Company
The Guild Group Boards
Board Composition
The Guild Group has 10 wholly owned subsidiaries and a majority interest in another subsidiary, each of which has its own Board of Directors. Five of the entities (Guild Group Holdings Limited, Guild Financial Services Limited, and National Pharmacy Building Pty. Limited) have an identical Board structure, whilst the remaining entities (Guild Insurance Limited, Meridian Lawyers Limited (formerly Guild Legal Limited), Guild Trustee Services Pty. Limited (formerly Investment Nominess of Australia Pty. Limited) and Guild Accountants Pty Limited have differing Board structures, in response to their specific regulatory, licensing or strategic needs.
The structure and composition of the Guild Boards are:
| Guild Group Holdings Limited (GGHL) | |
| George Venardos | Chairman of the Board and Non-Executive Director |
| Harold D. Zafer | Deputy Chairman of the Board and Non-Executive Director |
| John M. Barrington | Non-Executive Director |
| Dipak Sanghvi | Non-Executive Director |
| Stephen Somogyi | Non-Executive Director |
| Silas B. Banks | Non-Executive Director |
| Alice J. Williams | Non-Executive Director |
| Guild Financial Services Limited (GFSL) Guild Capital Asset Management Limited (GCAM) Guild Group Investments Limited (GGIL) National Pharmacy Building Pty Limited (NPBPL) |
|
| Harold D. Zafer | Chairman of the Board and non-Executive Director |
| Silas B. Banks | Deputy Chairman of the Board and non-Executive Director |
| John M. Barrington | Non-Executive Director |
| Mario J. Pirone | Executive Director |
| Dipak Sanghvi | Non-Executive Director |
| Stephen Somogyi | Non-Executive Director |
| George Venardos | Non-Executive Director |
| Alice J. Williams | Non-Executive Director |
| Guild Insurance Limited (GIL) | |
| John M. Barrington | Chairman of the Board (Acting), and Independent & non-Executive Director |
| Silas B. Banks | Non-Executive Director |
| Stephen Somogyi | Non-Executive Director |
| George Venardos | Non-Executive Director |
| Alice J. Williams | Non-Executive Director |
| Harold D. Zafer | Non-Executive Director |
| Meridian Lawyers Limited | |
| Mario J. Pirone | Chairman |
| Paul R. Baker | Executive Director |
| Samuel M. Horskins | Executive Director |
| Guild Trustee Services Pty Limited (GTSPL) | |
| George Venardos | Chairman of the Board and Non-Executive Director |
| John M. Barrington | Non-Executive Director |
| Victor W. Laurence | Non-Executive Director |
| Alice J. Williams | Non-Executive Director |
| Harold D. Zafer | Non-Executive Director |
| Mario J. Pirone | Executive Director |
| Guild Commercial Finance Pty Limited (GCFPL) | |
| Mario J. Pirone | Chairman |
| Guild Accountants Pty Limited (GAPL) | |
| Bruce L. Bailey | Executive Director |
Executive Director
Within this context, the following definition of 'independence' is utilised:
- a non-executive director (i.e. is not a member of management) and:
- a director who:
- is not a substantial shareholder of the company or an officer of, or otherwise associated directly with, a substantial shareholder of the company
- within the last three years has not been employed in an executive capacity by the company or another group member, or been a director after ceasing to hold any such employment
- within the last three years has not been a principal of a material professional adviser or a material consultant to the company or another group member, or an employee materially associated with the service provided
- is not a material supplier or customer of the company or other group member, or an officer of or otherwise associated directly or indirectly with a material supplier or customer
- has no material contractual relationship with the company or another group member other than as a director of the company
- has not served on the board for a period which could, or could reasonably be perceived to, materially interfere with the director's ability to act in the best interests of the company
-
is free from any interest and any business or other relationship which could, or could reasonably be perceived to, materially interfere with the director's ability to act in the best interests of the company.
All Directors to the holding company Board and those of the principal subsidiaries are appointed by the Group's ultimate holding entity, The Pharmacy Guild of Australia. Appointments are not for fixed terms.
Directors' Profiles |
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A brief summary of the qualifications and experience of the current Directors follows:
George Venardos (Non-Executive Chairman)
BCom, FCA, FCIS, FTIA, FAICD
A Chartered Accountant with more than 30 years experience in Financial Services with senior executive roles in Finance, Tax, IT, Funds Management, Reinsurance and Corporate Services at Insurance Australia Group (IAG.ASX), Legal & General Group (Australia) and Price Waterhouse in Australia.
George is Non-Executive Director of IOOF Holdings Ltd (IFL. ASX), BluGlass Ltd (BLG.ASX), Sunnyfield Association, Miclyn Express Offshore Ltd (MIO. ASX) and Ardent Leisure Limited (AAD.ASX).
Harry Denis Zafer (Non-Executive Director & Deputy Chairman)
MRPharms, FAICD, FAIPM
Chairman Guild Shield Chemists Cooperative, Vice President Pharmacy Guild WA Branch. National Councillor of Pharmacy Guild of Australia and Chairman of Pharmacy Foundation W.A.
Silas Bell Banks (Non-Executive Director)
PhC, FAICD
Practising pharmacist for over 40 years, President of the NSW Branch and National Councillor of the Pharmacy Guild of Australia.
John Michael Barrington (Non-Executive Director)
LLB.B.Com (Melb), FAICD
Principal of Barrington Legal with over 30 years in practice specialising in insurance law, superannuation and banking and finance. Formerly Chief Executive of CUNA Mutual Limited and Mutual Community Limited. Chairman of Intrinsic Value Investments Limited and Albert Court Aged Care Edgecliff Sydney.
Mario J Pirone (Chief Executive Officer)
B.Bus, Grad.Dip. Bus, FCPA
Mario Pirone has over 20 years experience as a senior executive and Director in large and complex organisations in the areas of general insurance, funds management and financial services. Mr Pirone was formerly the CEO of CGU and Executive with Insurance Australia Group (1999-2008).
He has held a number of non-executive Directorships over the past 10 years. Mr Pirone was appointed as Managing Director on 19 October 2009.
Dipak Rajnikant Sanghvi (Non-Executive Director)
B.Sc. Pharmacy (UK) FACPPM, FAICD
A Pharmacist with over 30 years experience, Chairman of IM Medical Ltd, Board Member of ACCI, Member of National Small Business Forum and Small Business Coalition, President Pharmacy Guild Vic. Branch, National Councillor of Pharmacy Guild of Australia and National Vice President of Pharmacy Guild of Australia. Also, Chairman of Pharmacy Incorporation Working Group, Chairman of Return of Unwanted Medicines (RUM) Project and Chairman of Gold Cross Products & Services Pty Ltd.
Stephen Somogyi (Non-Executive Director)
MSc (Melb), SM(MIT), FIAA, MAICD
Chief Operating Officer and Vice President Resources at RMIT University. Extensive experience in the financial services and health care industries, including 27 years with National Mutual and as Executive Member of the Australian Prudential Regulation Authority for 3 years to June 2006.
Steve holds a Master of Science from the University of Melbourne in Physics and a Master of Science from the Massachusetts Institution of Technology in Management. He is a Fellow of the Institute of Actuaries in Australia. Steve is a Commissioner of the Safety, Rehabilitation and Compensation Commission, Director of ING Australia, VERNet and RMIT Foundation.
Alice Joan Williams (Non- Executive Director)
B. Comm, FCPA, FAICD, CFA, ISFA
Over 25 years of senior management and Board level experience in investment banking, corporate and government sectors. A Director of Djerriwarrh Investments, Equity Trustees, Victorian Funds Management Corporation and Defence Health. Former Director of Airservices Australia, V/Line Passenger Pty Limited, Telstra Sale Corporation, State Trustees and Western Health, former Commissioner to the Victorian Competition & Efficiency Commission and Council Member of Cancer Council of Victoria.
Leadership Team
Mario J Pirone (Chief Executive Officer)
B.Bus, Grad.Dip. Bus, FCPA
Paul Rutledge Baker (Solicitor Director – Meridian Lawyers)
LLB
Practising lawyer of more than 20 years experience in the areas of insurance, commercial and administrative law. A former senior litigation partner of Ebsworth & Ebsworth lawyers and former legal member of Consumer Medicines Information Commonwealth Task Force and the South Eastern Sydney Area Health Ethics Committee.
David Keith Brown (General Manager- Guild Insurance Limited)
ANZIIF (Snr Assoc), CIP, MBA
General Manager of Guild Insurance Limited since 1996. Certified insurance professional with extensive general insurance experience spanning some 34 years, incorporating a variety of senior management roles. Current Vice President of the Australian Insurance Association and an active member on various Insurance Council of Australia (ICA) committees and working groups.
Samuel Mark Horskins (Chief Financial Officer)
B. Comm, FCA
A qualified accountant with extensive experience in the insurance and financial services industry. Previously held senior management roles with OAMPS and Ernst & Young.
Theresa P Mills (General Manager – Guild Financial Services)
Theresa brings over 20 years of financial services experience to her position at the Guild Group. Her professional background includes roles across business strategy, business coaching, business growth and distribution, covering banking, financial planning, stockbroking funds management and superannuation. Theresa has been a Certified Financial Planner for twelve years and is a member of the Financial Planning Association.
Karen Symes (Chief Information Officer)
M. App. Sc.
An Information Technology professional of twenty five years within the financial services industry. Most recent senior management roles held at Equity Trustees and ANZ Banking Group. Mrs. Symes joined the Guild Group on 26 July 2010.
Erica Traicos (Director Human Resources)
BBSc (Psychology) Grad Dip Business
An executive leader with over 20 years in both Human Resources and generalist roles in financial services, consulting, public policy and mining industries. Specializes in changing organisations to lift value and results. Recently held senior management roles at ANZ Banking Group and BHP Billiton.