CSL Ltd Annual Report 2019

Table 2: Changes in Key Management Personnel in 2019 KMP Nature of Change Date of Change Appointment of Key Management Personnel Non-Executive Directors Dr Brian McNamee AO Chairman of the Board 17 October 2018 Executive Key Management Personnel Dr Andrew Cuthbertson AO Executive Director 17 October 2018 Dr Paul McKenzie Executive KMP 1 July 2019 Dr WilliamMezzanotte Executive KMP 1 October 2018 Cessation of Key Management Personnel Non-Executive Directors Mr David Anstice AO Retirement 17 October 2018 Professor John Shine AC Retirement 17 October 2018 Executive Key Management Personnel Ms Karen Etchberger Reporting line change 30 June 2019 Mr Gordon Naylor Retirement 30 June 2019 Mr Val Romberg Reporting line change 30 June 2019 2. Remuneration Framework As a leading global biotechnology company, CSL develops and delivers innovative biotherapies and influenza vaccines that save lives, and help people with life-threatening medical conditions live full lives. This requires a research to commercialisation lifecycle that can extend seven to ten years. Accordingly, we have designed a reward framework that effectively incentivises and rewards our executives over the long term. Our reward framework combines elements of traditional Fixed Reward (or base salary), Short Term Incentive (STI) and Long Term Incentive (LTI) plans with enhancements to several design factors to suit CSL’s business, a very different business to other companies in Australia. Our international footprint requires global leadership and, with executives based in different countries, we need to ensure our framework is fair, equitable and market competitive in the countries and industry in which we operate in order to attract and retain highly talented people. 2.1 Guiding Principles Our Guiding Principles, adopted in April 2017, provide the foundation for CSL executive reward design and quantum decisions. One Pay Design for Senior Executives A uniform pay design recognises the importance of functioning as a team and assists in mobility of our executives. One pay design recognises the global scope and value to CSL of every executive role and allows us to competitively recruit, engage, retain and deploy talent in our global business Simple and Transparent Our pay design is no more complicated than it needs to be. It recognises shareholders’ remuneration guidelines and provides clarity so that our shareholders, executives, and all other interested parties understand how pay at CSL helps drive the business strategy and shareholder alignment. Having a simple and transparent pay design helps us focus and be accountable to our shareholders Reward Real Achievement We focus our top talent on the challenges that matter – that make a difference to our business and our capacity to improve the lives of those with serious medical conditions. Our senior executives are responsible for making decisions that build enterprise value. We balance reward for short term results with long-term sustained performance. Over the longer term, executive reward must be aligned with business performance and shareholder return Shareholder and Executive Alignment We align senior executives’ interests and those of shareholders. We both encourage and require directors and executives to build and maintain a meaningful shareholding to create alignment between directors, executives and shareholders and to enhance focus on long-term value creation. CSL recognises the importance of equity in its long term employee rewards and that a significant proportion of total executive reward should be CSL equity earned by achievement and performance over the longer term CSL Limited Annual Report 2019 61