Bank of Queensland Limited (BOQ) 2011年年度報告「ASX」.pdf

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1、Bank of Queensland LimitedLevel 17,BOQ Centre259 Queen StreetBrisbane Qld 4000Telephone:+61 7 3212 3333Facsimilie:+61 7 3212 3399Website:.auInvestor Relations:+61 7 3212 3463Customer Service1300 55 72 72(within Australia)+61 7 3336 2420(overseas)ABN 32 009 656 740ACN 009 656 740Annual Report 2011Ane

2、wvision.Anewera.Thenextchapter.BOQ ANNUAL REPORT 2011 Our Owner-Managed Branch network continues to grow its revenue profile and quality origination,which contributed to an improvement in the Banks underlying financial performance.Newly acquired businesses(CIT A&NZ and St Andrews Insurance)have been

3、 successfully integrated and are performing above original forecasts.The Group deployed$105m in June 2010 and has received payback of$70m in the first 14 months.Expense management initiatives have created a more efficient organisation,reflected in our cost-to-income ratio reducing to 44.5%.BOQ once

4、again outperformed the Australian banking sector in terms of lending and deposit growth,recording approximately 1.4 times more growth in loans and 1.5 times more growth in deposits than the industry average.A final ordinary dividend of 28 cents per share will be paid,taking the full year 2011 divide

5、nd to 54 cents per share fully franked.This represents a payout ratio of 69%,an increase from 57%in the prior year on a cash normalised basis.2008 2009 2010 2011Dividends Cents per share Dividend yield 73c52c 52c54c4Lending growthool12Retail deposit growthool4.64.55.37.74.64.55.37.7 1 Financial summ

6、ary 2 Chairmans report 4 Managing Directors view 6 Operational overview 8 Financial overview 10 Group Risk report 12 Strategy and Technology 14 BOQ Finance and Insurance 16 Corporate Social Responsibility 18 Your Board 21 Financial calendar 22 Financial glossary 24 Shareholder information 25 Financi

7、al reportContents BOQ ANNUAL REPORT 20111 Financialsummary$millions(unless otherwise stated)2011$m2010$m2009$m2008$m2007$mShareholders equity Issued capital 2,153.32,057.61,903.11,439.4615.7Reserves and retained profits420.3347.2208.3251.5238.6Total equity2,573.62,404.82,111.41,690.9854.3Financial p

8、osition:Total assets under management39,900.838,811.334,545.830,912.521,653.3Total loans under management 133,356.232,003.128,866.326,291.819,224.5Total assets on balance sheet39,900.838,597.834,012.029,883.220,037.3Retail deposits20,317.918,083.316,248.913,984.59,160.9Wholesale deposits9,308.710,00

9、5.27,948.36,052.03,559.4Financial performance:Statutory net profit158.7181.9141.1138.7129.8Underlying cash profit 2,3,4447.4379.1315.0250.8171.2Normalised profit for the year after tax 3170.4190.4177.6148.6104.1Add:Non-cash items(tax effected)46.26.69.86.82.0Normalised cash net profit after tax176.6

10、197.0187.4155.4106.1Shareholder performance:Market capitalisation at balance date1,686.02,120.32,327.72,377.42,101.0Share price at balance date$7.48$9.83$11.65$15.86$18.56Statutory ratios:Net interest margin1.63%1.60%1.56%1.67%1.81%Capital adequacy ratio11.4%11.7%11.5%11.0%11.5%Net tangible assets p

11、er share$7.95$7.47$6.62$6.01$6.41Fully franked ordinary dividend per share$0.54$0.52$0.52$0.73$0.69Diluted earnings per share63.1c77.0c74.4c89.6c112.7cNormalised ratios(cash basis):3,4Net interest margin 51.65%1.60%1.56%1.67%1.81%Cost-to-income ratio44.5%45.8%49.9%56.1%62.6%Dividend payout ratio to

12、ordinary shareholders69%57%53%71%74%Diluted earnings per share69.8c83.4c98.4c99.9c93.0cReturn on average ordinary equity8.0%9.6%11.8%13.0%15.4%(1)Before Collective Provision for Impairment.(2)Underlying cash profit is profit before impairment on loans and advances and income tax expense excluding no

13、n-cash and non-recurring items.(3)Excluding significant and non-recurring items(tax effected).(4)Non-cash items relate to amortisation of acquired intangibles.(5)Excluding amortisation of fair value adjustments.BOQ ANNUAL REPORT 20112ChairmansreportIn my time on the BOQ Board,which has spanned 15 ye

14、ars,the last three years have undoubtedly been the most challenging.The difficult economic conditions and natural disasters in 2011 have impacted materially on our profit and share price.The European sovereign debt issues have created a crisis of confidence as investors and consumers across the glob

15、e anticipate how governments will manage their enormous levels of debt and prevent recession in many advanced economies.At the time of writing this report,Greece was on the brink of defaulting on its sovereign debt obligations and analysts were trying to predict how this event would affect other eco

16、nomically weak,debt-laden countries,such as Ireland,Portugal,Spain and Italy.The United States too,has its debt problems and has lost significant financial backing from China and Japan,being respectively the first and second largest foreign holders of US Treasury bonds.China has stated that they see

17、 the US as a growing credit risk and Japan is understandably focusing its investment on internal reconstruction efforts following their earthquake and tsunami.Australia has little direct exposure to the countries most at risk,but a slowdown in Europe or the US would certainly affect the worlds emerg

18、ing economic leader,China,which would in turn have consequences for Australia,most notably through weakened demand for our natural resources.The International Monetary Fund has estimated global growth will weaken in 2012,making this a credible risk.NeilSummerson.ChairmanBOQ ANNUAL REPORT 20113While

19、domestic conditions are much better than overseas,consumers are acting with caution and this can be seen through higher rates of savings,which have been of benefit to the banking sector,but detrimental to the retail and property markets.Our banking sector has not been immune from the consequences of

20、 these difficult times,with many customers seeking hardship relief and higher levels of mortgage default which historically have been negligible for our Bank.A portion of this can be attributed to the dreadful one-off natural disasters in Queensland at the start of 2011.ProfitWhile natural disasters

21、 are outside our control,the business aspects that the Bank can control have gone well and are tracking to plan.BOQ was able to announce a normalised net profit after tax of$176.6 million for the full year to 31 August 2011 and importantly an 18%increase of underlying profit when compared to the pri

22、or corresponding period.This result was lower than what the Bank wanted to achieve,mainly due to the increase in bad debts to$201 million as a result of a combination of large property exposures,the current economic conditions,and the extreme weather events.Assisting the Bank to achieve this profit

23、were continued cost disciplines and positive contributions from recent acquisitions,namely St Andrews Insurance and vendor finance organisation CIT,which has now been rebranded to BOQ Finance to incorporate both Equipment Finance and Debtor Finance.LeadershipThe Board appointed Mr Stuart Grimshaw as

24、 the Banks new Managing Director and CEO in November 2011,to succeed Mr David Liddy.Mr Grimshaw has worked across all facets of the banking and finance industry,including most recently as CEO of Caledonia Investments,which manages approximately$2 billion for retail investors.With his diverse backgro

25、und and impressive track record,the Board has every confidence that Stuart has the skills and experience the Bank needs to lead it into the next phase of its strategic growth.The Board would like to thank Mr Liddy for more than ten years of exceptional leadership.Mr Liddy has effected a massive cult

26、ural change at BOQ,transforming a small regional bank into a true challenger brand,with a culture of innovation,integrity,passion,teamwork and achievement.He has been a true leader in every sense of the word,which was particularly crucial during the Global Financial Crisis and the Board would like t

27、o sincerely wish him all the best going forward.FutureIt is still too premature to determine what will happen to the worldwide financial markets overseas and what the outcome will be for Australia,although it is believed that the Australian economy will be strong enough to withstand a crisis.This is

28、 primarily due to Australias sound financial sector.BOQ has a clear strategy to grow and our new team leader will make it happen.While the share price is disappointing at present it does reflect circumstances and events primarily outside our control and these will reverse as economic conditions impr

29、ove.Western Australia and Queensland are the two states where economic activity will boom in the years ahead.With 71 per cent of our business in these two states,BOQ is in a unique position to capitalise on this opportunity.BOQ is a strong,dynamic organisation,with a 137-year history of enduring and

30、 prospering through many economic cycles.I am confident that the Board and management will continue to grow our company,and shareholder value.On behalf of your Board,I thank all shareholders for your loyalty and support.BOQ ANNUAL REPORT 20114I look forward to leading BOQ through the next stage in i

31、ts growth trajectory and I believe our goal to be the real alternative in Australian financial services is eminently achievable.StuartGrimshawManaging Director andChief Executive OfficerManagingDirectorsviewBOQ ANNUAL REPORT 20115While only having just taken over the Managing Directors role,the Bank

32、 is no stranger to me.The strong regional franchise and brand name have been attractive to shareholders and customers,which has been reinforced through its growth over recent years.Over the past three years we have seen the values of the regional banks wane as the larger banks grew strength from the

33、 adverse global conditions.Where BOQ used to trade at a premium to the major banks,this has now been reversed.However,the prospects for growth are still just as attractive at BOQ as they were prior to the GFC.We do have some issues to deal with in regard to the reliance on wholesale funding,and we a

34、re not by ourselves,but the fundamental strength of the Bank still exists as strongly as ever.In the period just passed we were able to demonstrate an underlying profit growth of 18%which is a much stronger outcome than most of our peers.We arrived later into the asset impairment cycle than the majo

35、r banks but we are seeing the end in sight.The ability to compete in the financial services market relies upon the ability to adapt to changing conditions and that is something BOQ has a long and proud history of doing.Recognising and respecting customers,and being there for them,are hallmarks of th

36、is Company.Having great,and committed,staff are essential components to any strategy of any Company and in my short time here this cornerstone appears firmly in place.While the economic climate is variable,the strong positions we have in Queensland and Western Australia are real strengths on which w

37、e will continue to focus and build.My predecessor David Liddy has done a tremendous job growing the Company,not just through the introduction of the highly successful Owner-Managed Branch model,but also via the integration of six strategic acquisitions.In the year ahead we intend to continue to grow

38、 our Finance and Insurance lines and we will continue to look at further bolt-on acquisition opportunities should they emerge,at the right price,in these areas.I look forward to leading BOQ through the next stage in its growth trajectory and I believe our goal to be the real alternative in Australia

39、n financial services is eminently achievable.The support of our staff,customers and you our shareholders will be important to this success.About Stuart GrimshawStuart has held a wide variety of roles across many functions of banking and finance in a career spanning almost 30 years in Australian fina

40、ncial services,most recently as a Non-Executive Director of Suncorp Group Ltd and Chief Executive Officer of Caledonia Investments Pty Ltd.Stuart joined Caledonia in 2009 to assist in the growth and development of the group through a challenging external environment.Caledonia currently manages appro

41、ximately$2 billion for more than 400 investors.Prior to joining Caledonia,Stuart spent seven years leading a variety of functions at Commonwealth Bank of Australia(CBA).Initially joining the Bank as Chief Financial Officer in 2001,Stuart was appointed Group Executive,Investment and Insurance Service

42、s(“IIS”)in 2002.Over the next four years,he led the integration of Colonial First State in to CBA and the consolidation of the IIS division,which was renamed Wealth Management.His next move was to Premium Business Services in 2006 where he drove a change in the capability and culture of this divisio

43、n as well as re-energising the focus on,and growth of,CBAs business banking segment.Prior to joining CBA,Stuart spent a decade with National Australia Bank Limited(NAB),during which time he worked across a range of business areas including Credit,Corporate Banking,Corporate Financial Services and Gl

44、obal Business Financial Services.His final appointment at NAB was as Chief Executive Officer Great Britain.In this role,Stuart was responsible for managing the performance of the Yorkshire and Clydesdale Banks,which involved dealing with regulators,the Board of Directors and a staff of 7,500 people.

45、Stuart commenced his career at Australia and New Zealand Banking Group(ANZ)in 1983.On a personal note,Stuart lives in Brisbane and was a talented hockey player who represented his country of origin,New Zealand,in the 1984 Olympic Games.As President of Hockey Australia and a Director of Melbourne Foo

46、tball Club,Stuart remains passionate about sport.StuartGrimshawManaging Director andChief Executive OfficerBOQ ANNUAL REPORT 20116RamKangatharanChief Operating OfficerOur strong growth and expense management assisted BOQ to record a normalised cash net profit after tax of$176.6 million for the full

47、year to 31 August 2011.OperationaloverviewBOQ ANNUAL REPORT 20117During the year under review we successfully integrated two acquired businesses while investing in brand,product,technology,compliance,collections and regulatory initiatives.Importantly,while we have implemented these projects against

48、a backdrop of unfavourable economic conditions,we also continued to grow the business.BOQ once again outperformed the Australian banking sector in terms of lending and deposit growth,recording approximately 1.4 times more growth in loans and 1.5 times more growth in deposits than the industry averag

49、e.This was achieved whilst also focusing on cross sales,with BOQ distribution of St Andrews products recording a 31%increase in premiums in financial year 2011.We have also continued to deliver on our commitments to the market in that we are a more efficient and productive organisation,reflected in

50、our normalised cost-to-income ratio reducing to 44.5%.Our strong growth and expense management assisted BOQ to record a normalised cash net profit after tax of$176.6 million for the full year to 31 August 2011.Our normalised cash NPAT was adversely affected by a significant increase in bad debts as

51、a result of one-off commercial deals,the current economic conditions,and extreme weather events.Underlying bad debts increased to$201 million in the full year to 31 August 2011.We have however taken proactive steps to manage our arrears and believe bad debts will fall in 2012.St Andrews Insurance an

52、d vendor finance business,CIT,the latter having been re-branded to BOQ Finance,have both been successfully integrated into the BOQ group and have already been highly successful not just financially,but also in terms of the expertise and people they have brought to our organisation.The strong underly

53、ing performance of the business is reflected in underlying profits(excluding bad debts)recording an increase of 18%from 2010 at$447.4 million.Going forward there will be growth opportunities across our three business lines of Banking,Finance and Insurance.We will be focusing on building scale in BOQ

54、 Finance,diversifying the St Andrews Insurance business and we will be further enhancing our Banking product suite and cross sale capability.EwanCameronChief Financial OfficerBOQ ANNUAL REPORT 20118FinancialoverviewNormalised cash NPAT$millionAdjusting for flood provision and one-off losses on large

55、 exposures,cash NPAT increased 18%.*Adjustment to 1H11 bad debts-$45m provision relating to weather related events and$35m large exposure specific provisions.1H10 2H10 1H11 2H11 adjusted*1009757114119BOQ ANNUAL REPORT 20119BOQ announced a normalised cash net profit after tax of$176.6 million,a statu

56、tory profit of$158.7 million and an underlying profit of$447.4 million for the full year to 31 August 2011,which is an increase of 18%when compared to the underlying profit recorded in 2010.Realising the financial benefits from recent acquisitions,a controlled approach to expense management and bala

57、nce sheet growth in excess of the industry average all contributed to this strong result,although we were impacted by higher bad debts as a result of weather events and economic conditions.The Banks Board of Directors have declared a final divided for 2011 of 28 cents per share,taking the full year

58、dividend to 54 cents per share,which is a payout ratio of 69%.We expect steady growth in dividends going forward as profits rebound,maintaining a 50-60%payout ratio.Our net interest margin has been maintained at 1.65%despite non-earning headwinds including increased funding costs as previously flagg

59、ed,but margins have been supported by strong deposit and lending growth and increased income from acquisitions.Capital and fundingThe Bank maintained an exceptionally strong level of Tier 1 capital,higher than required by APRA and the Banks internal benchmarks,which will enable BOQ to capitalise on

60、growth opportunities that are expected to progressively unfold going forward.There are a number of proposed regulatory changes,including Basel III,on the horizon,but we are well positioned for these changes and do not believe that our capital strategy will be impacted in the coming year.Cost discipl

61、inesIts pleasing how well our expense disciplines have now been embedded across the business and this is demonstrated by our cost-to-income ratio reducing to 44.5%for the full year to 31 August 2011,a result ahead of our own expectations.Normalised cost-to-income ratio*%*Based on normalised cash cos

62、ts,excludes impacts of normalisation items and amortisation of customer contracts.2007 2008 2009 2010 201162.656.149.945.844.5RetailShort-term WholesaleCapital52117FY2011 Funding mixLong-term Wholesale16Securitisation14DarrylNewtonChief Risk OfficerGroup Risk is an independent function responsible f

63、or managing risk exposure through the provision of frameworks,policies,and processes and the ongoing monitoring of the Banks risk profile,encompassing credit risk,liquidity risk,market risk,operational risk,and compliance.BOQ ANNUAL REPORT 201110GroupRiskreportBOQ ANNUAL REPORT 201111Risk management

64、 approachBOQ has adopted a“Three lines of defence”approach to risk management:.First line of defence:involves the identification and management of risks at the point of origination in line with approved bank policies and credit risk appetite.Governance structures embedded within the first line of de

65、fence ensure that specific risks are managed appropriately.Second line of defence:responsible for risk monitoring and reporting to provide executive management and the Risk Committee with sufficient oversight.The Risk function is the second line.Market Risk has continued to enhance the sophisticatio

66、n of risk oversight with additional stress testing,scenarios,and potential loss monitoring implemented in the current year.The second line of defence was extended during 2011 to include a credit hindsighting function for the overview of credit risk practices post origination.Third line of defence:pr

67、ovides an independent assurance function to evaluate risk management practices and compliance.Internal Audit conduct independent reviews of branches and business units.During the year Internal Audit have substantially changed their approach,becoming more risk-based in their approach to selecting and

68、 conducting audits.Credit Risk Review function is a more independent risk-based third line of defence,and is responsible for reviewing the portfolio quality and lending practices within branches and head office portfolios.Risk appetiteBOQs risk appetite is set by the Board and defines the risks the

69、Bank is prepared to take and the circumstances in which they are taken.Credit risk appetite is subject to ongoing review with settings revised as organisational strategies and economic conditions change and new risks emerge.Over the past two years the Bank has managed property concentration risk thr

70、ough reduced risk appetite for large single name exposures in the property sector.We have rationalised exposures to asset categories in the leasing portfolio.Regulatory complianceThe Banks compliance risk framework continues to evolve as regulatory reforms occur.Major compliance programs currently i

71、n progress include National Consumer Credit Protection and Anti-Money Laundering,both of which represent significant investments for BOQ.Basel III regulatory reforms,in respect of liquidity and capital,will be phased in from 2013.The Bank is positioning itself to be compliant and ensure systems and

72、processes are adequate to monitor the new requirements once effective.ChrisNilon.Group Executive,IT and OperationsDavidTonuriGroup Executive,Strategy and CustomersStrategyOur objective is to deliver a truly personal experience to our customers in each of their interactions with BOQ.At the core of th

73、at strategy is our unique Owner-Managed Branch model,where our branches are locally owned and operated and whose success in the long run is directly linked to the level of service delivered to our customers and the satisfaction that they experience in being a BOQ customer.It is that model which sets

74、 BOQ apart as the real alternative in financial services in Australia.BOQ ANNUAL REPORT 201112StrategyandTechnologyBOQ ANNUAL REPORT 201113In the year just passed,we have launched a range of innovative new products designed to enhance the customer experience,including Day2Day Plus,Save to Win,Busine

75、ssFirst Package,our new Discounted Variable Home Loan and a new Superannuation Savings Account.We have opened new branches,installed new ATMs,expanded our call centre and hired more business bankers,all with the objective of making BOQ even easier to do business with.We also firmly believe in the ph

76、ilosophy of“if you are not serving the customer,you are serving someone who is”and for that reason we have introduced an internal customer service survey which directly determines remuneration outcomes for our support centre staff.Social mediaTech-savvy people interested in banking news and tips can

77、 follow BOQ on and the past financial year,we have been investing in technology because we understand the economic benefits of meeting our customers growing needs,while also ensuring our staff have the systems to enable them to work to the best of their ability.Security enhancementsWe have introduce

78、d Verified by Visa which provides extra protection for customers when they use their BOQ Visa Debit card to purchase from participating retailers online.Internet Banking continues to be monitored with sophisticated fraud detection tools and IT security processes and systems.Internal systems improved

79、Branches have begun to receive an increase in data networking performance,improving the speed of day-to-day technology capabilities and new customer relationship management software is enabling our front line people to better service the needs of our customers.Our intranet,the main tool that we use

80、to communicate with staff,has been enhanced to ensure that our people continue to be engaged and informed of developments and an upgraded email system is making emailing and scheduling easier,while also allowing for integration with other time-saving software.As part of our continued efforts towards

81、 low-energy computing,weve begun consolidation of our central computing platforms,which not only reduces our power consumption,but also improves our IT resiliency.Technology mobilityThe Bank continues to review the latest advancements in mobile technology.As part of our internal innovation capabilit

82、y weve enabled a select number of the latest generation smartphones and tablet devices for use internally by staff and ultimately for use in day-to-day staff interactions with customers.Mobile Banking The capability to authorise International and Real Time Gross Settlement(RTGS)payments via our awar

83、d-winning Mobile Banking has been introduced and many other functional enhancements are planned for the near future.KeithRodwell.Group Executive,BOQ FinanceRenatoMazzaGroup Executive,Insurance and CEO St Andrews InsuranceBOQ ANNUAL REPORT 201114BOQFinanceandInsuranceKeithRodwell.Group Executive,BOQ

84、FinanceBOQ ANNUAL REPORT 201115BOQ FinanceIt is now over a year since BOQs strategy to establish a bank-owned finance company was initiated.Branded BOQ Finance,it is fully integrated and operational,combining the best of being a bank and a finance company,creating a specialist,asset finance company.

85、BOQ Finance operates 5 business lines reflecting the specialist risk knowledge and unique needs of the respective distribution channels.The Equipment Finance business is the largest business by assets and has been significantly strengthened this year.Improvements in delinquencies and losses combined

86、 with refinements to our risk policies and distribution agreements have the business well positioned for growth.The Cashflow Solutions business provides invoice discounting facilities to SMEs.These facilities utilise receivables as security to allow our customers to grow.BOQ Finance is a market lead

87、er in Queensland and during 2011 additional resources were placed in Sydney and Melbourne to facilitate growth in these much larger markets.The acquired business of CIT ANZ was split into two.Vendor Finance partners with manufacturers to provide finance to their customers.The focus in 2011 was the i

88、nvestment in IT systems,building on our existing relationships in the IT and Office Products industries(including relationships with Apple and Dell)as well as adding new relationships.In July 2011 we announced a partnership with Lenovo,the fourth-largest personal computer(PC)vendor in the world,to p

89、rovide finance to Lenovos customers under the banner name of Lenovo Financial Services.The Dealer Finance business provides floorplan and end customer finance to dealers in the motorcycle,marine and power equipment industries(including Honda).Utilising a web-based application,credit assessment and d

90、ocumentation system,with additional customisation for the auto industry,we launched our motor vehicle finance business.The business is now operating with the first dealership on board in June.Both businesses are set for growth in 2012.St Andrews Insurance.Since BOQ purchased St Andrews Insurance(Aus

91、tralia)Pty Ltd and St Andrews Life Insurance Pty Ltd in July 2010,business activity has continued to gather pace and we have been in discussions with a number of significant brands to form corporate partnership with us,so that they can offer our Insurance solutions to their customers.As at 31 August

92、 2011,the majority of the cost to BOQ for purchasing St Andrews had been paid back by the dividends generated in the 14 months since acquisition.Contributing to this has been an increase in cross-selling from the BOQ network particularly in credit protection products,as BOQ customers sought to furth

93、er protect their financial positions in the aftermath of the GFC.Cost-to-income ratio for the Insurance business is still being maintained in the low 30%range.We have recruited many new key people to help drive our growth,developed a high potential managers program,aligned our short-term incentive p

94、rogram to St Andrews profitability and put in place a 360 degree evaluation mechanism to help ensure the continuous self-improvement of our people.Product diversification strategies are being implemented with new product launches planned for 2012.In the next three to four years,we intend to double t

95、he size of our Insurance business by improving the sales productivity of existing corporate partners,acquiring new corporate partner relationships,developing new product lines and looking for complementary acquisition opportunities.LexiOliver.Age 6BOQ ANNUAL REPORT 201116CorporateSocialResponsibilit

96、yAt BOQ we are very proud of our annual Banking on our Kids appeal,which raises funds for Childrens Hospital Foundations Australia(CHFA)to support its five hospital partners around Australia and their initiatives leading to breakthrough treatments and cures for sick and injured kids.Little Lexi Oliv

97、er is just one of the million children assisted by doctors at one of the five hospitals who has beaten the odds by surviving three open-heart surgeries in her six short years.Lexi was born with a heart that has only one pumping chamber instead of two;a complex condition affecting just one in 20,000

98、children.Lexi was diagnosed in-utero and endured her first open-heart surgery when she was five weeks old;the six-hour procedure reducing the build-up of pressure on her heart so it remained beating.Today,Lexi is a keen swimmer and her family are very thankful for the care and support they have rece

99、ived during these difficult times.LexiOliver.Age 6BOQ ANNUAL REPORT 201117Community.$1 million has been raised through our Banking on our Kids appeal since its inception in 2004,with$274,000 donated in 2011.All funds go to Childrens Hospital Foundations Australia(CHFA).BOQs Re-building Communities p

100、rogram was launched to help communities impacted by natural disasters.Over 110 community and sporting groups have been provided with donations to address specific needs,such as having new carpet laid,buying new computers,sourcing new sporting equipment and general building repairs.BOQ is helping The

101、 Smith Family to provide disadvantaged kids with mentoring support and financial scholarships,so that they can realise their potential through education.More than 1,000 Australian secondary schools have signed up to use this free innovative teaching resource.The Bank matched over$31,000 raised by em

102、ployees through its Dollar-for-Dollar program.Shareholders donated more than$45,000 to childrens hospitals around Australia this year via the Investing in Hope program,taking the total contributed since the program started in 2004 to over$200,000.Each November all BOQ branches nationally act as a co

103、llection point for new toys and books to support The Smith Family,who provide Christmas presents to disadvantaged children as part of their annual Toy and Book Appeal.As a result of BOQs continued support,the Financial Basics Foundation have been able to provide 1,500 high schools across Australia w

104、ith the following financial literacy resources free of charge:Operational Financial Literacy-a financial teaching resource and curriculum covering topics such as saving,budgeting,credit,financial planning and mobile phone use.ESSI Money-an online simulation game that provides high school students an

105、 opportunity to learn about Earning,Saving,Spending and Investing money in a fun and engaging way.BOQ also works with the Australian Red Cross and Starlight Childrens Foundation Australia to provide assistance with their very worthy endeavours.EnvironmentBOQ undergoes independent carbon impact asses

106、sments and despite having a low carbon footprint,began participating in the Carbon Disclosure Project(CDP)in 2011.CDP is a world-wide database of climate change information that assists the Bank to disclose our greenhouse gas emissions and target reductions,which ultimately has the added benefit of

107、also helping us to lower electricity costs.Green initiatives include investing in new energy efficient equipment,power saving modules for lighting,air-conditioning and office equipment;recycling of paper,obsolete mobile phones,computers and cartridges and including environmental considerations in su

108、pplier evaluations and selection processes to ensure the companies we work with are also doing their part for the environment.BOQ ANNUAL REPORT 201118YourBoardNeil Summerson B Com,FCA,FAICD,FAIM Chairman Age:63 Neil Summerson is a Chartered Accountant with more than 40 years experience and is a past

109、 Chairman of the Queensland branch of the Institute of Chartered Accountants.He was formerly the Queensland Managing Partner at Ernst&Young.He is a Director of Natural Resources USA Corporation,Australian Made Campaign Limited,Australian Property Growth Limited and Property Funds Australia Limited.H

110、e is a former Chairman of the Brisbane Water Board and is currently Chairman of Motorama Holdings Pty Ltd,IDEC Pty Ltd and Australian Property Growth Fund.Mr Summerson has been a Director of the Bank since December 1996 and was appointed Chairman on 20 August 2008.Mr Summerson is Chair of the Banks

111、Nomination Committee and a member of the Budget and Audit Committees.David LiddyMBA,FAICD,SF Fin Former Managing Director Age:61 David Liddy has over 40 years experience in banking,including international postings in London and Hong Kong.He was appointed Managing Director of the Bank in April 2001 a

112、nd his last day at BOQ was on 31 August 2011.He has a Masters in Business Administration,and Chairman of the Queensland Museum Foundation.He is also a member of the Federal Treasurers Financial Sector Advisory Council and the Queensland Governments Smart State Council.Mr Liddy is a Senior Fellow of

113、the Financial Services Institute of Australasia and a Fellow of the Australian Institute of Company Directors.Note:Stuart Grimshaw(not pictured)became Managing Director and CEO of BOQ on 1 November 2011.Steve CraneB Com,SF Fin,FAICD Director Age:59 Steve Crane was appointed a Director of the Bank at

114、 the Annual General Meeting on 11 December 2008.He has over 40 years experience in financial markets in Australia,including experience at both AMP and BZW Australia,where he was promoted to Managing Director Financial Markets in 1995 and became Chief Executive in 1996.In 1998,when ABN AMRO Australia

115、 Pty Limited acquired BZW Australia and New Zealand,Steve became Chief Executive and remained in this role until his retirement in June 2003.Steve is now a member of the Advisory Council of RBS Group(Australia)and a Director of Transfield Services,APA Pipeline Limited,Taronga Conservation Society Au

116、stralia,and Chairman of Global Valve Technology Limited and nib holdings limited.Mr Crane is a member of the Banks Risk Committee and Corporate Governance Committee and Chair of the Budget Committee.BOQ ANNUAL REPORT 201119Roger Davis B Econ(Hons),Master of Philosophy Director Age:59 Roger Davis was

117、 appointed a Director of the Bank on 20 August 2008.He has 32 years experience in banking and investment banking in Australia,the US and Japan.He is currently a consulting Director at Rothschild Australia Limited.He was previously a Managing Director at Citigroup where he worked for over 20 years an

118、d more recently was a Group Managing Director at ANZ Bank.He is a Director of Chartis Australia Ltd,Charter Hall Office Management Ltd,Ardent Leisure Management Ltd and Ardent Leisure Ltd,Aristocrat Leisure Ltd,Territory Insurance Office and Trust Ltd.He was formerly Chair of Pengana Hedgefunds Ltd

119、and Esanda,and a Director of ANZ(New Zealand)Limited,CitiTrust in Japan and Citicorp Securities Inc.in the USA.He has a Bachelor of Economics(Hons)degree from the University of Sydney,a Master of Philosophy degree from Oxford and is a Rhodes Scholar.Mr Davis is a member of the Risk Committee,the Nom

120、ination Committee and the Information Technology Committee.Carmel Gray B Bus Director Age:62 Carmel Gray was appointed a Director of the Bank on 6 April 2006.Ms Gray has had an extensive career in IT and Banking.Ms Gray was Group Executive Information Technology at Suncorp from 1999 to 2004.Prior to

121、 her Suncorp appointment she was General Manager of Energy Information Solutions Pty Ltd and Managing Director of Logica Pty Ltd.She is Chair of Bridge Point Communications Pty Ltds Board of Directors.Ms Gray is a member of the Banks Risk and Budget Committees and the Chair of the Audit Committee.Bi

122、ll Kelty AC B Econ Director Age:63 Bill Kelty has over 34 years experience in industrial relations.He was appointed a Director of the Bank in August 2001 and is currently a Director of the Linfox Group and a Commissioner of the Australian Football League.He is also involved in the Foundation for Rur

123、al and Regional Taskforce,Chairman of the Ministerial Regional Commission and was previously Chairman of the Federal Governments Regional Development Taskforce.Mr Kelty was Secretary of the Australian Council of Trade Unions from 1983 to 2000 and a member of the Reserve Bank Board from 1988 to 1996.

124、He is Chair of the Banks Corporate Governance Committee and a member of the Audit Committee.BOQ ANNUAL REPORT 201120John Reynolds B Sc(Hons),Dip Ed,FAICD,FAIM Director Age:68 John Reynolds was appointed a Director of the Bank in April 2003.He has had extensive CEO-level experience at top 100 media a

125、nd resource companies in Australia and overseas.He was formerly Chairman of Arrow Energy Limited.He is a Director of Mater Health Services Brisbane Limited,Chair of Mater Education Limited and an advisor to various private companies and professional organisations.Mr Reynolds is Chairman of the Banks

126、 Risk Committee and a member of the Audit Committee,Remuneration Committee and Nomination Committee.He is Chair of the St Andrews Remuneration Committee.Michelle Tredenick B Sc Director Age:50 Michelle Tredenick was appointed a Director of the Bank in February 2011.She has more than 25 years experie

127、nce in the banking,insurance and wealth management industries across Australia and New Zealand.Michelle has held senior executive roles and been a member of the Executive Committee for National Australia Bank,MLC and Suncorp as well as serving as an Executive Director for NAB and MLC companies.Durin

128、g her career,she has held various roles as Chief Information Officer,Head of Strategy as well as line responsibility for corporate superannuation,insurance and wealth management businesses.Michelle is a member of the Australia Post E-Services Advisory Committee and she is Chair of Comparehealth Pty

129、Ltd.She is a member of the Banks Remuneration Committee and the St Andrews Remuneration Committee and Chair of the Banks Information Technology Committee.David Willis B Com,ACA,ICA Director Age:55 David Willis has over 33 years experience in financial services in the Asia Pacific,the UK and the US.H

130、e is a qualified Accountant in Australia and New Zealand and has had some 17 years experience working with Australian and foreign banks.David is a Director of New Zealand Post and Kiwi Bank,a Director of CBH(A Grain Cooperative in Western Australia)and Interflour Holdings,a Singapore-based flour Mil

131、ling company.He is also a director of Parcel Direct Group based in Sydney and a director of Converga Pty Ltd.David chairs a Sydney-based Charity“The Horizons Program”.He was appointed a Director of the Bank in February 2010 and is Chair of the Remuneration Committee,a member of the Corporate Governa

132、nce Committee and a member of the St Andrews Remuneration Committee.YourBoardcontinuedBOQ ANNUAL REPORT 201121Financialcalendar2011Ordinary shares(BOQ)*Ex-dividend date9 November 2011Record date15 November 2011Final dividend payment date2 December 2011Annual General Meeting8 December 20112012Ordinar

133、y shares(BOQ)*Interim results and interim dividend announcement 19 April 2012Ex-dividend date 2 May 2012Record date 8 May 2012Interim dividend payment date 25 May 2012Final results and final dividend announcement 18 October 2012Ex-dividend date 15 November 2012Record date 21 November 2012Final divid

134、end payment date 8 December 2012Annual General Meeting 13 December 2012PEPS(BOQPC)*Announcement date 13 March 2012Ex-dividend date 16 March 2012Record date 22 March 2012Payment date 16 April 2012Announcement date 13 September 2012Ex-dividend date 18 September 2012Record date 24 September 2012Payment

135、 date 15 October 2012BOQ option to Redeem17 December 2012*Dates are subject to change.BOQ ANNUAL REPORT 201122FinancialglossaryAGM Annual General Meeting.APRA Australian Prudential Regulation Authority.Arrears The part of a debt that is overdue after one or more required payments have been missed.AS

136、IC Australian Securities and Investments Commission.Asset An asset is a resource which has economic value and can be converted to cash.Assets for a bank includes its loans because income is derived from the loan fees and interest payments generated.Asset quality Refers to the quality of bank lending

137、,including if loans will fall into arrears and the likelihood of defaults.Assets under management The total value of loans and other assets a bank is managing.ASX Australian Securities Exchange.Bad debt The amount that is written off as a loss and classified as an expense,usually as a result of a po

138、or-performing loan.Basel The Basel Accords are the recommendations on banking laws and regulations issued by the Basel Committee on Banking Supervision,which has the purpose of improving the consistency of capital regulations internationally.Bolt-on acquisition An acquisition that fits naturally wit

139、hin the companys existing business lines and strategy.Capital adequacy ratio A ratio of a banks capital to its risk,obtained by dividing total capital by risk-weighted assets.This ratio shows a banks capacity to meet the payment terms of liabilities and other risks.Cost-to-income ratio Obtained by d

140、ividing operating cost by operating income,this ratio shows a companys costs in relation to its income.A lower ratio can be an indication that a company is better at controlling its costs.Dividend A portion of a companys profits that may be paid regularly by the company to its shareholders.Dividend

141、payout ratio The amount of dividends paid to shareholders relative to the amount of total net income of a company,represented as a percentage.Earnings per share The amount of company earnings per each outstanding share of issued ordinary shares.Liability A companys debts or obligations that arise du

142、ring the course of business operations.Liabilities for banks include interest-bearing deposits.BOQ ANNUAL REPORT 201123Liquidity For a bank,liquidity is a measure of the ability of the bank to fund growth and repay debts when they fall due,including the paying of depositors.Net interest income The d

143、ifference between the revenue that is generated from a banks assets,and the expenses associated with paying out its liabilities.Net interest margin(NIM)The difference between the interest income generated by a bank and the amount of interest the bank pays out to their depositors,divided by the amoun

144、t of their interest-earning assets.Net Profit after Tax(NPAT)Total expenses minus total revenue with tax that will need to be paid factored in.Net Tangible Assets(NTA)An indication of a companys net worth,calculated by dividing the underlying value of the company(total assets minus total liabilities

145、)by the number of shares on issue.Non interest income Income derived primarily from fees,rather than income from interest-earning assets.Normalised cash NPAT The NPAT,after significant non-cash and non-recurring items that have occurred in the period under review have been deducted(or normalised out

146、).Price-to-earnings ratio(P/E ratio)A measure of the price paid for a share relative to the annual net income or profit earned by the company per share.Return on average ordinary equity A measurement of how well a company uses the funds provided by its shareholders,represented by a ratio of the comp

147、anys profit to shareholders equity.Statutory net profit NPAT without any items normalised out.System growth A reference to the growth of a sector or group,otherwise known as a system,where individual unit growth is compared to the average of the total growth of the system.In banking,lending and depo

148、sit growth is often compared by system.Tier 1 Capital A term used to describe the capital adequacy of a bank.Tier 1 Capital is core capital and includes equity capital and disclosed reserves.Tier 2 Capital A term used to describe the capital adequacy of a bank.Tier 2 Capital is secondary bank capita

149、l that includes items such as undisclosed reserves,general loss reserves,subordinated term debt,and more.Underlying profit A term used to describe the actual reflection of a companys profit.One-off items may be removed from the statutory profit for the company to arrive at this profit figure.BOQ ANN

150、UAL REPORT 201124ShareholderinformationShare registryLink Market Services Limited Level 15 324 Queen Street Brisbane Qld 4000 Australia:1800 779 639International:+61 2 8280 7626 Facsimile:+61 2 9287 0303Email:.au Website:.auCompany detailsBank of Queensland Limited Level 17,BOQ Centre 259 Queen Stre

151、et Brisbane Qld 4000Telephone:+61 7 3212 3333 Facsimile:+61 7 3212 3399Website:.au Investor Relations:+61 7 3212 3463Customer Service1300 55 72 72(within Australia)+61 7 3336 2420(overseas)ABN 32 009 656 740 ACN 009 656 740Change of AGM venueThe 2011 Annual General Meeting will be held in the Ballro

152、om,Level 5 at the Hilton Hotel Brisbane,on Thursday,8 December 2011 at 10.00am AEST(registration commences at 9.15am).Enter the Hilton either via the Queen Street Mall or 190 Elizabeth Street,Brisbane.CENTRAL TRAIN STATIONANN STREETANN STREETEDWARD STREETCREEK STREETQUEEN STREET MALLQUEEN STREETELIZ

153、ABETH STREETHILTONWINTERGARDENCENTREANZAC SQUARECHARLOTTE STREETBOQ ANNUAL REPORT 201125Page Contents26 Financial summary27 Corporate governance30 Appendix 4EStatutory financial report:32 Directors report51 Lead auditors independence declaration52 Statements of comprehensive income53 Balance sheets5

154、4 Statements of cash flows55 Statements of changes in equity59 Notes to the financial statements123 Directors declaration124 Independent auditors report to the membersSupplementary information:125 Shareholding detailsFinancialreportBOQ ANNUAL REPORT 201125BOQ ANNUAL REPORT 201126Financial summary Ye

155、ar Ended2011$m2010*$m2009$m2008$m2007$mShareholders Equity:Issued capital2,153.32,057.61,903.11,439.4615.7Reserves and retained profits420.3347.2208.3251.5238.6Total Equity2,573.62,404.82,111.41,690.9854.3Financial Position:Total assets under management39,900.838,811.334,545.830,912.521,653.3Total l

156、oans under management(1)33,356.232,003.128,866.326,291.819,224.5Total assets on balance sheet39,900.838,597.834,012.029,883.220,037.3Retail deposits20,317.918,083.316,248.913,984.59,160.9Wholesale deposits9,308.710,005.27,948.36,052.03,559.4Financial Performance:Statutory net profit158.7181.9141.113

157、8.7129.8Underlying cash profit(2)(3)(4)447.4379.1315.0250.8171.2Normalised profit for the year after tax(3)170.4190.4177.6148.6104.1Add:Non-cash items(tax effected)(4)6.26.69.86.82.0Normalised cash net profit after tax 176.6197.0187.4155.4106.1Shareholder Performance:Market capitalisation at balance

158、 date1,686.02,120.32,327.72,377.42,101.0Share price at balance date$7.48$9.83$11.65$15.86$18.56Statutory Ratios:Net interest margin1.63%1.60%1.56%1.67%1.81%Capital adequacy ratio11.4%11.7%11.5%11.0%11.5%Net tangible assets per share$7.95$7.47$6.62$6.01$6.41Fully franked ordinary dividend per share$0

159、.54$0.52$0.52$0.73$0.69Diluted earnings per share63.1c77.0c74.4c89.6c112.7cNormalised Ratios(cash basis):(3)(4)Net interest margin(5)1.65%1.60%1.56%1.67%1.81%Cost to income ratio44.5%45.8%49.9%56.1%62.6%Dividend payout ratio to ordinary shareholders69%57%53%71%74%Diluted earnings per share69.8c83.4c

160、98.4c99.9c93.0cReturn on average ordinary equity8.0%9.6%11.8%13.0%15.4%(1)Before Collective Provision for impairment.(2)Underlying cash profit is profit before impairment on loans and advances and income tax expense excluding non-cash and non-recurring items as detailed below in footnotes(3)and(4).(

161、3)Excluding significant and non-recurring items(tax effected).Hedge ineffectiveness1.00.9 Government guarantee break fee(4.3)-Integration/Due diligence costs(4.1)(4.4)Discount on acquisition of St Andrews-7.4 Discount on acquisition of BOQ Finance-2.7 Amortisation of fair value adjustments(3.5)(0.7)

162、ATM transition costs-(3.1)Impairment of IT software assets-(9.6)Tax review items-(1.7)Flood impact(0.8)-Total(11.7)(8.5)(4)Non-cash item relates to amortisation of acquired intangibles.(5)Excluding amortisation of fair value adjustments.*Refer to Note 2(f)for restatement figures.BOQ ANNUAL REPORT 20

163、1127Corporate governanceOverviewDirectors and Management of the Bank are committed to excellence in corporate governance.In striving to achieve its objectives,the Bank endeavours to be a bank that looks after its staff,values and services customers,rewards its shareholders and partners with the comm

164、unity.Corporate governance is not just about compliance,but about our values and our behaviour.We believe in excellence in corporate governance because it is in the best interests of the Bank and all of its stakeholders.The Board has over many years developed and implemented policies and practices w

165、hich at the time of publishing this statement are consistent with the applicable ASX Corporate Governance Principles and Recommendations,Second Edition with 2010 Amendments(Principles)updated by the ASX Corporate Governance Council in 2010,and the corporate governance standards set out in Australian

166、 Prudential Standard(APS)510“Corporate Governance”.In addition,the Board has adopted a fit and proper policy as required by APS 520“Fit and Proper”,which sets out the requirements for regulated authorised deposit-taking institutions to assess the competencies and fitness for office of persons appoin

167、ted as directors,senior managers and auditors.The Banks subsidiaries St Andrews Insurance(Australia)Pty Ltd and St Andrews Life Insurance Pty Ltd are subject to APRAs prudential supervision as insurance companies and subject to similar Corporate Governance and Fit and Proper standards as those appli

168、cable to authorised deposit-taking institutions.The Banks group policies comply with all of these standards.As part of its process of continual improvement,the Bank has carried out a full review of all of its corporate governance policies during the year.You can read these polices in full on its web

169、site(.au).The maintenance of corporate governance policies is overseen by the Boards Corporate Governance Committee under its Charter.The Bank is required to disclose in this report the extent to which it has followed the best practice recommendations in the Principles throughout the 2011 financial

170、year.The Bank has followed those recommendations throughout the year.A summary of the Banks corporate governance policies and practices,organised in order of the Principles,is set out below.Principle 1:Board and ManagementThe Board Charter sets out the key governance principles adopted by the Board

171、in governing the Bank.There is a functional difference between the Boards role and responsibilities and that of management which is recognised in the Board Charter.The responsibilities of the Board include:theoverallcorporategovernanceoftheBankincluding:overseeingregulatorycompliance;ensuringtheBank

172、observesappropriateethicalstandards;and achievementoftheBanksvalues.theoverallstrategyanddirectionoftheBank,includingapproving,monitoringandreviewingstrategic,financialandoperationalplans;theappointmentoftheManagingDirector,includingthedelegationofpowerstotheManagingDirectorwithinauthoriseddiscretio

173、narylevels;successionplanning,includingBoardandCommitteecomposition.In order to fulfil these responsibilities,the Board reserves to itself certain powers including:reviewingtheBanksstrategicplanatleastannually,approvingbudgetsandreviewingfinancialresults;determiningdividendpolicy;dealingwithmatterso

174、utsidediscretionsconferredontheManagingDirector;ensuringthatareasofsignificantbusinessriskareidentifiedandeffectivelymanaged;monitoringtheeffectivenessofriskmanagementpractices;settingtargetsforandassessingtheperformanceoftheManagingDirector;and establishingBoardcommittees.Certain powers are delegat

175、ed to the CEO(also Managing Director)and senior management including:responsibilityfordaytodaymanagementoftheBankwithintheoverallstrategies and frameworks approved by the Board including the following:developingstrategyforapprovalbytheBoard;financialandcapitalmanagementandreporting;operations;inform

176、ationtechnology;marketingthecurrentbusinessoftheBankandacquiringnewbusiness;customerrelationshipservice;developingandmaintainingkeyexternalrelationships,includingwithinvestors,media,analystsandindustryparticipants;humanresources,peopledevelopment,performanceandthecreationofasafeandenjoyableworkplace

177、;and credit;reportingtotheBoardontheperformanceoftheBankanditsmanagement;and performingdutiesthataredelegatedbytheBoard.The Chairman is available to the Board and to senior executives at any time to discuss Board performance.A performance evaluation for the Board,its committees and directors took pl

178、ace in the reporting period in accordance with the process contained in the Board Performance Review Policy.The process included an externally facilitated evaluation.The Board undertakes an annual performance review of the Managing Director.Management has a program for annual performance reviews for

179、 all levels of management.The review program includes the annual setting of key performance indicators at the start of the financial year and a formal evaluation against those indicators at the conclusion of the financial year.Reviews have been carried out in accordance with the program for all leve

180、ls of management,including the Managing Director.Prior to commencement,all new directors sign formal letters of appointment.The Bank provides an induction program for new Board members.BOQ ANNUAL REPORT 201128Principle 2:Board StructureThe Board currently has eight Directors(including the Chairman)a

181、ll of whom are non-executive Directors.The Managing Director,who retired on 31 August 2011,was an executive Director.The Managing Directors replacement commences on 1 November 2011.He will also be an executive Director.The skills and experience of the Directors and their length of service,membership

182、 of Board committees and record of attendance at meetings,are set out in the Directors Report.The Nomination Committee monitors the skills and experience of existing Directors and the balance between experience and new skills,which may lead to consideration of appointments of new Directors.The names

183、 and qualifications of those appointed to the Nomination Committee,and number of meetings of the Nomination Committee,during the financial year are set out in the Directors Report.When appointing a new Director,the Board considers the need to balance the skills,tenure,experience,diversity and perspe

184、ctives of its directors as a whole,and endeavours to achieve an appropriate mix of these factors to enable the Board to facilitate achievement of the Groups strategic goals.Potential candidates for board positions are sourced using the Boards contacts and market intelligence,as well as through the s

185、ervices of specialist external advisers.When considering whether to support an incumbent Directors nomination for election or re-election,the Board considers that Directors performance to date,and the skills,experience and diversity that the Director brings to the Board.All new and existing Director

186、s are subject to assessment of their fitness and propriety to hold that office under the Banks fit and proper policy established under APS 520 and the equivalent standards GPS 520 and LPS 520 that apply to the Banks APRA-regulated insurance subsidiaries.This involves an assessment of the Directors q

187、ualifications and experience against documented criteria for the competencies required for the office.The assessment includes checks on the Directors propriety such as police checks and bankruptcy checks.Every Director and Committee of the Board has the right to seek independent professional advice

188、in connection with carrying out their duties at the expense of the Bank.Prior written approval of the Chairman is required.The Board has assessed that all of the current non-executive Directors are“independent”.Mr David Graham,who retired from the Board on 8 October 2010,was assessed not to be indep

189、endent during the year,as he is Executive Chairman of DDH Graham Limited which has a commercial relationship with the Bank.The basis of the Boards assessment is its independence policy which takes into account whether Directors have relationships with the Bank,its shareholders or advisers which are

190、likely to materially interfere with the exercise of the Directors unfettered and independent judgment,having regard to all the circumstances.A copy of the policy is available on the Corporate Governance page on the Banks website.The Board Charter requires that all Directors bring an independent mind

191、 to bear on all matters coming before the Board for consideration.The Bank does not consider that the length of service on the Board of any of the independent Directors is currently a factor affecting the Directors ability to act independently and in the best interests of the Bank.The Board generall

192、y judges independence against the ability,integrity and willingness of the Director to act,and places less emphasis on length of service as a matter which impairs independence.Principle 3:Ethical and Responsible Decision-MakingCode of ConductThe Banks Code of Conduct sets out the principles which al

193、l Directors,employees,owner-managers and contractors are expected to uphold in order to promote the interests of the Bank and its shareholders and drive its relationships with employees,customers and the community.Through annual training and enforcement of the Code,the Bank actively promotes ethical

194、 and responsible decision-making within the Bank.Securities Trading PolicyThe Banks Securities Trading Policy provides a framework to assist Directors,employees,owner-managers,agents and contractors of the Bank to understand their legal obligations with respect to insider trading.DiversityAs part of

195、 its annual corporate governance review,the Board has considered the diversity related recommendations in the June 2010 revision of the Principles.The Banks Board and senior management have established a group-wide diversity policy to reflect both the Banks ongoing commitment to diversity and the ne

196、w ASX recommendations.A copy of the policy is available on the Corporate Governance page on the Banks website.In order to attract and retain a diverse workforce,the Bank is committed to providing an environment in which all employees are treated fairly and equitably.The Bank recognises that gender d

197、iversity is an important component to achieve this goal,and fully supports the ASX recommendations on diversity.The Board will also continue to consider diversity in a broader context.The Banks current objectives and targets for diversity include:increasingtherepresentationofwomenonitsBoard;continui

198、ngtogrowthenumberofwomeninseniorroles,withatargetof25%ofwomeninseniormanagementrolesby2015;encouragingtheparticipationofwomeninleadershipprograms;encouragingwomentoparticipateintheBanksInternProgram,to support the development of women in professional and managementroles;ensuringgenderisnotafactorinr

199、emuneration;maintainingaworkforcethatreflectsthediversityoftheAustralian population.During the financial year,the Bank has made the following progress against these objectives and targets:theBankhasincreasedthediversityontheBoard;therearenow18%(201016%)ofwomeninseniormanagementroles;47%ofparticipant

200、sintheBanksleadershipprogramarewomen;33%ofparticipantsintheBanksinternprogramarewomen.The Banks Remuneration Committee annually assess the Banks progress against diversity targets and objectives,including the representation of women at levels within the organisation.Gender BalanceThe Board and senio

201、r management of the Bank have a continued focus on gender diversity,particularly in senior management and leadership roles.Women constitute 57.7%of the Banks workforce,with 17.9%in senior management roles.The Bank is committed to facilitating the inclusion of women in all ranks within the organisati

202、on,and removing barriers that may restrict career progression.To achieve these aims,the Bank promotes part-time work,flexible work arrangements and paid maternity and paternity leave.In 2009,the Bank implemented a leadership training program which is run over a 12 month period.To date,the program ha

203、s had a female participation rate of 47%,including current enrolments in the program.Corporate governanceBOQ ANNUAL REPORT 201129Principle 4:Financial ReportingThe officers who perform a Chief Executive function and a Chief Financial Officer function state in writing to the Board that the Banks fina

204、ncial reports present a true and fair view,in all material respects,of the Banks financial condition and operational results in accordance with the relevant accounting standards.The Audit Committee is comprised in accordance with the recommendations in the Principles and the requirements of APS 510,

205、GPS 510 and LPS 510.The Committee operates under the Audit Committee Charter approved by the Board.The Committee is charged with making recommendations to the Board on the adequacy of external audit and the independence of the external auditor,and internal audit procedures.The Audit Committee compri

206、ses non-executive members of the Board with the majority of members being independent directors.The Audit Committee is chaired by an independent director,who is not the Chairman of the Board.The names and qualifications of those appointed to the Audit Committee,and number of meetings of the Audit Co

207、mmittee during the financial year are set out in the Directors Report.Principle 5:Timely and Balanced DisclosureThe Banks Market Disclosure Policy provides a framework to assist the Bank in achieving its aims of keeping the market informed of material information and enhancing its communication with

208、 the market,thereby ensuring its compliance with legal requirements.The Bank is committed to creating and maintaining an informed market in its securities and enhancing corporate governance by encouraging a culture of transparency in relation to its corporate activities.The Bank will also provide re

209、levant information to media organisations,to ensure the broadest possible communication with investors and the general market.The Managing Director and the Company Secretary are responsible for communications with the ASX.Continuous disclosure is a permanent item on the agenda for Board meetings.All

210、 announcements made by the Bank to the ASX are accessible via the Banks website.Principle 6:Respect Rights of ShareholdersThe Banks Investor Relations Policy is designed to promote effective communication with shareholders,provide them with ready access to balanced,understandable information about t

211、he Bank and simplify their participation at general meetings.This policy is in addition to and designed to enhance the Banks Market Disclosure Policy.All information released to the market and the media is available via the Banks website.Speeches and presentations for significant conferences and mee

212、tings will also be posted on the website,and webcast or teleconferenced where possible.Shareholders can access the last three years press releases and market announcements,and financial data,on the website.Feedback from shareholders is also welcomed through the Banks branch network or through the co

213、ntact us page on the Banks website.Principle 7:Recognise and Manage RiskThe Board believes that risk management is a critical part of the Banks operations and a comprehensive risk management program has been developed.Management of risk is a key function of the Risk Committee under its Charter,a cop

214、y of which is available on the Corporate Governance page of the Banks website.The Risk Committee is a sub-committee of the Board of Directors and assists the Board to discharge its responsibilities to oversee the risk profile and recommend the risk management framework of the Bank to the Board.The R

215、isk Committee is responsible for performing its duties in accordance with its Charter and making recommendations to the Board on the effective discharge of its responsibilities for the key risk areas below and for the management of the Banks compliance obligations.The Bank has separate risk manageme

216、nt functions in Market Risk,Liquidity Risk,Balance Sheet Risk,Credit Risk,Operational Risk,and Compliance Risk which are reported to the Risk Committee through the Managing Director and the Chief Risk Officer.Employees are trained on important risk management techniques.The names and qualifications

217、of those appointed to the Risk Committee,and number of meetings of the Risk Committee during the financial year are set out in the Directors Report.The Board has received a report from management as to the effectiveness of the Banks management of its material business risks,that the declaration prov

218、ided in accordance with section 295A of the Corporations Act is founded on a sound system of risk management and internal control,and that the system is operating effectively in all material respects in relation to financial reporting risks.Principle 8:RemunerationThe Remuneration Committee is charg

219、ed with assisting the Board to discharge its responsibilities regarding the public reporting of remuneration information,remuneration policies,director fees and entitlements and other matters.A copy of the Remuneration Charter is available on the Corporate Governance page of the Banks website.The na

220、mes and qualifications of those appointed to the Remuneration Committee,and number of meetings of the Remuneration Committee during the financial year are set out in the Directors Report.The Board has approved a remuneration policy which is in accordance with the new APRA requirements set out in APS

221、 510(see the Directors Report).The remuneration of the Board,the Managing Director and senior management is overseen by the Remuneration Committee.Non-executive Directors remuneration is distinguished from the remuneration of the Managing Director and senior managers.Directors retirement benefits we

222、re frozen in 2003 and the practice discontinued.Directors are entitled on retirement to their accrued benefit as at 31 August 2003(increased annually in line with CPI increases).BOQ ANNUAL REPORT 201130Appendix 4e preliminary final report Rule 4.3A For the year ended 31 August 20111.Company details

223、and reporting periodName of entity:Bank of Queensland LimitedABN:32 009 656 740Reporting Period:31 August 2011Previous corresponding period:31 August 20102.Results for announcement to the market$mRevenues from ordinary activities Up12%to796.4Profit from ordinary activities after tax attributable to

224、membersDown14%to158.7Net profit for the period attributable to membersDown14%to158.7Dividends Amount per securityFranked amount per security Final ordinary dividend Semi-annual dividend on:-Perpetual Equity Preference Shares(PEPS)28c250c28c250cPrevious corresponding periodFinal ordinary dividendSemi

225、-annual dividend on:-Reset preference shares(RePS)-Perpetual Equity Preference Shares(PEPS)26c257c239c26c257c239cRecord date for determining entitlements to the ordinary dividend15 November 20113.Statements of comprehensive income with notes to the statementsRefer to page 52 of the 2011 Profit Annou

226、ncement and accompanying notes.4.Balance Sheets with notes to the statementsRefer to page 53 of the 2011 Profit Announcement and accompanying notes.5.Statements of cash flows with notes to the statementsRefer to page 54 of the 2011 Profit Announcement and accompanying notes.6.DividendsRefer to page

227、72 of the 2011 Profit Announcement and accompanying notes.7.Dividend reinvestment planThe Bank of Queensland Dividend Reinvestment Plan provides shareholders with the opportunity to convert all or part of their entitlement to a dividend into new shares.Shares are issued under the Plan at a discount

228、of 2.5%on the arithmetic average of the daily volume weighted average share prices of the Banks shares sold on the Australian Securities Exchange during the pricing period.Shares issued are fully paid and rank equally with existing fully paid ordinary shares.BOQ ANNUAL REPORT 2011318.Statements of c

229、hanges in equityRefer to page 55 of the 2011 Profit Announcement and accompanying notes.9.Net tangible assets per share31August2011-$7.9531August2010-$7.4710.Entities over which control has been gained or lost during the period Series 2007-1 EHP REDS Trust was closed on 11 July 2011.11.Associates an

230、d joint venture entitiesRefer to page 122 of the 2011 Profit Announcement and accompanying notes.12.Other significant informationNot applicable13.Accounting standards used for foreign entitiesThe financial report is a general purpose financial report that has been prepared in accordance with Austral

231、ian Accounting Standards(including Australian Accounting Interpretations)and other authoritative pronouncements of the Australian Accounting Standards Board and the Corporations Act 2001.14.Commentary on the results for the yearRefer to page 34 of the 2011 Profit Announcement.15.Status of auditThe a

232、ttached Statutory Financial Report has been audited.16.Dispute or qualifications if not yet auditedNot applicable17.Dispute or qualifications if auditedNot applicableStacey HesterCompany Secretary13 October 2011BOQ ANNUAL REPORT 201132Directors report For the year ended 31 August 2011The directors p

233、resent their report together with the financial report of Bank of Queensland Limited(“the Bank”)and of the Consolidated Entity,being the Bank and its controlled entities for the year ended 31 August 2011 and the auditors report thereon.DirectorsThe directors of the Bank at any time during or since t

234、he end of the financial year are:Name,qualifications and independence statusAge Experience,special responsibilities and other directorshipsNeil SummersonB Com,FCA,FAICD,FAIMChairmanNon-Executive Independent Director63Neil Summerson is a Chartered Accountant with more than 40 years experience and is

235、a past Chairman of the Queensland branch of the Institute of Chartered Accountants.He was formerly the Queensland Managing Partner at Ernst&Young.He is a Director of Natural Resources USA Corporation,Australian Made Campaign Limited,Australian Property Growth Limited and Property Funds Australia Lim

236、ited.He is a former Chairman of the Brisbane Water Board and is currently Chairman of Motorama Holdings Pty Ltd,IDEC Pty Ltd and Australian Property Growth Fund.Mr Summerson has been a Director of the Bank since December 1996 and was appointed Chairman on 20 August 2008.Mr Summerson is Chair of the

237、Banks Nomination Committee and a member of the Budget and Audit Committees.David Liddy(1)MBA,FAICD,SF Fin Managing Director&Chief Executive OfficerExecutive Non-Independent Director(Retired 31 August 2011)61David Liddy has over 40 years experience in banking,including international postings in Londo

238、n and Hong Kong.He was appointed Managing Director of the Bank in April 2001.He has a Masters in Business Administration,is Deputy Chairman of the Australian Bankers Association Council and Chairman of the Queensland Museum Foundation.He is also a member of the Federal Treasurers Financial Sector Ad

239、visory Council and the Queensland Governments Smart State Council.Mr Liddy is a Senior Fellow of the Financial Services Institute of Australasia and a Fellow of the Australian Institute of Company Directors.Steve CraneB Com,SF Fin,FAICD Non-Executive Independent Director59Steve Crane was appointed a

240、 Director of the Bank at the Annual General Meeting on 11 December 2008.He has over 40 years experience in financial markets in Australia,including experience at both AMP and BZW Australia,where he was promoted to Managing Director Financial Markets in 1995 and became Chief Executive in 1996.In 1998

241、,when ABN AMRO Australia Pty Limited acquired BZW Australia and New Zealand,Steve became Chief Executive and remained in this role until his retirement in June 2003.Steve is now a member of the Advisory Council of RBS Group(Australia)and a Director of Transfield Services,APA Pipeline Limited,Taronga

242、 Conservation Society Australia,and Chairman of nib holdings limited and Global Valve Technology Limited.Mr Crane is a member of the Banks Risk Committee and Corporate Governance Committee and Chair of the Budget Committee.Roger DavisB.Econ.(Hons),Master of PhilosophyNon-Executive Independent Direct

243、or59Roger Davis was appointed a Director of the Bank on 20 August 2008.He has 32 years experience in banking and investment banking in Australia,the US and Japan.He is currently a consulting Director at Rothschild Australia Limited.He was previously a Managing Director at Citigroup where he worked f

244、or over 20 years and more recently was a Group Managing Director at ANZ Bank.He is a Director of Chartis Australia Ltd,Charter Hall Office Management Ltd,Ardent Leisure Management Ltd and Ardent Leisure Ltd,Aristocrat Leisure Ltd,Territory Insurance Office and Trust Ltd.He was formerly Chair of Peng

245、ana Hedgefunds Ltd and Esanda,and a Director of ANZ(New Zealand)Limited,CitiTrust in Japan and Citicorp Securities Inc.in the USA.He has a Bachelor of Economics(Hons)degree from the University of Sydney,a Master of Philosophy degree from Oxford and is a Rhodes Scholar.Mr Davis is a member of the Ris

246、k Committee and the Nomination Committee.Carmel GrayB BusNon-Executive Independent Director62Carmel Gray was appointed a Director of the Bank on 6 April 2006.Ms Gray has had an extensive career in IT and Banking.Ms Gray was Group Executive Information Technology at Suncorp from 1999 to 2004.Prior to

247、 her Suncorp appointment she was General Manager of Energy Information Solutions Pty Ltd and Managing Director of Logica Pty Ltd.She is Chair of Bridge Point Communications Pty Ltds Board of Directors.Ms Gray is a member of the Banks Risk and Budget Committees and the Chair of the Audit Committee.Bi

248、ll Kelty,AC B Econ Non-Executive Independent Director63Bill Kelty has over 34 years experience in industrial relations.He was appointed a Director of the Bank in August 2001 and is currently a Director of the Linfox Group and a Commissioner of the Australian Football League.He is also involved in th

249、e Foundation for Rural and Regional Taskforce,Chairman of the Ministerial Regional Commission and was previously Chairman of the Federal Governments Regional Development Taskforce.Mr Kelty was Secretary of the Australian Council of Trade Unions from 1983 to 2000 and a member of the Reserve Bank Boar

250、d from 1988 to 1996.He is Chair of the Banks Corporate Governance Committee and a member of the Audit Committee.John Reynolds B Sc(Hons),Dip Ed,FAICD,FAIMNon-Executive Independent Director68John Reynolds was appointed a Director of the Bank in April 2003.He has had extensive CEO-level experience at

251、top 100 media and resource companies in Australia and overseas.He was formerly Chairman of Arrow Energy Limited.He is a Director of Mater Health Services Brisbane Limited,Chair of Mater Education Limited and an advisor to various private companies and professional organisations.Mr Reynolds is Chairm

252、an of the Banks Risk Committee and a member of the Audit Committee,Remuneration Committee and Nomination Committee.He is Chair of the St Andrews Remuneration Committee.(1)David Liddy retired as a director on 31 August 2011.BOQ ANNUAL REPORT 201133Name,qualifications and independence statusAge Experi

253、ence,special responsibilities and other directorshipsMichelle TredenickB ScNon-Executive Independent Director50Michelle Tredenick was appointed a Director of the Bank in February 2011.She has more than 25 years experience in the banking,insurance and wealth management industries across Australia and

254、 New Zealand.Michelle has held senior executive roles and been a member of the Executive Committee for National Australia Bank,MLC and Suncorp as well as serving as an Executive Director for NAB and MLC companies.During her career,she has held various roles as chief information officer,head of strat

255、egy as well as line responsibility for corporate superannuation,insurance and wealth management businesses.Michelle is a member of the Australia Post E-Services Advisory Committee and she is Chair of Comparehealth Pty Ltd.She is a member of the Banks Remuneration Committee and the St Andrews Remuner

256、ation Committee.David WillisB Com,ACA,ICANon-Executive Independent Director55David Willis has over 33 years experience in financial services in the Asia Pacific,the UK and the US.He is a qualified Accountant in Australia and New Zealand and has had some 17 years experience working with Australian an

257、d foreign banks.David is a Director of New Zealand Post and Kiwi Bank,a Director of CBH(A Grain Cooperative in Western Australia)and Interflour Holdings,a Singapore based flour Milling company.He is also a director of Parcel Direct Group based in Sydney and a director of Converga Pty Ltd.David chair

258、s a Sydney based Charity“The Horizons Program”.He was appointed a Director of the Bank in February 2010 and is Chair of the Remuneration Committee,a member of the Corporate Governance Committee and a member of the St Andrews Remuneration Committee.David Graham resigned as a director on 8 October 201

259、0.Company SecretaryMs Stacey Hester LLB(Hons),LLM,was appointed to the position of Company Secretary on 26 August 2009.Prior to her appointment as company secretary,Ms Hester held various roles within the Bank,including Assistant Company Secretary,Head of Legal and Corporate Solicitor.Directors meet

260、ingsThe number of meetings of the Banks directors(including meetings of Committees of directors)and the number of meetings attended by each director during the financial year were:Board of DirectorsRisk CommitteeAudit CommitteeCorporateGovernance CommitteeRemuneration CommitteeNomination CommitteeBu

261、dget CommitteeInvestment Committee(1)ABABABABABABABABNeil Summerson16166(2)-881(2)-774411-David Liddy(3)1616667811511141111Steve Crane121666 -11-1111Roger Davis131636-44-Carmel Gray16166688-1111Bill Kelty1516-7711-John Reynolds16166688-111144-Michelle Tredenick(4)1010-44-1 1David Willis 1616-111111-

262、David Graham(5)-Total number of meetings held1668111411A -Number of meetings attendedB -Number of meetings held during the time the director was a member of the Board/Committee during the yearThe Information Technology Committee was established in 2011 and committee work was commenced,however no for

263、mal Committee meetings were held during the financial year.(1)The composition of the Investment Committee is not fixed.Composition and meetings held are set by the Board on an as required basis.(2)Neil Summerson attends these Committee meetings but is not a formal Committee member.(3)David Liddy att

264、ends Committee meetings but is not a formal Committee member.David Liddy retired on 31 August 2011.(4)Michelle Tredenick appointed 22 February 2011.(5)David Graham resigned on 8 October 2010.BOQ ANNUAL REPORT 201134Principal activitiesThe principal activity of the Consolidated Entity is the provisio

265、n of financial services and insurance to the community.The Bank has an authority to carry on banking business under the Banking Act 1959(Commonwealth)(as amended).There were no significant changes during the year in the nature of the activities of the Consolidated Entity.Operating and finance review

266、 ProfitabilityProfit after tax for the year ended 31 August 2011 decreased by 13%to$158.7 million compared with the 2010 result of$181.9 million.A key driver in the reduction in profit after tax is the increase in impairment charges from$104.2m in the prior financial year to$200.5m in the current pe

267、riod.Profit before tax and impairment rose from$362.3m in the prior financial year to$422.3m in the current period,an increase of 17%.Cash profit,profit after tax excluding non-recurring and non-cash items,decreased by 10%from$197.0m to$176.6m.Again,this reduction was primarily driven by the increas

268、e in impairment expense.Income Total income increased by 12%during the current year to$796.4 million compared to prior financial year income of$710.6 million.This increase includes the full year contribution of the vendor finance and insurance businesses acquired last financial year.These businesses

269、 were acquired on 30 June 2010 and 1 July 2010 respectively.Net interest income for the year ended 31 August 2011 increased by 11%to$623.4 million from the prior period result of$560.7 million.This was a result of the full year contribution of the vendor finance business acquired,organic balance she

270、et growth and an improvement in margins.Other operating income excluding Insurance income decreased by 7%to$132.1 million for the 2011 year from$142.5 million in the prior year.In the prior year,other operating income included$7.6m profit on acquisition of St Andrews insurance business and$2.7m prof

271、it on acquisition of BOQ Finance leasing business.Excluding these non-recurring items,other operating income remained steady.Customer fees and charges were impacted negatively by reductions in exception fees charged by the Bank since July 2010.Insurance income contributed$40.9m to total income durin

272、g the year and in the prior year contributed$7.4m for 2 months since acquisition in July 2010.ExpensesThe Groups costs increased by 7%to$374.1 million in the current financial year from the previous years expenses of$348.3 million.The current year expense includes the full year contribution of the v

273、endor finance and insurance businesses acquired last financial year.Excluding non-cash and non-recurring items,the Groups expenses increased 12%to$358.7 million in the current financial year from the previous years expenses of$320.8 million.Again the major contributor of the increase was the full ye

274、ar contribution of the vendor finance and insurance businesses acquired last financial year.Excluding the impact of these acquisitions,expenses remained at levels consistent with the prior year reflecting strong cost management.EfficiencyThe Groups cost to income ratio has improved from the 2010 res

275、ult of 49.0%to 47.0%in the current year.Excluding non-cash and non-recurring items,the Groups cash cost to income ratio has improved from 45.8%in the 2010 year to 44.5%in the current year.This reflects the Groups continued focus on cost management.Asset quality and provisioningImpairment on loans an

276、d advancesExpenses relating to impairment on loans and advances were$200.5 million for the year ended 31 August 2011.This expense consisted of$173.5 million of specific provision impairment expense and$27.0 million of expense relating to the collective provision.The impairment expense of$200.5 milli

277、on for the 2011 financial year has increased by$96.3 million or 92%on the prior period expense of$104.2 million.This increase is a result of the poor economic conditions that have been experienced and their impact in particular on commercial property valuations and an increase in collective provisio

278、n coverage.Impaired assetsImpaired assets increased in gross terms to$444.3 million at 31 August 2011 from$147.6 million for the prior year.Impaired assets as a percentage of non-securitised loans have increased to 1.71%from 0.61%in the prior year.Specific provisions of$173.7m have been raised in re

279、spect of impaired assets(39%).Lending approvals and asset growthLending approvals for the year were$11.8 billion,a decrease of$0.7 billion over the comparative 2010 approval result of$12.5 billion.This decrease of 6%is due to lower system growth as the Australian economy continues to slow.The lendin

280、g approval growth translated into loans under management balance of$33.4 billion,an increase of$1.4 billion from 31 August 2010 which represents growth of 4%.The loans under management balance of$33.4 billion are on balance sheet.The previous year included$0.3m off balance sheet lending which relate

281、d to a REDS EHP leasing trust which was not consolidated for accounting purposes as the residual risk had been sold by the Bank.This off balance sheet trust was reacquired during the current financial year.Retail deposit growthRetail deposits have grown strongly during the 2011 financial year and ha

282、ve reached$20.3 billion,an increase of$2.2 billion or 12%from$18.1 billion as at 31 August 2010.The Bank has continued to focus on retail deposit growth in a highly competitive market to reduce reliance on wholesale funding.Capital managementThe Board has set Tier 1 capital target range to be betwee

283、n 8%and 9%of risk weighted assets and the total capital range to be between 11%and 12%of risk weighted assets.The total capital adequacy ratio at 31 August 2011 was 11.4%and Tier 1 capital was 8.4%.Perpetual Equity Preference Shares(“PEPS”),issued as hybrid capital instruments,comprise 11%of total T

284、ier 1 capital.Total Tier 1 capital of 8.4%is represented by 7.4%of Core Tier 1 capital and 1.0%of hybrid capital instruments,including preference shares.The Bank continued with an active capital management program.The Bank has made no further issues of ordinary capital other than under the dividend

285、reinvestment plan or the Banks Senior Management Award Rights Plan.The Bank issued$280 million of subordinated notes,replacing$231 million of maturities,increasing the Banks Tier 2 and total capital.Branch network expansionThe Bank opened 4 branches during the financial year to bring total branches

286、to 259 as at 31 August 2011.Of these 259 branches,106 are located outside Queensland.The Bank has converted 2 corporate branches to owner managed branches during the financial year.Directors report For the year ended 31 August 2011BOQ ANNUAL REPORT 201135Shareholder returnsDiluted earnings per share

287、 decreased 18%from 77.0c in the 2010 year to 63.1c in the current year.Excluding the impact of non-cash and non-recurring items the Banks diluted earnings per share would be 69.8c.The 2010 result also adjusted for non-cash and non-recurring items was 83.4c.On this basis,the current years diluted ear

288、nings per share decreased by 16%.The Bank has declared a final dividend of 28 cents per share fully franked.This is an increase from the 2010 final dividend of 26 cents.Total dividends for the year are 54 cents,an increase of 2 cents per share on the prior financial year.This represents a payout rat

289、io of 69%an increase from 57%in the prior year on a cash normalised basis.DividendsDividends paid or declared by the Bank to members since the end of the previous financial year were:TypeCents per shareTotal Amount$m%frankedDate of PaymentFinal 2010Declared after the end of the year -Final preferenc

290、e shares(RePS)2571.2100%15/10/2010 -Final preference shares(PEPS)2394.8100%15/10/2010 -Final ordinary2657.1100%02/12/2010Interim 2011 Declared and paid during the year -Interim preference shares(PEPS)2464.9100%15/04/2011 -Interim ordinary2657.7100%25/05/2011Final 2011Declared after the end of the ye

291、ar -Final preference shares(PEPS)2505.0100%17/10/2011 -Final ordinary2863.1100%01/12/2011All the franked dividends paid or declared by the Bank since the end of the previous financial year were franked at the tax rate of 30%.The balance of the Bank of Queensland Limited dividend franking account at

292、the date of this report,after adjusting for franking credits and debits that will arise on payment of income tax and dividends relating to the year ended 31 August 2011,is$127.3 million credit calculated at the 30%tax rate(2010:$70.6 million credit).It is anticipated,based on these franking account

293、balances that the Bank will continue to pay fully franked dividends in the foreseeable future.Environmental regulationThe Consolidated Entitys operations are not subject to any significant environmental regulations under either Commonwealth or State legislation.The Board believes that the Consolidat

294、ed Entity is not aware of any breach of environmental requirements as they apply to the Consolidated Entity.State of affairsSignificant changes in the state of affairs of the Consolidated Entity during the financial year were as follows:AcquisitionsFinancial year 2010 balances impacted by the prior

295、year acquisitions of the CIT Group and the St Andrews Group have been restated for the finalisation of the acquisition entries.Refer to note 2(f)for a summary of the restatements required.Refer to Note 33 of the financial report for further information.DisposalsSeries 2007-1 EHP REDS Trust was close

296、d on 11 July 2011.Refer to Note 33 of the financial report for further information.Events subsequent to balance dateDividends have been declared after 31 August 2011,refer to Note 7.The financial effect of the above transaction has not been brought to account in the financial statements for the year

297、 ended 31 August 2011.BOQ ANNUAL REPORT 201136Likely developmentsThe Bank will continue to provide a wide range of banking and financial services for the benefit of its customers,expanding and developing these where appropriate.This will require further investment,particularly in systems and informa

298、tion technology.Further information about likely developments in the operations of the Consolidated Entity and the expected results of those operations in future financial years have not been included in this report because disclosure of the information would be likely to result in unreasonable prej

299、udice to the Consolidated Entity.Remuneration Report-AuditedIntroduction This remuneration report is prepared for consideration by shareholders at the 2011 Annual General Meeting of the Bank.The report sets out:KeyManagementPersonnel;RemunerationPolicy;Take-HomePaySummary;Non-ExecutiveDirectorsRemun

300、erationFramework;ExecutiveRemunerationFrameworkandStructure;ManagingDirectorRemunerationFramework;IncomingManagingDirectorsRemunerationFramework;RemunerationActionsin2011FinancialYear;2011RemunerationOutcomes;UseofExternalAdvisorsandRemunerationConsultants;Remunerationdisclosuresforkeymanagementpers

301、onnel;andOptionsandrightsterms.Key Management PersonnelKey management personnel including directors and executives have authority and responsibility for planning,directing and controlling the activities of the Bank and Consolidated Entity.Key management personnel for the financial year ended 31 Augu

302、st 2011 including the directors and executives of the Bank and Consolidated Entity are as follows:(i)Directors:Neil Summerson Chairman(Non-executive)David Liddy Managing Director and Chief Executive Officer(retired 31 August 2011)Steve Crane Director(Non-executive)Roger Davis Director(Non-executive)

303、Carmel Gray Director(Non-executive)Bill Kelty Director(Non-executive)John Reynolds Director(Non-executive)Michelle Tredenick Director(Non-executive)(appointed 22 February 2011)David Willis Director(Non-executive)David Graham resigned as a Director on 8 October 2010.Stuart Grimshaw has been appointed

304、 Managing Director(MD)and Chief Executive Officer and will take office on 1 November 2011.(ii)Executives:Ram Kangatharan Chief Operating Officer(Acting Chief Executive Officer for the period 1 September 2011 to 31 October 2011)Ewan Cameron Chief Financial Officer Darryl Newton Chief Risk Officer Dav

305、id Tonuri Group Executive Strategy and Customers (appointed 24 January 2011)Chris Nilon Group Executive IT and Operations (appointed 31 January 2011)Keith Rodwell Group Executive,National Finance Renato Mazza Group Executive,Insurance Bradley Edwards Group General CounselJim Stabback resigned as Gro

306、up Executive IT and Operations on 25 February 2011.Remuneration PolicyOur remuneration arrangements throughout the Bank are designed to be competitive in each of the markets in which we compete for talent and vary accordingly from business to business,function to function and among individuals.Howev

307、er,fundamental to all arrangements is that they contribute to the achievement of the Banks short-term and long-term strategic and operational objectives,enhance shareholder value,avoid unnecessary or excessive risk-taking and discourage behaviours that are contrary to the Banks stated values.The Ban

308、k regularly monitors and reshapes its remuneration programs to support these underlying objectives,respond to proposed and enacted legislation and regulatory initiatives and adjust to changes in the business cycle.The Remuneration Committee is responsible for making recommendations to the Board on r

309、emuneration policies and directors and executives remuneration(which includes the Company Secretary).This Committee considers remuneration issues regularly,usually bi-monthly and obtains advice from external independent remuneration specialists to assist in its deliberations.The Boards objective is

310、to ensure remuneration packages properly reflect employees duties and responsibilities and levels of performance as well as ensuring that remuneration attracts and motivates people of the highest calibre.Through its security trading policy the Bank has guidelines restricting Directors&Executives dea

311、ling in Bank securities.This policy includes margin lending and hedging of risk associated with directors and executives ownership of Bank securities.All employees are prohibited from entering into hedging arrangements in relation to their unvested employee shares,securities or options.Take-Home Pay

312、 SummaryMD&Executive Key Management PersonnelThe MD&Executive Key Management Personnel receive a mix of remuneration,with a portion paid during the year,and a portion received up to three years later,depending on service and performance.This can make it difficult for shareholders to get a clear pict

313、ure of the actual amount of remuneration an executive received in the financial year in review.To assist shareholders,the following table provides a summary of the remuneration of the MD&Executive Key Management Personnel actually received in relation to the 2011 financial year.The table sets out ba

314、se remuneration,employer superannuation,2011 short term incentive and the value of previous years long term incentive awards that vested during the 2011 financial year.The information provided below is different to the information provided in the statutory remuneration table on pages 42 to 45,which

315、has been prepared in accordance with the Corporations Act and accounting standards and shows the accounting expense incurred for the 2011 financial year of each component of remuneration.Directors report For the year ended 31 August 2011BOQ ANNUAL REPORT 201137Remuneration in relation to the 2011 fi

316、nancial yearBase Remuneration&SuperannuationSTI cash bonusOther Total cash payments2011 Award rights vestedTotalDavid Liddy1,785,109425,000566,667(1)2,776,776920,879(2)3,697,655Ram Kangatharan747,127375,000-1,122,127173,9741,296,101Ewan Cameron498,084185,000-683,084-683,084Darryl Newton423,372120,00

317、0-543,372-543,372David Tonuri206,513100,000-306,513-306,513Chris Nilon 303,525120,000-423,52547,116470,641Keith Rodwell525,625225,000193,500(3)944,125-944,125Renato Mazza366,080200,000-566,080-566,080Bradley Edwards256,441100,000-356,44156,402412,843(1)This amount represents base salary from retirem

318、ent on 31 August 2011 to the expiry date of David Liddys contract of 31 December 2011.It was paid to ensure the acting CEO and the incoming CEO had access to the retired MD Mr Liddy to support a smooth transition.(2)50%of 175,072 Performance Award Rights granted to the Managing Director and approved

319、 at the Banks Annual General Meeting on 11 December 2008 vested during the financial year.The remaining 50%lapsed.(3)Retention bonuses determined in accordance with the acquisition agreement.Non-Executive Directors Remuneration FrameworkDirectors fees and payments are reviewed annually by the Remune

320、ration Committee.Fees and payments reflect advice given by independent remuneration specialists to ensure market comparability.The Chairmans fees are determined independently to the fees of other directors and are also based upon information provided by independent remuneration specialists about mar

321、ket rates.The Chairman is not present at any discussions relating to the determination of his own remuneration.Directors Annual Fees Chairman$Members/Directors$Fixed component of remuneration for directors (1)-135,000Chairman(1)(2)355,000-Additional remuneration is paid to non-executive directors fo

322、r committee work:Audit Committee(3)35,00017,500Risk Committee(3)35,00017,500Corporate Governance Committee15,00010,000Remuneration Committee -to 30 June 2011(1)15,00010,000Remuneration Committee -from 1 July 2011(1)(4)25,00012,500Nomination Committee-6,000Budget Committee2,2501,500(5)Investment Comm

323、ittee2,2501,500(5)Due Diligence Committee2,2501,500(5)Information Technology Committee(6)20,00010,000(1)Committee members receive one fee for serving on both the Bank and the subsidiary committees.(2)The Chairman receives no additional remuneration for involvement with committees.(3)From 1 July 2010

324、,the Chairs of the Audit and Risk committees have been paid an additional$10,000 per annum to act as Chairs of the subsidiary committee.(4)From 1 July 2011,the subsidiary remuneration committee Chairman will receive$5,000 per annum in addition to his member fees.Prior to 1 July,the subsidiary remune

325、ration committee Chairman received only member fees for serving on both committees.(5)Per deliberative meeting.(6)The Information Technology Committee was established in 2011 and committee work was commenced,however no formal Committee meetings were held during the financial year.Non-executive direc

326、tors fees are determined within an aggregate fee pool limit,which is periodically recommended for approval by shareholders.The maximum currently stands at$2,200,000(inclusive of superannuation)and was approved by shareholders on 9 December 2010.The increase in the aggregate fee pool limit approved b

327、y shareholders in 2010 followed an independent review after four years without increase.The review had regard for increased Director responsibilities and in relation to the St Andrews(APRA regulated)and CIT subsidiaries acquired in FY10,increased time commitment and complexity of committee work,the

328、need to attract appropriate directors with different skills,experience and abilities reflecting the size,complexity and geographic spread of the Banks operations and fees paid by comparable companies.BOQ ANNUAL REPORT 201138Remuneration Report-Audited(continued)Non-Executive Directors Remuneration F

329、ramework(continued)Directors fees are generally reviewed every three years and are only increased by CPI annually during the interim period.The current approved aggregate fee pool allows flexibility to deal with future changes in membership and composition of the Board and for CPI based increases fo

330、r 2012 and 2013.Non-executive directors do not participate in the Banks executive remuneration or incentive plans.Equity ParticipationNon-executive directors do not receive shares,award rights or share options.Retirement Benefits Non-executive directors are no longer provided with retirement benefit

331、s apart from statutory superannuation.The accumulated value of non-executive director retirement benefits was frozen effective from 31 August 2003.The balance of the accrued benefits is increased annually by an amount equivalent to the increase in the Consumer Price Index.Executive Remuneration Fram

332、ework and StructureThe Banks executive reward structure is designed to:Incentiviseexecutivestopursuetheshortandlong-termgrowthandsuccessoftheBankwithinanappropriateriskcontrolframework;Demonstrateaclearrelationshipbetweenkeyexecutiveperformanceandremuneration;and Providesufficientandreasonablereward

333、stoensuretheBankattractsandretains suitably qualified and experienced executives for key roles.Executive staff compensation is based on a total remuneration based approach comprising an appropriate mix of fixed pay(salary and benefits)and variable pay in the form of cash and equity-based incentives.This equity portion is delivered over time and subject to continued tenure of the participant,the pe