The Redbank Energy Board operates in accordance with its Constitution and has adopted a formal Board Charter which details the functions and responsibilities of the Board.
In relation to the role of the Redbank Energy Board, the Charter states that the Board will act honestly, fairly and diligently in all respects in accordance with applicable laws, as well as acting in the best interests of shareholders and taking into account the interests of Redbank Energy staff, customers, suppliers, financiers and the communities in which its businesses operate.
The Board Charter specifies the distinction between the role of the Board and that of management. The Board will formulate and approve the strategic direction and goals of Redbank Energy. It is the role of management to manage the business in accordance with the strategic direction, objectives and goals set by the Board, and it is the responsibility of the Board to oversee the activities of management in carrying out its delegated duties.
The Board Charter includes an outline of the responsibilities of the Board including:
- developing and approving the corporate strategy, policy and direction of Redbank Energy;
- evaluating and approving major capital expenditure, divestitures and other material transactions of Redbank Energy;
- reviewing and approving Redbank Energy’s financial position, accounting policies, financial reports and other material reporting by Redbank Energy;
- monitoring Redbank Energy’s systems of risk management and internal compliance and control;
- ensuring that appropriate corporate governance policies and procedures are in place consistent with Redbank Energy’s objectives; and
- monitoring compliance with continous disclosure obligations.
Specific responsibilities of Directors outlined in the Board Charter includes:
- acting in accordance with the Code of Conduct and other charters and policies adopted by the Board;
- conducting their duties at the highest level of honesty and integrity;
- observing the rule and spirit of the law and complying with any relevant ethical and technical standards;
- maintaining the confidentiality of all information acquired and not making any improper use of such information;
- disclosing to the Board any actual or perceived conflicts of interest which the Director becomes aware of and which the Director reasonably believes may compromise the reputation or performance of Redbank Energy; and
- setting standards of honesty, fairness, integrity, diligence and competency in respect of the position of Director.