Rangatira Annual Report 2025 - Flipbook - Page 70
Rangatira Investments
Corporate governance
disclosures
Corporate governance
Rangatira is committed to high standards of corporate
governance. The board follows New Zealand laws
and embraces good governance practices, acting
transparently and responsibly in the best interests of
shareholders and the wider community.
Our key governance documents, including the
Constitution, Board Charter, and committee terms
of reference, are available on our website under
Corporate Governance.
financial statements and the effectiveness of internal
controls and compliance frameworks.
Remuneration committee
The Remuneration committee supports the board
in developing and reviewing remuneration policies
for the CEO, management, and directors. It ensures
that remuneration practices are fair, appropriate, and
aligned with the Rangatira’s objectives and values.
The board may also establish other committees as
required.
Board structure
Board membership
The board is elected by shareholders and is
responsible for Rangatira’s overall governance
and strategic direction. Day-to-day management
is delegated to the CEO, who operates within the
framework and authority set by the board.
Rangatira’s governance is built on the strength and
capability of its board. In line with the Constitution, the
number of directors is determined by the board, with a
requirement that at least two be independent.
The board comprised of seven independent directors
– two women and five men – bringing a broad range
of skills and experience to guide Rangatira’s long-term
success.
The board
Role of the board
The board’s responsibilities are outlined in the
board charter and aligned with the constitution. Its
primary role is to oversee Rangatira’s strategy and
performance, with a focus on delivering sustainable
value to shareholders and contributing positively to
stakeholders and the wider community.
In addition, the board sets clear objectives and policies,
monitors risk, and ensures appropriate internal controls
and assurance processes are in place.
Board committees
To support its governance responsibilities, the board
has established two standing committees:
Audit committee
The Audit committee assists the board in fulfilling
its oversight responsibilities in relation to financial
reporting, audit processes, tax, and risk management.
It provides an independent view on the integrity of
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You’ll find more detail below on each director holding
office as at 31 March 2025, including their background,
experience, and current governance roles:
David Pilkington – BSc, BE (Chemical)
Chair and independent director
David joined the board in 2006 and has served as Chair
since 2013. He will retire at this year’s AGM. David is a
member of the Remuneration committee and is Chair
of Douglas Pharmaceuticals and the Fonterra Milk Price
Panel, and a trustee of the New Zealand Community
Trust. David’s executive career includes leadership
roles with NZMP in Japan and North America. He is a
Chartered Fellow of the Institute of Directors.
Michael Boggs
Independent director
Appointed in 2024, Michael will stand for election at
this year’s AGM in accordance with the Constitution.
Michael is a member of the Remuneration committee
and currently CEO of NZME. A Fellow Chartered
Accountant, Michael previously served as NZME’s CFO.
He brings leadership experience in media and finance
and is a board member of the Halberg Foundation.
Godfrey Boyce – BCA
Independent director
Appointed in 2024, Godfrey will stand for election at
this year’s AGM in accordance with the Constitution.
Godfrey is a member of the Audit committee. Godfrey
