Appendix 2: Business Policies
We operate in accordance with the purpose and principles as stated in the Crown Research Institutes Act 1992 and have statutory obligations under other acts, including the Companies Act 1993 and Crown Entities Act 2004. Our business policies include:
The Board will notify the shareholding Ministers, within three months of the end of each financial year:
- amount of dividend (if any) recommended to be distributed to the shareholders
- percentage of tax-paid profits that the dividend represents
- rationale and analysis used to determine the amount of dividend
In determining the amount of surplus funds, consideration will be given to:
- shareholder policies on dividends and capital structure
- providing for strategic and capital investment requirements (including equity investments) without recourse to the Crown for equity injections to the Company
- working capital requirements (including subsidiaries and businesses in which equity is held)
- ongoing financial viability of the Company, including its ability to repay debt
- extent of debt financing in relation to the prudent borrowing capacity of the Company
- obligations of the Directors under the Companies Act 1993 and other statutory requirements
With the projected profitability and capital requirements of the organisation in the course of this planning period, we are not projecting to pay dividends to the Shareholder.
Landcare Research has risk management and compliance processes in place and operating effectively across the organisation. The risk management framework identifies, classifies, reports on and mitigates business risk. Risk reporting is undertaken every six months to the Audit and Risk Committee and the Board, or as a risk arises.
A summary of our accounting policies is included in our Annual Report. The current Annual Report can be found on our external website:
Shareholder consent for significant transactions
The Board will obtain prior written consent from the shareholding Ministers for any transaction or series of transactions involving full or partial acquisition, disposal or modification of property (buildings, land and capital equipment) and other assets with a value equivalent to or greater than $10 million or 20% of the Company’s total assets (prior to the transaction), whichever is the lesser.
The Board will obtain the prior written consent of shareholding Ministers for any transaction or series of transactions with a value equivalent to or greater than $5 million or 30% of the Company’s total assets (prior to the transaction) involving:
- acquisition, disposal or modification of an interest in a joint venture, partnership, or similar association
- acquisition or disposal, in full or in part, of shares or interests in a subsidiary, external company or business unit
- transactions that affect the Company’s ownership of a subsidiary or a subsidiary’s ownership of another entity
- other transactions that fall outside the scope of the definition of the Company’s core business or that may have a material effect on the Company’s science capabilities
- Intellectual property transactions, wherever possible in advance, will be notified in the quarterly reports to shareholding Ministers.