Corporate Report for the year ended 30 June 2022
Introduction and overview
Governance and risk
Security holder information
Directors’ details The Boards of THL, TIML and TIL have common Directors. The names of Directors who served during or since the end of FY22 are below. All Directors held their positions for the duration of FY22 unless otherwise stated. • Lindsay Maxsted (Chairman) • Scott Charlton (Chief Executive Officer) • Mark Birrell • Terence Bowen • Patricia Cross • Craig Drummond • Marina Go (appointed 1 December 2021) • Timothy Reed • Peter Scott • Robert Whitfield • Jane Wilson • Neil Chatfield (retired 21 October 2021) • Samantha Mostyn (retired 21 October 2021) Details of each Director’s appointment, qualifications, experience and special responsibilities, together with their recent directorships, are set out in their biographies.
Directors’ report The Directors of Transurban Holdings Limited (‘the Company’ or ‘THL’) and its controlled entities, Transurban International Limited and its controlled entities (‘TIL’) and Transurban Infrastructure Management Limited (‘TIML’), as responsible entity of Transurban Holding Trust and its controlled entities (‘THT’) (‘Transurban’, ‘Transurban Group’ or ‘the Group’) present their Directors’ Report on the Transurban Group for the financial year ended 30 June 2022 (‘FY22’).
Operating and financial review A review of the Group’s operations and the results of those operations during the year, including likely developments in future financial years and risk management, are on pages 20 to 90 of this Corporate Report. Other than the information included in the operating and financial review and throughout this report, information on other likely developments, business strategies and prospects for future financial years has not been included as it would be likely to result in unreasonable prejudice to the Group.
The controlled entities of THL include the other members of the stapled group, being TIL and THT. The Directors’ Report has been prepared in accordance with the requirements of the Corporations Act 2001 (Cth) with the following information forming part of this Directors’ Report: • Operating and financial review (see to right) • Remuneration Report on pages 95 to 11 8 • Directors’ declaration on page 215 • A uditor's independence declaration on page 119. Principal activities The principal activities of the Group during the year were the building and operation of toll roads in Sydney, Melbourne and Brisbane, in Australia, as well as in the Greater Washington Area and Montreal in North America. There has been no significant change in the nature of these activities during the year.
Director biographies are on pages 80 to 81
Details of the results of the Group’s operations are in the Financial Statements (pages 120 to 225 )
Company Secretary Fiona Last is the Company Secretary of THL, TIML and TIL. Julie Galligan was also a Company Secretary of THL, TIML and TIL until 29 October 2021.
Fiona Last LLB (Hons), BCom, FGIA
Fiona joined Transurban as Company Secretary in January 2020. Fiona is an experienced corporate lawyer and governance adviser with over 20 years relevant professional experience. Prior to joining Transurban, Fiona was Company Secretary at Treasury Wine Estates, and a Senior Corporate Lawyer at National Australia Bank. Prior to her in-house roles, Fiona worked as a corporate lawyer for legal firms in Australia, Asia and the United Kingdom.
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