34

  



  

McPHERSON’S LIMITED

 ANNUAL REPORT 2015

(L) SHARES UNDER OPTION

There are no unissued ordinary shares of McPherson’s Limited under option at the date of this report.

Shares issued on the exercise of options 

No ordinary shares of McPherson’s Limited were issued during the year ended 30 June 2015 (2014: Nil), or since that date, under the McPherson’s 

Limited Employee Share/Option Purchase Plan as no options were exercised.  There are no options outstanding at the date of this report.

(M) INDEMNIFICATION AND INSURANCE OF OFFICERS

The Company has agreed to indemnify the current Directors and certain current executives of the Company against all liabilities to another person 

(other than the Company or a related body corporate) that may arise from their position as Directors or officers of the Company, to the extent 

permitted by law.  The agreement stipulates that the Company will meet the full amount of any such liabilities, including costs and expenses.
During the financial year, McPherson’s Limited paid a premium to insure Directors and certain officers of the Company and controlled entities.  The 

Directors and officers covered by the insurance policy include the current Directors and Secretaries of McPherson’s Limited, Directors or Secretaries 

of controlled entities who are not or were not also Directors or Secretaries of McPherson’s Limited, senior management of the Company and senior 

management of divisions and controlled entities of McPherson’s Limited.  As the insurance policy operates on a claims made basis, former 

Directors and officers of the Company are also covered.
The liabilities insured include costs and expenses that may be incurred in defending civil or criminal proceedings that may be brought against the 

officers in their capacity as officers of the Company or controlled entities.  The insurance policy outlined above does not contain details of 

premiums paid in respect of individual Directors and officers of the Company.  The insurance policy prohibits disclosure of the premium paid.

(N) ENVIRONMENTAL REGULATION

The Group is not subject to significant environmental regulation in respect of its operations.  The Group is committed to achieving a high standard 

of environmental performance and the Group monitors its compliance with environmental regulations. The Board is not aware of any significant 

breaches of environmental regulation during the period covered by this report.

(O) PROCEEDINGS ON BEHALF OF THE COMPANY

No person has applied to the Court under section 237 of the 

Corporations Act 2001  for leave to bring proceedings on behalf of the Company, or to 

intervene in any proceedings to which the Company is a party, for the purpose of taking responsibility on behalf of the Company for all or part of 

those proceedings.
No proceedings have been brought or intervened in on behalf of the Company with leave of the Court under section 237 of the 

Corporations Act 

2001.

(P) NON-AUDIT SERVICES

The Company may decide to employ the auditor on assignments additional to their statutory audit duties where the auditor’s expertise and 

experience with the Company and/or the Group are important.
Details of the amounts paid or payable to the auditor (PricewaterhouseCoopers) for non-audit services provided during the year are set out below.
The Board of Directors has considered the position and, in accordance with the advice received from the Audit Risk Management and Compliance 

Committee, is satisfied that the provision of the non-audit services is compatible with the general standard of independence for auditors imposed 

by the 

Corporations Act 2001.  The Directors are satisfied that the provision of non-audit services by the auditor, as set out below, did not 

compromise the auditor independence requirements of the 

Corporations Act 2001 for the following reasons:

 

•all non-audit services have been reviewed by the Audit Risk Management and Compliance Committee to ensure they do not impact the 

impartiality and objectivity of the auditor; and

 

•none of the services undermine the general principles relating to auditor independence as set out in APES 110 Code of Ethics for Professional 

Accountants. 

DIRECTORS’ REPORT  

CONTINUED