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Iluka is committed to being transparent, behaving ethically and conducting its business in accordance with the highest standards of corporate governance through its systems and processes.

Our Leadership

The Board has established a corporate governance framework which complies with the Australian Securities Exchange Corporate Governance Council Principles and Recommendations. The framework is reviewed and revised in response to changes in law, developments in corporate governance and changes to Iluka’s business. 

Iluka's Board is responsible for the overall corporate governance of Iluka including approving and overseeing our strategic direction, strategies and financial objectives, assessing the performance of management and reporting on business and sustainability performance. The Directors review the company's sustainability performance at each Board meeting.

The Board has a corporate governance framework which complies with the Australian Securities Exchange Corporate Governance Principles and Recommendations (4th Edition) and encompasses policies, procedures and charters. The framework is reviewed regularly and revised in response to changes in law, developments in corporate governance and changes to our business. For further details please refer to Iluka’s annual Corporate Governance Statement, which is available here.

An annual review of climate-related risks is undertaken by the Board and to approve climate-related disclosures. Duties extend to measuring and reviewing Iluka’s performance against climate change and sustainability targets. 

The Board has three established committees: Audit and Risk Committee; Nominations and Governance Committee; and the People and Performance Committee.

Iluka also has a stand-alone Executive Sustainability Committee attended by all executives and chaired by the General Manager – People and Sustainability

Iluka's sustainability framework is underpinned by a series of policies that guide behaviour and business practice within the company.

View our policies here

Iluka's business activities and operations are located in jurisdictions with varying degrees of political and judicial stability, including some countries with a relatively high inherent risk with regards to bribery and corruption. This exposes Iluka to the potential risk of unauthorised payments or offers of payments to or by employees, agents or distributors that could be in violation of applicable anti-corruption laws.

Anti-bribery and corruption

Iluka has zero tolerance for bribery or corruption. The Anti-bribery and Corruption Policy, supported by the Anti-bribery and Corruption Procedure, sets out the standards and behaviour Iluka requires of its Directors, officers, employees, agents, contractors and representatives, and links with the Whistleblower Policy for the reporting of any actual or suspected breaches of the policy. Anti-bribery and corruption training is provided to all employees; and all reported incidents of non-compliance or potential non-compliance are taken seriously, reviewed and investigated. Serious incidents are reported to the Managing Director within 24 hours and to the Audit and Risk Committee at its regular meetings.

Iluka maintains a Gift, Entertainment and Other Benefits Register as a record for the receiving or giving of gifts, entertainment or other benefits from or to external parties.

A copy of Iluka’s Anti-bribery and Corruption Policy can be found here.

Code of Conduct

Iluka seeks to maintain the highest standards of conduct and has a Code of Conduct that identifies the standard of ethical conduct expected of all Iluka employees and contractors.

The Code of Conduct describes the objectives, values and standards of behaviour that employees and contractors must apply to all business practices. In addition, the Board has specifically adopted a Directors' Code of Conduct which establishes standards for appropriate ethical and professional behaviour for Directors.

Iluka treats actual or suspected breaches of its Codes of Conduct and policies seriously and has adopted mechanisms to ensure that suspected breaches are reported and acted upon fairly and effectively. The Code of Conduct is supported by Iluka's Antibribery and Corruption Policy and Whistleblower Policy.

All employees, Directors, contractors and consultants are encouraged to raise concerns regarding any misconduct that they believe constitutes a breach of the Code of Conduct, Iluka’s policies or the law. Iluka's Whistleblower Policy outlines the mechanism by which our people can confidently, and anonymously if they wish, raise concerns in a responsible manner without fear of discriminatory treatment, recrimination or reprisal, and with Iluka’s commitment to properly investigate any issues.

Copies of the Code of Conduct, Directors’ Code of Conduct and Whistleblower Policy can be found here.

All employees must complete training, with additional training required for selected key personnel, for Iluka's Securities Trading Policy and our Continuous Disclosure and Market Communications Policy.

The identification and management of risk is fundamental to achieving Iluka’s objective to deliver sustainable value. The company is committed to managing risk in a proactive and effective manner. We systematically identify and manage risk across all our business activities.

Iluka's Risk Management Policy sets the commitment, direction and intention of how we apply risk management. The policy is supported by a risk management framework which is aligned to the International Standard for Risk Management, ISO 31000.

The Board, through the Board Charter, delegates responsibility for identifying and managing risks and implementing effective controls to management. Management reports to the Board every six months on those risks which could have a material impact on the company’s business. Emerging risk is a standing Board agenda item. Risks identified through this process are incorporated into the Iluka corporate planning process. The Audit and Risk Committee assists the Board in overseeing the company’s risk management practices.

Through its risk management framework Iluka seeks to:

  • implement a risk management framework by applying a structured and systematic risk management process such that risks are managed within the Board’s approved appetite and tolerance limits;
  • embed risk management into our business activities and processes;
  • ensure our risks are elevated appropriately to inform decision making at the appropriate level, including to all levels of management and to the Board;
  • understand our exposure to risk and apply this to our decision making;
  • design, implement, embed and monitor effectiveness of controls that manage our risks within agreed risk tolerance parameters;
  • implement appropriate risk transfer mechanisms, including insurance;
  • identify ‘emerging risks’ and the mitigation of those is integrated into the annual strategic planning process;
  • regularly assess the effectiveness of our risk management framework in the context of our strategy and business needs; and
  • invest appropriately in capability development and tools to enable effective risk management.

Company risks, and how they are being managed, are reviewed and updated by the Executive regularly and are reported, along with the Executive's assessment of the company's risk profile, for approval by the Board twice yearly. The key business risks and mitigations for Iluka are detailed in our Annual Report.

Iluka welcomes transparency in our payments to governments and seeks to maintain currency of knowledge concerning the adequacy of our disclosures to ensure that they meet applicable transparency standards and provide relevant information to our stakeholders.

Iluka's Tax Transparency Report reaffirms our commitment to providing enhanced levels of transparency and disclosure. This report provides an overview of the guiding principles of Iluka’s tax strategy, our tax governance framework and our taxes, royalties and other payments to national, regional and local governments on a country-by-country basis.

The report is available on our website as part of our Annual Reporting Suite and on the Iluka Transparency Hub.