Corporate Governance
Babcock & Brown Power (BBP) is a stapled security comprising two entities as set out below:
Because BBP is a stapled entity, there are a number of aspects of its governance that are different from that of an ordinary listed company. Below we have set out key elements of our corporate governance framework.
1. Babcock & Brown Power Limited (BBPL)
- The BBPL board currently consists of 5 directors (with the capacity to increase to 9), a majority of whom are non-executive and independent.
2. Babcock & Brown Power Services Limited (BBPS)
- BBPS is the responsible entity of the Babcock & Brown Power Trust (BBPT). BBPS is responsible for the corporate governance of BBPT and the protection of BBPT unit holders' interests.
- In accordance with the Corporations Act, BBPS has registered a Compliance Plan for BBPT with ASIC. The Compliance Plan outlines the measures undertaken to ensure compliance with the Corporations Act and BBPT's constitution.
The Board of Directors for both BBPL and BBPS are responsible for establishing a sound framework of corporate governance and implementing the corresponding governance culture and processes for BBP. The Boards recognise that good corporate governance and good governance procedures can add to the performance of BBP, increase securityholder value and engender the confidence of the investment community. Please click on the following link to access a copy of BBP's current Corporate Governance Statement
BBP has adopted a number of charters, policies and risk management procedures to ensure an appropriate corporate governance framework exists and is followed by its Directors and relevant staff. For further information, click on the relevant links below:
Each of BBPL and BBPS have appointed a corporate manager, Babcock & Brown Power Management Pty. Limited (BBPM), to assist them in the management of the affairs of BBP. BBPM provides comprehensive management services on behalf of BBPL and BBPS, as outlined in written management agreements. These services include identifying and recommending investment opportunties for BBP, managing BBP's investments and advising in respect of any exit from those investments. In addition to these more strategic services, BBPM has specific operational management duties and carries out management services of BBP on a day-to-day basis. BBPM's appointment by each BBPL and BBPS is exclusive and is for a term of 25 years from its appointment in 2006. The management agreements contain provisions which require BBPM, as a primary obligation, to give priority to the interests of BBP and, consequently, the BBP securityholders. In accordance with the terms of the management agreements, the BBPL and BBPS Boards must consider any recommendations put to them by BBPM and determine whether the recommended action is in the best interests of BBP securityholders. The BBPM Board has adopted a formal Board Charter which details the functions and responsibilties of BBPM and in particular, those functions which have been delegated to BBPM by BBPL and BBPS. Please click on the following link to access a copy of BBPM's Board Charter