IMDEX Limited

Governance & Risk

Corporate Governance

The Australian Securities Exchange (ASX) Corporate Governance Council sets out best practice recommendations, including corporate governance practices and suggested disclosures (ASX Recommendations). ASX Listing Rule 4.10.3 requires companies to disclose the extent to which they have complied with the ASX Recommendations and to give reasons for not following them. Unless otherwise indicated, the ASX Recommendations, including corporate governance practices and suggested disclosures, have been adopted by our company for the full year ended 30 June 2019.

We also provide a Corporate Governance section on our website, which includes the relevant documentation suggested by the ASX Recommendations.


Risk Management

The identification and proper management of risk within our company is an important priority for the Board and management. The Board has sought to minimise the business’ risks by focusing on our core business. The Board is responsible for ensuring our risk management systems are adequate and operating effectively. Risks are reviewed by Senior Management monthly and by the Audit, Risk and Compliance Committee on a regular basis.

The Board believes that through the Board itself, the Audit, Risk and Compliance Committee, the Internal Audit Function and external auditors there is adequate oversight of the company’s risk management and internal controls.


IMDEX Legal

IMDEX Legal oversees risk, compliance and legal to optimise opportunities, reduce threats and support our business objectives. Its team members partner with all stakeholders to provide trusted advice, support regional needs and uphold global standards for ethical business practices.

The team is focusing on maturing our approach to risk, compliance and legal matters, by implementing integrated frameworks and technologies that enable us to be proactive, collaborative and more efficient.


Key achievements throughout FY19 included:

  • Development of a Conflict of Interest Procedure and implementation of a digital system for disclosing and managing conflicts; 
  • Implementation of a Supplier Code of Conduct to align with our transparent, safe and ethical procurement practices;
  • Enhancements to our Anti-Bribery & Anti- Corruption Framework; and
  • Enhancements to our Risk Management, Compliance and Legal Framework.

Our priorities and key initiatives within IMDEX Legal’s FY20 strategy are set out in the table below.


Priorities

Initiatives


Advisory Capacity

  • Foster partnerships – collaborative working relationships
  • Support for One IMDEX

Update Frameworks

  • Risk, crisis and regulatory compliance management systems
  • Further development of Anti-Bribery & Anti-Corruption and corporate governance frameworks
  • Update existing documentation – for example policies
  • Impact of external environment

Employee Training

  • Legal and compliance – including Anti-Bribery & Anti-Corruption, data protection, intellectual property, competition and modern slavery
  • Conflicts of interest
  • Risk management
  • Regulatory compliance
  • Internal and external focus

Business Templates

  • Update / refresh based on business model
  • One IMDEX focused
  • Risk management specific tools
  • Regulatory compliance specific tools

Monitoring and Auditing

  • Appropriate oversight of enterprise risk management and regulatory compliance
  • Action focused

Technology

  • Speak Up / case management
  • Embed ComplianceDesktop™
  • Risk management
  • Regulatory compliance

Our Code of Conduct

At IMDEX we have a zero-tolerance approach to bribery and corruption.

Upholding the highest global practices for honest, ethical and compliant business practices forms part of our Code of Conduct and is therefore the responsibility of all employees. This Code applies to all our employees globally and covers:

  • Anti-Bribery & Anti-Corruption
  • Environment, Health and Safety
  • Speaking-Up
  • Competition and Fair Dealing
  • Conflicts of Interest and Related-Party Transactions
  • Confidentiality
  • Diversity and Equal Opportunity
  • Gratuities / Gifts
  • Insider Trading
  • Intellectual Property
  • Privacy
  • Trade and Economic Sanctions
  • Unauthorised Public Comments

Each year all employees are required to complete comprehensive anti-bribery & anti-corruption training and a conflicts of interest questionnaire via ComplianceDesktop™ – our online compliance management system to ensure transparency, consistency and a clear audit trail.

Employees at Level 4+ are also required to complete an Ethics Certification annually.


“Our Board and senior leadership team are placing greater emphasis on how we manage risk and compliance at IMDEX. As our business develops and matures, so must our approach to risk and compliance. Our aim is to transform our approach to safeguard our company and employees, enhance our decision making, avoid unnecessary costs and efficiently leverage opportunities for growth. This approach means everyone is responsible for incorporating risk and compliance into our day-to-day operations. We expect all employees in all our regions to uphold the highest global standards for ethical business practices. As with other parts of our business we are also building on our technologies – for example ComplianceDesktop™ – to help us efficiently manage risk and compliance.”

SARAH STANDISH
IMDEX GENERAL COUNSEL