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cOrpOrate gOvernance
(cOntinued)
risk ManageMent (cOntinued)
executive confirmations (continued)
Associates and joint ventures, which
stockland does not control, are not covered
for the purposes of this statement or
declaration given under s295A of the
Corporations Act 2001.
Whilst these statements are comprehensive
in nature, they provide a reasonable but not
absolute level of assurance about risk
management, internal compliance and
control systems. they do not imply a
guarantee against adverse events or more
volatile outcomes occurring in the future.
cOde Of cOnduct and ethical
behaviOur
stockland’s directors, management and
employees are required to maintain high
ethical standards of conduct. stockland’s
Code of Conduct and ethical behaviour
(the “Code”) is periodically reviewed and
endorsed by the board and covers dealings
with both external parties and internal
operations. A copy of the Code is distributed
to all staff and its standards communicated
and reinforced at stockland-wide employee
induction programmes.
All employees and directors must comply
with the Code. the Code covers a broad
range of matters including:
1. protection of stockland’s assets;
2. confidentiality and commercially
sensitive information;
3. employment practices such as
occupational health and safety, anti-
discrimination, policies on drug and
alcohol use, performance and risk
management;
4. stockland’s responsibilities to
securityholders and the financial
community generally;
5. stockland’s responsibilities to its
customers and the broader community;
6. dealings with external parties including
its customers, the media and regulatory
authorities;
7. compliance with laws;
8. conflicts of interest and disclosure
requirements;
9. prevention of directors and key
executives from taking advantage
of information or their position for
personal gain;
10.fair dealing and proper use of stockland’s
assets;
11. outside business interests, corporate
entertainment and political contributions;
and
12.stockland’s “whistleblowing” policy.
stockland actively promotes and maintains
an honest, ethical and law abiding culture.
Any director or employee who becomes
aware of or suspects a breach of the Code
are encouraged to report the breach to their
line manager or the Chief risk officer. Where
a report is received, the matter must be
investigated. Appropriate disciplinary action
is taken if the allegation is proven. this could
include legal action or dismissal, depending
on the severity of the breach.
A summary of the Code may be viewed on the
stockland website (www.stockland.com.au).
eMplOyee and directOr trading
in stOckland securities
stockland directors and executives may
trade in stockland stapled securities
(“securities”) only during nominated trading
windows which are typically of one month’s
duration following the announcements of
stockland’s half-yearly and full year results
and after the Annual general meeting.
At other times, directors may trade only with
the consent of two non-executive directors,
one of which must be the Chairman or
deputy Chairman. senior executives who
wish to trade outside nominated trading
windows may do so after first obtaining the
consent of the Chairman and the managing
director. notwithstanding those designated
windows and approval requirements, a
person is prohibited from trading if they
possess material, price-sensitive information
about stockland that is not generally
available to the public.
directors and employees may subscribe for
securities in any offering in an unlisted
property fund promoted by stockland.
Applications by directors and employees for
such securities are on the same terms as
applied to other investors. directors and
employees are prohibited from trading in
unlisted property fund securities while they
possess material, non-public, price-sensitive
information.
stockland’s security trading policy may
be viewed on the stockland website
(www.stockland.com.au).
cOMMunicatiOn tO
securityhOlders
the board aims to ensure that its
securityholders are kept well-informed of all
major developments and business events
that are likely to materially affect stockland’s
operations and financial standing and the
market price of its securities. Information is
communicated to securityholders through:
1. Annual and half year Financial reports
lodged with the AsX and made available
to all securityholders;
2. announcements of market-sensitive and
other information, including Annual and
half year results announcements and
analyst presentations released to the AsX;
3. the Chairman’s and managing director’s
addresses to, and the minutes of, the
Annual general meeting;
4. copies of announcements, presentations,
past and current reports to securityholders
and a five year summary of key financial
data made available on the stockland
website (www.stockland.com.au); and
5. relevant announcements lodged with
the singapore securities exchange
(“sgX”) following the issue of notes in
singapore by stockland Finance pty
limited, a wholly-owned subsidiary of
stockland trust.
stockland has a securityholder disclosure
policy which includes a formal procedure for
dealing with potentially price-sensitive
information. the policy sets out how
stockland meets its disclosure obligations
under AsX listing rule 3.1. stockland’s
policy is to lodge with the AsX and place on
its website all market-sensitive information,
including Annual and half year result
announcements and analyst presentations,
as soon as practically possible.
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