Corporate governance

Recognize & Manage Risk

VanCare Insurance Limited has 2 Subcommittee’s that help the Board in fulfilling its responsibilities by providing recommendations, advice and information. These Subcommittees are chaired by the Executive Director.

Establish Clear Responsibilities for Board Oversight

The VanCare Insurance Limited’s Memorandum & Articles of Association sets out the powers and duties of directors in terms of managing the company effectively & efficiently. Board Charter clearly sets out the objectives of the Board.

Constitute as Effective Board

The VanCare Insurance Limited’s Memorandum & Articles of Association specifies the number of Directors may not be less than the number required by the Corporations Act, nor more than nine.
The Board currently comprises of 3 directors:

Appointment of Chief Operating Officer

Directors are expected to exercise due diligence in appointing the Chief Operating Officer & all such executive appointments are made by the Board.

Board & Company Secretary

VanCare Insurance Limited as part of a public listed company has appointed a suitable qualified & competent board secretary. The company secretary maintains a close link with the Board & Executive officers and the company to ensure all duties & responsibilities are effectively discharged.

Timely and Balanced Disclosure

VanCare Insurance Limited complies with its disclosure obligations under the RBV Rules and the Companies Act, has in place well developed procedures for dealing with compliance.

Promote Ethical & Responsible Decision Making

VanCare Insurance Limited promotes and believes that all directors and employees uphold high ethical standards, honesty, fairness and equity in all aspects of their employment and association with the company.

Register of Interests

Directors and officers of the company are obliged to disclose any conflicts of interest that may arise in the course of the business.

Respect the Rights of Shareholders

An Annual General Meeting is held every year in accordance with the Articles of Association and shareholders are encouraged to participate. The Annual Report is also published each year & circulated to the shareholders prior to the AGM.

Accountability & Audit

VanCare Insurance Limited is audited annually by independent auditors who provide their report to the shareholders. The Audit Committee is responsible for overseeing the financial reporting and disclosure process, performance and independence of the external auditors, reviewing adequacy of the internal audit function and discussing risk management policies and practices with management.

Recognize & Manage Risk

VanCare Insurance Limited has in place a Risk Management Policy to ensure that key business and operational risks are identified and appropriate controls and procedures are put in place to manage these risks.