Boardroom Conversations with Rebecca McGrath

S2E11 Rebecca McGrath: inside a multi-billion-dollar M&A deal, preparing for meetings with a new board, and learnings from working overseas

Rebecca McGrath FAICD is the Chair of Investa Property Group, plus a director with Macquarie Group and Bank, Djerriwarrh Investments and Melbourne Business School. We talk about: OzMinerals’ multi-billion-dollar acquisition by BHP, learnings from working overseas, and preparing for meetings at a new board. Plus, key insights on the board’s role in an effective decarbonisation plan.

Transcript

BENNETT MASON

Hello and welcome to Boardroom Conversations, a podcast from the Australian Institute of Company Directors. I'm Ben Mason and thanks so much for joining us. In every episode, we'll have candid conversations with some of Australia's top directors, delving into their backgrounds and discussing many of the key issues that boards are grappling with. I'm delighted to say that this time our guest is Rebecca McGrath. She's the chair of Investa Property Group plus a director with Macquarie Group and Bank, Melbourne Business School and Djerriwarrh Investments. Rebecca is also a former chair of OzMinerals and a past national board member at the AICD. Rebecca, thanks so much for joining us.

REBECCA MCGRATH

It's a pleasure to be with you, Bennett. Thank you.

BENNETT MASON

Now, before you were a director, you had a long and successful executive career with BP. And that included several positions overseas in various countries. What do you think you learned from working and living in different nations?

REBECCA MCGRATH

Great question, Bennett. Something I reflect on myself from time to time about my career and the things that I've learnt along the way. One of the more obvious ones, which is, how you learn as a leader to work with different cultures, and to really embrace diversity. And so, that happens in a sort of obvious way, particularly when I worked in Northern Europe, I lived in Belgium, I was working with France and Netherlands, the Benelux countries. But also, I've got to say, it applied working in London in a very, what do they call it in the UK, an Oxbridge sort of office. Everyone had a Cambridge or an Oxford degree and an accent. And as an Australian, I felt a little bit like an odd one out. So, I think dealing with different cultures, different workplaces, different ways of doing things in the extreme versus that which we become very used to in Australia. And the Australian business culture is in itself diverse, but it does conform in a lot of ways. So, I think that's probably the most significant one. The other one was, I suppose, learning to be more resilient because you're away from those sources of support and advice and mentorship that perhaps you in some ways became desensitised to in that they were the norm. They were there for you, people you could run into, you could reach out to. And so, becoming more resilient and building my own confidence in myself as a leader, because I had less resources to draw upon, I think I think that probably the main things, Bennett.

BENNETT MASON

Was it challenging being the outsider like that? You mentioned that in London you were obviously not from Oxford or Cambridge. Then you would have been an outsider as well in Northern Europe. What was that like?

REBECCA MCGRATH

Yes, I think it's a very good observation. A number of times when I was new in those roles, I felt quite lonely and quite, I think, a little bit alienated. And being an outsider gives you on one hand, you can bring new perspectives. But the other thing I learnt quite to an extreme, was to learn to influence. I'd always aspired to management roles, which I'd had a number of. But then when I went in, particularly into the London corporate headquarters of BP, there was an extreme focus on influencing people around the corporate headquarters. People that were in other roles that you wanted to influence the way they viewed an opportunity or a perspective on something. And so, watching and learning from others was a very important part of that. But also realising that I needed to expand my network to find people to help unpack things and interpret things for me. Because you can be in a meeting in a certain country and have a discussion and feel at the end that there was a fairly clear conclusion. And then I, in my case, went back two weeks later to that country. And it was like we'd never had the discussion because I hadn't understood the signals that actually not everyone was in agreement. And so, there's some hard ways to learn those things in different corporate cultures. But it's certainly all contributed, in the end, to helping me be more astute to working with different people and different corporate cultures, as well as different national cultures.

BENNETT MASON

You had this long and successful career with BP, management roles, executive roles. How did you know it was time to move on from BP and become a company director?

REBECCA MCGRATH

Yes, a pivotal point in my career, actually, Bennett. Because I spent a long time with one company, and that's not so common these days. I think for people in my age group, it was more common. But for people coming through their career now, it's much less so. BP had been through a very serious experience with the Deepwater Horizon incident, and understandably, the company changed tremendously after that. The culture changed. The executive leadership in London changed. And I realised that at that point I'd been there half my life. And I thought that that was somewhat profound in my career. And did I want to stay on for the rest of my career as some people did and still do? Or did I want to do something different? And I decided that it was right for me if I was going to jump out of bed every morning enthusiastically, was to try something new. So, I did consider two paths. One was to become an executive in another company. Or I had had some initial experience as a director. And that quite appealed to me, that perhaps I could build a portfolio of boards. Having said that, I was in my mid-40s. So, for a lot of people it was seen as a little bit young. But on the other hand, I had done a number of fairly large executive roles globally and I had had a lot of large industrial P&L experience, which really served well for me, as well as some corporate experience. So, the combination of my experience, whilst I hadn't planned it to lead to a board career, after having some advice from a range of people and mentors, I realised that actually it combined quite well for a board career. So, I was fortunate enough to get appointed to a public company board when I was still an executive. And I know that not everyone can do that. BP allowed me to take on an Australian public company board. They made an exception for me because it was certainly not policy, but that allowed me to do both my executive job and my non-executive role. And it was a more, I suppose, it was a more effective way to manage the risk of, is this what I really want? Before I sort of had to jump off the high board. And I know a lot of people don't have that, the benefit of that. But for me, it worked very well to sort of try before I buy, so to speak.

BENNETT MASON

How difficult was that, though, taking on those two roles at the same time? Being an executive on one hand, but then at the same time being a non-executive director? Was it easy or difficult to swap mindsets between the two jobs?

REBECCA MCGRATH

It's a really funny question, you asked that. Because I thought I was fortunate enough that the two roles were based in the city in which I lived, in Melbourne. And in fact, they were walking distance apart. And so, I used to walk from BP to OzMinerals, which was the company I joined. And in that time, it's about a 15-minute walk. I had this sort of conscious focus, and hopefully I paid attention to the traffic and the traffic lights, but I was very focussed on getting my mind set into the right state to be a non-exec versus a very busy, demanding executive role when I had lots of people asking me questions. Yes, no, this, that. And you sort of get into that short fire role very easily in the day to day as an executive. So, I had this very conscious process walking from A to B to make sure that I was being considered. I mean, assuming I was being considered in my executive job, but that I was not going to be the person who didn't understand how to be a non-executive. And that's the biggest challenge, I think, when you're looking for a board member who's it's their first board, is do they really understand the role? And can they participate effectively as a non-executive director? Or are they going to come in and be a bit of a bull in a China shop? And cause offence to management perhaps, where they're getting into too much detail. So, I had this conscious discussion with myself walking from A to B, and that worked really well for me. And I used a lot of my AICD learning in that process about the role of a director. And I realised fairly quickly that it wasn't a sustainable, long term sustainable model to have both roles. I really enjoyed my role with OzMinerals, and that gave me the confidence to then I think about a year later, to let BP know that I was going to leave. And started to work more on building a board career, which I did thereafter.

BENNETT MASON

You've now got this extensive board career, and you've taken on board roles in a range of different sectors or industries. How have you put that board portfolio together? Were you targeting specific companies, specific sectors? What was the process?

REBECCA MCGRATH

Yes, I've always thought of myself, until more recently, as someone who's very much, my skillset is around industrial companies. Companies that make things, do things and have tangible physical operations. Because that's something that I grew up in, if you like. But that I've always really loved. And so, what you’re passionate about and you've got good skills to support are often the areas that you are the most successful. And so, I think coming out of the energy industry and then having been on a resources board, I was seen at a time, to be honest with you, when there weren't a lot of women on industrial public company boards, I was approached by a couple of other industrials in the ASX 100 and quite quickly formed a really nice portfolio. So those industrials at the time included CSR, that was the second board I joined. And Incitec Pivot, clearly large manufacturing businesses with significant, commercial and operational risks. Because of that, that's become one of my, I suppose, core skill sets. And I also joined the board of Goodman Group who were looking to expand much more overseas at the time. I had a lot of background in logistics. I had some background in property, and they were looking for someone who had that sort of, as it was put to me, sort of blue chip international public company experience. And so, I joined Goodman Group as well. So, they became, I suppose, a great for me, a great portfolio, which I was absolutely thrilled about. And that was at a time, I think it was about 13 years ago. And being on the board of four public companies was manageable. The workload of a director and the expectations upon you to perform that role have grown very substantially in that time. And everyone's different. And so, I'm not setting out any firm guidance in that respect. But I can't see that I could do four public companies now, just because of the scope and the demands of the role. But at the time, again, it was a full-time portfolio, and I enjoyed that very much. So, I suppose I got known as someone in that broader industrial sector. And having worked in commodities, having worked in energy markets, having worked in manufacturing, and understanding the energy transition and the impact it had on business became sort of a core part of my skill set. And I've sort of diversified. I've diversified off the back of that really, because in more recent years I've gone on to do some quite different things, as you're aware, and you mentioned at the start.

BENNETT MASON

You said a moment ago that the role of the director has changed, perhaps become more complex. What do you think some of the key differences are? Is it just the weight of regulation now, or is it more than that?

REBECCA MCGRATH

I think regulation is the sort of foundation of it. And regulation means there's so many things that you need to be across. It's a bit like, when the policeman pulls you over and you say you didn't know you're in 80 zone and you were driving at 100. Well, that sort of ignorance is no excuse with a public company director hat on. So, as much as regulation has increased, the director in a public company and a private company as well. But the profile of those in a public company, unfortunately is a lot greater. And I think the pressure, the expectation, therefore. So, you need to be aware not only of what regulation there is, but how it influences or affects or limits the operations of the business that you're involved in. And that was my point about the sort of getting pulled over. You really do need to know ignorance is no excuse. And we've seen some really challenging, difficult examples of that. I think the business environment certainly than it was ten years ago is more intense. It's more fast moving. There's more big challenges that pre-existed12 years, 13 years ago, but have got greater for example, climate change and the impact of climate on business and the reporting and the decarbonisation efforts that that we are all pursuing. All the geopolitical issues that are affecting, society and business. And then societal expectations of companies and of directors, be it in a public company, in a private company, in a not for profit, have absolutely grown. And the way they're reported on and scrutinised and the sort of media cycle, the social media cycle. All of those things have become more intense. And so, to be across the business or the context of the business that you're involved in, doing the reading, doing the research, being aware, being in some cases quite expert in certain fields of the business that you represent. Numerous times over, three, four, five board positions, whatever your portfolio looks like, is a very substantive task. And for people, not for the people listening to this, but for the people who like to commentate and are on the outside, doing the job of being a director, be it in a community organisation or be it in a very large public company, to do it well, there's a lot of hours that you have to spend that are not visible. And you can't count them on a board calendar because they're all the times when you've done your own research, had meetings with experts and advisers, done all the reading to make yourself knowledgeable. That's not visible to other people. But I'm sure everyone listening to this knows that that's a very big task. And it it's a very important part of doing your job diligently.

BENNETT MASON

You talk about the amount of hours a director needs to put in. You're obviously a very busy person, but how do you balance all your commitments? Do you have any advice on fitting everything in?

REBECCA MCGRATH

Look, everyone comes to this at a different point in their life and with different personal obligations and interests and commitments. When I started my board career, I was sort of in my mid-40s, and I saw it as a second career. My first career was an executive and my second career was a non-executive. And so, I saw it as something that I wanted to pursue full time, and there was no reason why I shouldn't or couldn't do that. I've always managed and juggled to a degree, a sort of two parent working family. So was used to that. And in some ways, executive life in my work had created times when you had to sort of drop everything and go somewhere or do something. Those things that come up in the day to day in an executive role that you must attend to. Normally with a board, even if you have to travel, it's more often than not it's planned and its planned well in advance. So, I think my experience is that you need to work out at what point in your career you are and how much time you want to dedicate to being a director. And we have to be very self-sufficient in a lot of ways because we know when the meetings are, we know when the papers should arrive. They don't always arrive when they should. And therefore, we know how much time we need to put aside to do our diligent, I mean small “D” diligent, preparation, to ensure that we're well prepared to contribute at a board meeting. And if that means sometimes you have to work every weekend because the meeting’s on a Tuesday or a Monday, and that's your choice. So, there's a wonderful freedom that comes with that. I can choose when I prepare for a board meeting. But there's also a responsibility and a commitment to yourself and to your colleagues and to the company and the board that you're working with is to spend the time that you need to spend in preparing. And that isn't just reading the papers because the papers might reveal to you questions that you want to pursue to enhance your understanding with the management. And so, depending on the protocol of the board, you may need to go through the chair or the CEO to find out. And better equipped yourself with some information. Perhaps if you're new or it's an area that you're not deeply knowledgeable about. Or you may need to research the topic a bit yourself to understand, well, what are others doing? What the sort of state of the market in relation to that issue or that opportunity? I often find myself looking at what are peers doing? What announcements have other companies made? How have they dealt with this issue? And so, all of that sits under a heading called “preparing for a board meeting.” And so, could be a couple of hours or that time could be a couple of days. And as you get more experienced, and depending on the agenda of the meeting, and it might be a strategy day, or it might be a sort of two-hour board meeting, you need to plan your time. And if you’re someone who likes planning ahead and I actually quite like being organised and planning ahead. I'm able to then establish a fairly clear set of commitments in my own calendar as to what I'm going to do and when I'm going to do it. You can't leave it all to the last minute. That doesn't work. And whilst I'm sure there are other people beyond myself who find the time you end up spending on the plane is a bit of a blessing because you get through that last late paper. You can’t plan to read your papers on an aeroplane. Not on a short haul flight, anyway.

BENNETT MASON

You've somewhat recently taken on a new board role. You are now a director with Macquarie Group and Bank. How do you prepare when you're a new director at an organisation? Sure, there's, extensive onboarding process at an organisation like Macquarie. But how do you get ready for those first you board meetings when you're a new director of organisation?

REBECCA MCGRATH

Yeah, that's a really interesting question. I haven't been asked that before, Bennett. I think it's, whether you're joining Macquarie or you're joining a new not-for-profit or a public family company, being as prepared as you can be is going to make your first few meetings a lot less stressful. It is stressful joining a new board work, walking into a room where, certainly in my case, when I joined Macquarie, I hadn't met most of the directors in person. And in fact, I didn't meet them for months because I was in Victoria and they were in New South Wales, and there was an armed border guard between the two during Covid. So, the first few meetings that I had as a director and indeed, even the interview meetings I had with the directors were all via Zoom. And so, finally turning up was a bit of a relief in some ways. Certainly, joining a board like Macquarie, there's a very comprehensive and extensive induction program. And quite a lot of that at the high level is before joining. But then there'd be things that would come up in a meeting that would make me think: Well, that is an area or a topic that I need to know more of or more about.” And so, I would go to the company secretary, and there was another director who joined the same time as me. So, it was quite convenient. We'd swap issues and come up with a list and say: “Could you please arrange a follow up, a deeper dive with the following individuals to cover the following topics?” And some of them were more mine and some of them more his. But it was good because we could get the benefit of both. And in some ways that goes on.

I've been there for three years, but there's always in a big company, you can't think you could possibly know everything about every key topic. So, that process is ongoing. In terms of the people, I think it's really important to get to know a bit about the people you're joining a board with. It's a conversation starter. So, you can easily research people these days. Their past and their current interests. Perhaps their profile is available publicly in the media. And that gives you an immediate, sort of icebreaker and understand and look for the protocols of how things happen and how things work. Because all boards are different in that respect, there's no set way of doing things. And the more familiar you can become with the process to follow up matters with management or make sort of further inquiries about issues that are on your mind, with the chair, with committee chairs, with the company secretary, and as much as you can do that effectively early on, your sort of onboarding is certainly accelerated. But as long as you're an independent, there's always going to be things that you need to find out about. And I think having that ongoing inquiring mind is a key part of being an independent director. So, the learning is ongoing in that respect.

BENNETT MASON

You talked earlier about how OzMinerals was your first director role. You later became the chair there. You're also the chair now at Investa Property Group. Whenever I speak to a chair, I like to ask them, how do you interpret that role? And what do you think makes for, success for chair?

REBECCA MCGRATH

Taking on a chair role, most of the time, I think most chairs, I should say, are appointed from within. But occasionally chairs are appointed from outside. And that's a different dynamic altogether. So, I won't so much talk about that. I'll talk more about being appointed chair from within the board, an existing board. And I think that's where the way you're going to be as a chair, it absolutely has to be the authentic you. Because you can't show up your full first day as being chair, and previously you were a board member or a member of a member of the team. And now you're the chair. You can’t sort of turn up and be someone different because being authentic is the most - that's what your peers have appointed you, on the basis of the person they know. So, they know what they're getting and they're going to get more of that. And so being consistent with that is important. I think also having a clear sense, as you've been there a while, a very clear sense of the style and culture and the cultural norms that are effective in that organisation, is really important. So, you need to be comfortable in that. If it's a more informal group, then reinforcing that. If it's a much more formal environment, then you need to be. Whilst you might like to change that, you need to be comfortable that that's what people are used to. I think most people who become a chair from within want to put their biases to how meetings should run, how information should be presented. And normally there's a change in those areas. And, and I think that's important. And I think what should accompany it is a rationale. So, a new chair in my view, should come to that meeting and say: “Okay, I'm now the chair. There's some things that I've been thinking about where I think we could be more effective. And there's some things I'm going to be working on with management, perhaps with members of the board.” And set those out. So set out your rationale, set out your raison d'etre, if you like, for the way you're going to lead. And then role model that very, very actively. And there are preferences and biases that aren't right or wrong. Some people like to have lots of people in the room because they want to have all the management there all the time. Other companies, they might just come in when they have something to present. These are the things that there's no right or wrong. But it might also vary by not just by chair, but it might vary by the style of the company, the culture, the strategy. And so, I think they're all things that you need to be astute to. And you need as a new chair to be clear about what you want to change and why, if that is the case. And then you need to be very comfortable to be the exemplar of the company's culture. Because if the board has a key responsibility for setting the culture – and that's a topic of debate. I think management have a very important role as well, particularly the CEO. But the CEO and the chair are the sort of stand out for internal and external parties to observe how they behave. And is it in line with the published cultural and behavioural norms of the company? And so, I think you have to be very on board with what that is. And if you're not, perhaps you're not the right person, or perhaps those need to change. And people will always look at you internally. Staff will be very aware of whether the CEO and the chairman are walking the walk and talking the talk. And so that's something that I very strongly believe in. And dealing with stakeholders. It's an opportunity to exemplify that as well. And then the last thing I'd say is you need to also be an absolute committed fan of the strategy so that you're supporting it, you’re promoting it, you're challenging it. It's progress as a chair because it's effectively your, it's got your stamp on it. And so, if you're not happy with the strategy, then you need to enrol your colleagues about changing the strategy or accelerating the strategy or changing the risk profile of the strategy. Because otherwise you can't be authentic in your role, and you can't really be effective. If the CEO and the chair don't have a very strongly aligned view on the direction of the company, its purpose, and how it's going to pursue that and what the risks are, those things are such core parts of the role. And they take a lot of discussion and a lot of iteration because we can say things that we think are the same, but actually in our mind we've got something different. So, they need a lot of testing as well. And when I was at OzMinerals, I had the great privilege of working with a tremendous CEO, Andrew Cole. And we spent a lot of time talking about and testing each other's thinking on what we really meant by the strategy and the direction and particularly the growth appetite that we had for the company and what the risks are that went along with that. And for me, that was the first time I was a chair. But I suppose I like to think I sort of honed my skills somewhat in working in that role and got enormous satisfaction from it.

BENNETT MASON

Rebecca, I wanted to zero in on your time at OzMinerals. You were the chair there when it was bought by BHP. And this was one of the biggest acquisitions, one of the biggest deals in Australian history. Can you take us inside the OzMinerals boardroom a little bit? What were those discussions like over the BHP bid? How did how did the offer first come to you? What sort of factors did the board consider? How did you, as a group, decide whether to go forward or not?

REBECCA MCGRATH

That's a topic I could speak about for a long time. So, I'll try and pull out some sort of key aspects of that. I think, and I was talking to someone about this earlier today, about the concept of having defence and defence advisers and how well prepared you are. It's different sectors in the public company world have probably different degrees of vulnerability. And the appetite for transacting varies a lot. In the mining industry there is a high appetite and a constant, almost constant, rhythm of M&A that goes on. It's much more usual, than perhaps in some other, consumer goods or other sectors. So, you need to be attuned to that. And it's very normal that you would have advisers or an advisor to help your preparedness for an approach. So that's a context statement. The context that’s specific to OzMinerals was that we had a set of assets that we had developed and had become very high performing and attractive assets. And the company had performed very well. The stock price had performed well. And we were previously a pure play copper company, which there are not many pure play copper stocks in Australia. They're certainly very few now and not even that many globally. So, investors liked investing in OzMinerals because they got that copper exposure. We then later diversified into nickel. And that became, we initiated a large project which I'll come back to. But as a result of that, we had a high degree of awareness in the board room that what we had was attractive to quite a few others. And as I said, we were in a working in a context where mergers and acquisitions were very common in the mining sector. And so, we had spent a lot of time working with management on potential buyers of the company. Who might be interested? Why might they be interested? When might they be interested? And we used to reflect on that quite often. And we were very aware, as many in the industry would be, that the proximity and the sort of synergistic values of BHP's interests in South Australia in Olympic Dam made a combination of the two entities, Olympic Dam and the OzMinerals’ South Australian assets, pretty compelling opportunities. So, I had an expectation that I would be contacted at some point, or we would be contacted by BHP. And sure enough, they came. But we were very well prepared as a result. And the board had worked through a number of scenarios about what would happen, what we would do, what actions we should take straight away, what we should expect. And this is the benefit of having some expert advice, as well as the role of management. I won't go into the fly by below details. But I think for us, the style of the way we manage the process, once we decided that we would engage with the acquirer was that we had a lot of discussions that went for quite a short amount of time, but quite frequently. So, we get to a certain point. There were a number of issues or aspects of the offer that we’d talk about. And then I'd say: “Okay, well let's go away, everyone think about that and we'll talk again at 2:00.” Literally a few hours later, we’d get together at 2:00. On some days we get together again at 6:00. Now, we didn't do that every day of the week. But there were some days when we were literally, I was asking my colleagues to go away and say: “I want you to consider this very specific matter.” Not just about price, it was other things as well. And what's your position? Because I need to know exactly. Or give me a range within which you were prepared to act. And so, we did a lot of that sort of iteration, and we did it with the board and the CEO. And then we did it with management. And then sometimes we'd also have advisers. So, we'd have a group that sometimes on Zoom, it was all done on Zoom because it was during Covid largely. We'd have 30 people on a call and sometimes we'd just be six. And that allowed me to get the directors to talk openly about their concerns or their expectations. And then I could take that to a large group and say: “Okay, go away and work on this or go away and do a scenario on that.” And I think that was probably the most important part of us getting that done. And in a way that we were very satisfied with, and a good, a really good outcome for shareholders.

BENNETT MASON

The BHP-OzMinerals deal is a fascinating story, and I can very happily ask you about it for hours. But we should shift to a few other topics. Climate change and climate governance are areas that you've spoken about before. I know they're very important to you. Mandatory climate reporting is now on the horizon in Australia, and this will be a significant change for many companies. This is a big topic, but how do you think boards can best prepare for these reporting measures that are coming into force down the line?

REBECCA MCGRATH

There's lots of resources and advice from AICD, which I think are very high quality, and I would encourage listeners to really leverage those because they've been very comprehensively and carefully considered. And a lot of experts have been consulted. I would add to that by saying, you must have your own decarbonisation plan, and you must test it, and I mean really kick the tires on it. We all know it can't be some big grandiose statement that is today called greenwashing or marketing. It has to be quite thoroughly tested bottom up or asset level up. What are the assumptions, by when, by whom? How much capital is it going to take, what energy costs are you be assuming in that? What carbon, shadow carbon price? What will we pay for offsets? All of those things, and many others need to be tested by the directors to be absolute satisfied that the company can achieve its own set and published objectives. And then, how are we going and how are we resourced and how well equipped are we to report against that? And then in that process, how well does that comply with our commitments?

How are we capturing the data so we can be certain? Have we got the right advisers and consultants and the role of the auditors? There’s a lot about capability, people, data. Doing that in the most, maybe to start with, it's going to be clunky. It has to be, right? But then how can we streamline it, so it doesn't take loads of people and loads of hours because it's a big impost? How can we streamline the data collection over maybe a couple of years to be much better at it? And then, what's the handoff between the people who typically have done that in the sustainability teams or similar, to the finance teams? And much of this, most of this will be reported, or all of it in terms of demand reporting, in my view, has to be done through the finance capability. Because it requires all of the accuracy and assurance and audit that the financial reporting does. So, in a lot of companies I'm seeing are working through that handoff between the two groups because they'll still have a role. They'll still each have a role, but the roles will change. And more and more so the CFO will be the person signing off on the climate related data.

BENNETT MASON

We don't have too much time left. But I did want to ask you about gender diversity. OzMinerals had a very impressive record in that area. And the company increased its female leadership and workforce participation numbers. It was the number one ranked company in its industry on gender pay gap, according to WGEA. What role did the board at OzMinerals have in promoting gender equity and gender equality? And what do you think other boards or other organisations can learn from OzMinerals?

REBECCA MCGRATH

Yes, it was it was very satisfying to see such an effective culture as we had at OzMinerals. A really distinctive and high-performance culture, be achieved through a number of means, and one of those being a very, very strong focus on diversity. And it's a bit of a cliche term, but this sort of idea that you can do your best work and OzMinerals. Come to OzMinerals and do the best work of your career. And our vision of going beyond what's possible to make lives better. You can't go beyond what's possible. But in an industry where there's a lot of focus on engineering, and a lot of people will acknowledge that there’ll be engineers who’ll tell you that things aren't possible. You take something to them, and they’ll say: “That's not possible.” And maybe I'm slurring engineers here, but the idea was that this was a mining company where we embraced people coming and joining us from all different sectors, with the idea that nothing's impossible. So, come here and do your best work. Now that appeal to a lot of people outside the mining industry and appealed to, I think, a lot more women than traditionally you would find at a mining company. So, I think I start there because I think the way we presented ourselves, the way we invited people to come and join us, made a different sort of welcoming signal to people who perhaps had felt that they were not part of that group. So, we attracted a lot more women that way. And then cutting to the chase, the board certainly had a lot of focus on it. It came up a lot in discussions of strategy, discussions of remuneration, talent, the pipeline of talent. How many women were there in the pipeline, particularly in those non-traditional roles? And then I think the other thing was that we encouraged management to, and certainly I don't think Andrew Cole needed a huge amount of encouragement because he had a strong belief that diversity would create a better outcome. But we were prepared to encourage management to take a bit more risks on people. People who, and in this case, maybe women who had excelled in a different area, who had exemplified the leadership and achieved results in the area that they'd perhaps had as their career anchor. And we were prepared to give them a go in something else. Another area where they perhaps didn't have all of that background and experience, but support them so they could diversify into, say, more of a P&L, operations roles. Those roles where you typically find less women in. And I can think of numerous examples of women who went from the corporate office into an operating asset. They’d only ever worn their high gear on a site visit. And they went into jobs when they wore it to work every day. And they loved it. And so, I think people would call that taking a bit more risk. But backing your judgement about competence and how leadership can be transferred into different areas, I think, gave us a bit of an advantage. Let's put it that way.

BENNETT MASON

I'll ask you one final question on gender diversity. We've seen great improvements amongst ASX boards on gender diversity. There are a lot more women now on ASX boards. Although of course there's still more work to be done. All that being said, there are still relatively few female chairs among Australia's largest listed companies. You're one of the very few chairs at the big, listed companies. Why do you think that is, and how do you think the issue could be addressed?

REBECCA MCGRATH

I like to think it's a sort of time issue. We've seen a huge and productive increase in the number of women on public company boards, particularly in the 100 over the last decade or so. Certainly, since I've been watching it more closely and I've been one of those women. And so, I think it's a business cultural issue of having an expectation that a woman could be the person in charge. And that's happened with CEOs as well. We have a lot of people in our society who don't necessarily see a woman as an obvious candidate to be someone in charge. And there's some negative attributes that people associate with women being in charge. And that's something that is not unique to Australia, but it is quite distinctive in Australia. And I've certainly observed that in my career and in business. So, I think now that we've got a lot more women on those boards, I like to think it's a matter of time. But it will take time for more of them, particularly if they're 50/50, to elect a member of their peer group into that leadership role. So, it is a bit glacial, I agree with people who say that. But I think we're seeing more and more women who are very strongly credentialed candidates. And we've seen a number in the last five years of very high-profile large companies being chaired by women. And so, I find that encouraging. And I'm sure that and I've seen evidence that stakeholders, and some more activist shareholders will be more demanding of that as an outcome going forward. Why is it that if the board's 50/50 that the chair ratio tends to always be very male dominated? So, I expect that will change and I'd like to think it will change faster. But I think we’re probably still held back by that idea that, as long as there’s candidates and there are candidates in many companies, have we got the appetite to have, for example, a female CEO and a female chair. People sort of say: “Oh gosh, imagine that.” Well, we've had plenty of companies with male CEOs and chairs for the last long period of corporate Australia. So maybe that's something we should aspire, seeing more female combinations as we've had many male. But I'm an optimist and I've seen a lot of change in my board career, so I believe we will see more female chairs, certainly in the next few years.

BENNETT MASON

Rebecca, we’re just about out of time, so I think we'll leave things there. But thank you very, very much for joining us today on Broader Conversations.

REBECCA MCGRATH

Thanks, Bennett. It's been a pleasure.