600,774. Other grants/benefits includes car parking.
2. Page – Other grants/benefits for 2009/10 includes relocation expenses and taxation services provided by PricewaterhouseCoopers and for 2008/09 includes relocation expenses. No equity from prior years first vested in 2009/10.
3. Hodges – Other grants/benefits for 2009/10 includes taxation services provided by PricewaterhouseCoopers and for 2008/09 includes relocation expenses including an annual leave payment on change of contracts on transfer from New Zealand to Australia. Equity which has been previously disclosed in remuneration reports in prior years that first vested in 2009/10 included STI Deferred Options and Rights granted 31 October 2008 and LTI Performance Rights granted 24 October 2006. At the respective vesting dates the total value of the equity was $1,698,143.
4. Thursby – Other grants/benefits includes relocation expenses. Equity which has been previously disclosed in remuneration reports in prior years that first vested in 2009/10 included STI Deferred Shares and Options granted 31 October 2008. At the vesting dates the total value of the equity was $778,843. In addition to remuneration shown above, Thursby received an equity grant in 2008/09 in accordance with his employment arrangements on joining ANZ. ANZ agreed to provide Thursby with three separate tranches of deferred shares to the value of $1 million per annum. The first grant was made on 3 September 2007, the second on 28 August 2008 and the final tranche was granted on 22 September 2009. The shares are restricted and held in trust for three years from the date of allocation. The first tranche became available on 3 September 2010, valued at $804,989 at vesting.
5. Chronican – Chronican commenced on 30 November 2009 so payments reflect amounts received for the partial service for the 2009/10 year. Other grants/ benefits includes relocation expenses and car parking. In addition to the remuneration shown above, Chronican received a LTI equity grant in December 2009. As Chronican joined ANZ in November 2009 he was not included in the LTI grants made to other Management Board members in early November. Accordingly, this grant was made in December on similar terms and conditions as those provided to Management Board for 2009, apart from the allocation value which varied to reflect different values at the respective grant dates.
6. Elliott – Other grants/benefits includes relocation expenses and taxation services provided by Ernst & Young. No equity from prior years first vested in 2009/10. In addition to remuneration shown above, Elliott received an equity grant in 2008/09 in accordance with his employment arrangements on joining ANZ. ANZ agreed to provide Elliott with shares to the value of $125,000 deferred for 1 year and shares to the value of $125,000 deferred for two years. The shares were granted on 11 June 2009. The one year deferred shares became available on 11 June 2010, valued at $172,589 at vesting.
7. Fagg – Fagg stepped down on 1 September 2010 so actual payments have been prorated based on time as a Key Management Personnel in the 2009/10 year. Other grants/benefits includes relocation expenses and taxation services provided by PricewaterhouseCoopers. Equity which has been previously disclosed in remuneration reports in prior years that first vested in 2009/10 included LTI Performance Rights granted 24 October 2006. At the vesting date the total value of the equity was $804,743. In addition to remuneration shown above, Fagg received a special equity grant in 2006/07 for retention purposes. ANZ agreed to provide Fagg with an allocation of three year deferred shares to the maximum value of $300,000, granted on 3 September 2007. The deferred shares became available on 3 September 2010, valued at $241,483 at vesting.