Three (3) Directors are to be elected in accordance with the Constitution of the Queensland Country Bank Limited.


Directors Gregory (Greg) Nucifora (current Chair of the Board Audit Committee, Chair of the Board Merger Strategy Committee, and member of the Board Strategic Projects & ICT Committee) and Patricia O’Callaghan (current Deputy Chair of the Board Audit Committee and member of the Board Remuneration & Governance Committee) offer themselves for re-election.

Greg Nucifora has extensive skills and expertise in the areas of commerce, financial services, regional business, mergers & acquisitions, membership organisations, accounting, and finance. Greg joined the Board in 2017 and has made valuable and significant contributions to the work of the Board in his areas of skills and expertise.

Patricia O’Callaghan has extensive skills and expertise in regional business, membership organisations, strategic marketing and communications, and as a CEO of substantial organisations. Patricia joined the Board in 2015 and has made valuable and significant contributions to the work of the Board in her areas of skills and expertise.

The term of office for Director Anthony (Tony) Williamson would also have been due to expire at the conclusion of the 2023 Annual General Meeting however, on 7 March 2022, Tony Williamson resigned his Directorship thus creating a vacancy.

The Board of the Queensland Country Bank Limited (the Bank) is skills-based and is committed to maintaining a mix of Directors that collectively bring the required skills and experience to enable the Board to properly perform its duties. The Board has recently undertaken a comprehensive skills and attributes assessment and has identified the need for additional skills and recent experience in the areas of information technology and cyber security.

In order to nominate, a candidate must be eligible for election under Clause 48 (Qualification) of the Bank’s Constitution, be nominated by two (2) Members, and consent to the nomination. This includes a requirement for candidates to have been a Member of the Bank continuously for at least twelve (12) months.

In accordance with APRA’s Prudential Standard CPS 520 Fit and Proper, all nominees must be assessed as having the required fitness and propriety to hold the position of Director. Nominees will be required to provide a Statutory Declaration and Consent Form allowing the Returning Officer to collect the necessary personal information to make this assessment. In accordance with the requirements of the Bank’s Constitution, every candidate must attend and actively participate in an interview with the Nominations Committee.

The Board is pursuing candidates with the following skills and experience:

Mandatory
• Analysing key financial statements and critically assessing financial viability and performance
• Successful business adaptation and changing services delivery in a digital environment
• Corporate governance, including graduating the AICD Company Directors Course

Desirable
• Extensive skills and recent experience in the areas of information technology and cyber security.

The forms and information required to nominate are available by contacting the Company Secretary on 07 4412 3866 or jcason@queenslandcountry.bank. Nominations close 5.00pm (Queensland time) on Friday, 02 September 2022.

Should the total number of nominations exceed the number of vacancies, Members of the Bank will be invited to participate in an election via electronic or postal ballot.

Members who are considering nominating should be aware of the significant statutory responsibilities and necessary time commitment required to act in the office of Director.

By Order of the Board
Jill Cason
Company Secretary
21 July 2022