NZX Corporate Governance Institute members announced

NZX Corporate Governance Institute establishment members announced

14 SEPTEMBER 2022 – NZX today announced the members of the new institute that will aim to be the
leading authority for corporate governance of listed companies in New Zealand

The NZX Corporate Governance Institute (CGI) establishment members, appointed by the NZX Board,
are:

• Hamish Macdonald (Chair) – now based in Brisbane and is NZX’s former General Counsel, Company
Secretary and Head of Policy
• Rachel Dunne – leading Partner specialising in equity capital markets, governance and M&A at
Chapman Tripp and member of the Capital Markets 2029 Steering Committee
• Sandra McCullagh – Australian-based professional director and a former leading sell-side analyst for
Credit Suisse Australia
• Stuart McLauchlan – brings deep governance experience across listed and private companies and is
Chair of Scott Technology and a director of EBOS Group and Argosy Property
• Oliver Mander – Chief Executive, New Zealand Shareholders’ Association
• Ian Matheson – Chief Executive, Australasian Investor Relations Association and a cross over member
from the ASX Corporate Governance Council to ensure alignment
• Sarah Miller – Member of Listed Companies Association (former Chair), Serko Executive
• Sam Porath – Chair, New Zealand Corporate Governance Forum and ACC portfolio manager
• Helen Roberts – a leading finance professor from Otago University focusing on corporate governance
• Anne Urlwin – a leading professional director (Precinct Properties, Summerset Group, Vector Ltd and
Ventia) and a member of the Council of the Institute of Directors

NZX Chair James Miller says the new institute, which begins in November 2022, was a logical next step
in the evolution of the framework for developing New Zealand’s corporate governance standards.

“The Institute will shift away from developing assertion-based policy and move to delivering outcomes
supported by evidence and academic research. The Institute will aim to be a market leader for corporate
governance settings that are appropriate for a leading, innovative, regional stock exchange,” Mr Miller
says.

“NZX is delighted by the high calibre of the establishment members with a broad cross section of
representation from institutional and retail investors, corporates, experienced board directors, a cross-
over member from the ASX Corporate Governance Council and academia. I am pleased each of the
industry bodies which play a key role in the governance standards for New Zealand’s listed companies
will be represented in the establishment group.

“The purpose of the NZX Corporate Governance Institute will be to assist NZX by delivering practical
recommendations in relation to the development of the NZX Corporate Governance Code and rule
settings that apply to the corporate governance practices of issuers on the NZX Main Board.”

NZX Corporate Governance Institute Establishment Chair Hamish Macdonald says having key
stakeholders take a more active role in the creation of the corporate governance standards
applying to the listed market will enhance the success of New Zealand’s capital markets.

“I look forward to working with the members in making a positive difference to New Zealand’s
capital markets, putting in place settings that support company growth and market development,”
Mr Macdonald says.

The development of the institute follows public consultation last year on the NZX Corporate

Governance Code. The institute will initially be convened for an establishment phase of one year,
after which NZX will assess its effectiveness and determine whether to continue the institute on a
permanent basis.

Biographies
Hamish Macdonald
Hamish is NZX’s former General Counsel, Company Secretary, Head of Policy and Chief Strategic
Delivery Officer. Hamish has a strong passion for capital markets and deep experience in governance
and regulatory policy. Prior to NZX, Hamish held legal roles in New Zealand, Australia and the United
Kingdom and is based in Brisbane.

Rachel Dunne
Rachel Dunne is a partner at Chapman Tripp, specialising in equity capital markets, corporate
governance and mergers & acquisitions. She has extensive experience advising listed companies and
other market participants and is a member of the New Zealand Markets Disciplinary Tribunal and the
Listed Companies Association. Rachel was also a member of the Capital Markets 2029 Steering
Committee tasked with developing a 10-year vision and recommendations for growing New Zealand’s
capital markets.

Sandra McCullagh
Brisbane-based Sandra McCullagh is an experienced non-executive director with a strong background in
ESG and experience on both the buy-side and sell-side. She was the former top-rated head of ESG and
utilities equities research at Credit Suisse Australia. She is on the investment committee at Australian
Ethical and was a former trustee and Chair of the Investment Committee of QSuper, leading up to its
merger with SunSuper. Sandra is also on the Board of the Investor Group on Climate Change, whose
scope includes Australia, New Zealand and Asia. Sandra is a Graduate of the Australian Institute of
Company Directors and a member of Chief Executive Women.

Stuart McLauchlan
Stuart is an experienced listed company director spanning 35 years in sectors including Engineering,
Health, Tourism, FMCG, Retail and Property. Stuart is Chair of Scott Technology, a director of Argosy
Property Trust and Ebos Healthcare Group and a number of large private companies. Stuart is a Fellow
of NZICA and a Chartered Fellow of the IOD. He is a past President of the Institute of Directors and is
Chair of the University of Otago Foundation Trust.

Ian Matheson
Sydney-based Ian Matheson is Chief Executive Officer of the Australasian Investor Relations Association,
an industry association that’s purpose is to build and strengthen market confidence in listed and unlisted
entities. Ian has worked in association management, funds management, investor relations and
corporate governance for more than 30 years. He has been a member of the ASX Corporate Governance
Council since its inception more than 20 years ago.

Oliver Mander
Oliver has had a long corporate career with BP Group PLC as well as corporate roles in Chorus and
Wellington Water. He has also written regular columns for the New Zealand Herald. He joined the New
Zealand Shareholders Association as Chief Executive in late 2020 with the aim of delivering
improvements to New Zealand’s corporate governance and disclosure standards.

Sarah Miller
Sarah Miller is General Counsel and Company Secretary at Serko Limited. She is also a member of the
New Zealand Markets Disciplinary Tribunal and an Executive Member (and former Chair) of the Listed
Companies Association. Her previous experience includes being General Counsel Corporate and Group
Company Secretary at Telecom New Zealand and a Member of the Regulatory Taskforce of Capital
Markets 2029. Sarah was also Director and Principal at Black Letter Consulting, which provided specialist
governance and investor relations advisory services to NZX/ASX listed companies.

Sam Porath
Sam Porath is Chair of the New Zealand Corporate Governance Forum, an institutional investor group
committed to promoting good corporate governance within New Zealand companies for the long-term
health of the NZ’s capital markets. Sam is Manager, Dynamic Asset Allocation at the Accident
Compensation Corporation. Previous roles include Manager, NZ Equities and Portfolio Manager,
Strategic Tilting at the NZ Superannuation Fund, and as a consultant for Russell Investments to
institutional investors in New Zealand and Australia.

Helen Roberts
Helen Roberts is the Deputy Head of the Department of Accountancy and Finance at the University of
Otago, Deputy Director of the Climate and Energy Finance Group and directs the Master of Finance and
the Master of Accounting and Finance post-graduate programmes. Her research interests examine a
range of governance and corporate performance areas and microfinance. Helen is a guest reviewer for a
number of well-known Finance journals.

Anne Urlwin
Anne Urlwin is a professional director and a member of the Council of the Institute of Directors in NZ. Her
governance experience includes private companies and public sector entities as well as public listed
companies. She is a director of NZX-listed Precinct Properties New Zealand Ltd, Summerset Group
Holdings Ltd, Vector Ltd and Ventia Services Group Ltd.

ENDS

For further information, please contact:

Media and Investors – Simon Beattie – 021 702 694

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