In accordance with the Superannuation Legislation Amendment (MySuper Measures) Regulation 2013, IFM Investors (Nominees) Limited (IFMN) provides the following information for the benefit of wholesale investors. IFMN is a wholly owned subsidiary of IFM Holdings Pty Ltd, which in turn is a wholly owned subsidiary of Industry Super Holdings Pty Ltd (ISH). ISH is directly owned by 28 industry superannuation funds. IFMN shares common directors with other entities within the IFM Group and their details can be found here.

The Responsible Officers of IFMN are: Brett Himbury, Robin Miller, Aidan Puddy, Steve Lipchin, Kyle Mangini, and Philip Dowman.

Each of these persons is also an executive officer of IFM Investors Pty Ltd which provides administrative and investment services to IFMN. An additional Responsible Officer is Neil Brown, the Audit Partner of Deloitte Touche Tohmatsu, IFMN’s external auditors.

Statutory notices in relation to relevant interests and other pertinent information about both Directors and Responsible Officers can be found on the IFMN Corporate Governance Disclosures.

IFMN has been issued with an Australian Financial Services Licence (Number 239169) and a Registerable Superannuation Licence (Number L0001427). The Constitution of IFMN sets out the operations of the company as well as the process associated with the appointment and removal of Directors.

Outsource Providers

IFMN has two primary outsourced service providers:

  • IFM Investors Pty Ltd (ABN 67 107 247 727) which provides administration and investment services
  • J.P. Morgan Chase & Co (ABN 43 074112 011) which provides securities services (custody).

Board Governance

The Board of IFMN consists of eight members:

  • Garry Weaven
  • Murray Bleach
  • Michael Migro
  • Glenn Bunney
  • Linda Rubinstein
  • Deborah Kiers
  • Greg Combet
  • Carol Gray.

These directors are common for most subsidiaries of IFM Holdings Pty Ltd (with the exception of overseas entities), and the IFM Boards Charter outlines the framework for the promotion of effective corporate governance.

Statutory information on each Board Member as well as each Responsible Person, can be found on the Corporate Governance Disclosures.

The composition of the Board is determined in accordance with the following guidelines:

  • The Board maintains a majority of non-executive directors
  • The Board comprises directors with an appropriate range of qualifications and experience.

The Constitution outlines a process for the rotation of the company directors. No director may hold office for more than three periods without standing for re-election. Retiring directors are eligible for re-election.

The Board’s responsibilities include:

  • Monitoring performance against business plan and reviewing the performance with the Chief Executive
  • Ensuring that the Company has appropriate risk monitoring systems and processes
  • Ensuring that management decisions are consistent with the delegated authorities and the interests of shareholders.
To assist the Board to effectively discharge its governance responsibilities, the following Committees have been established.

 

The IFM Group Boards Audit and Risk Committee (ARC)

The purpose of the ARC is to assist the IFM Group Boards by providing an objective non-executive view of the effectiveness of the IFM Group’s financial reporting framework and overall internal control and risk management framework.

Download: IFM Group Audit Risk Committee Charter

The IFM Group Boards Remuneration Committee (RemCo)

The purpose of the RemCo is to assist the IFM Group Boards in the review and management of IFM Group directors’, officers’ and employees’ remuneration, expenses and conditions.

Download: IFM Group RemCo Charter

The IFM Board Investments Committee (BIC)

The purpose of the BIC is to act as a ultimate decision maker for all highly material investment decisions.

The IFM Director Nominations Committee

The operation of the Director Nominations Committee is contained within the company constitution of IFM Holdings Pty Ltd.  The role of the Committee is to:

  • Assess all persons nominated as director candidates, including existing directors, prior to election as a director
  • Set a formal and transparent procedure for selecting candidates for appointment to the board as a director
  • Develop criteria for selection of candidates for the board in the context of the board’s existing composition and structure
  • Make recommendations to the board and the Holding Company Shareholders on the appointment and removal of directors
  • Develop succession plans.

The Board sub-committees are supported by the following management committees:

The IFM Group Risk Management Committee (IFMRC)

The IFMRC is responsible for oversight of risk management and compliance processes for the IFM Group, comprising IFM Investors Pty Ltd and its subsidiaries.

The members of the IFMRC comprise most of the Leadership Team of IFM Investors Pty Ltd.

The IFM Investment Committee (IC)

The IFM Group Investments Committee is responsible for the approval of all private market investment transactions, oversight of all IFM investment programs and portfolios and reporting to the IFM Board Investment Committee.
 

The IFM Proxy and Engagement Committee (PEC)

The PEC is responsible for all proxy voting associated with IFM equities funds. The functions of the PEC are as follows.

  • To approve the voting of all proxy votes put to shareholders of listed companies that are commonly held by two or more of the Funds
  • To approve and monitor the engagement with Companies relating to ESG issues
  • To establish and be responsible for a registry which contains all proxy voting approved by the PEC and other information the PEC deems necessary
  • To develop initiatives with the Director, Sustainability and Responsible Investment relating to governance issues generally and ensuring that Companies are acting in a way that is consistent with IFM’s Corporate Governance Policy and Environmental, Social and Governance considerations.

Below is a record of the voting undertaken by the PEC for the 12-months to 30 June.
Shareholder Resolutions CY2016

Below is the Portfolio Wide Responsible Investment Framework.
Portfolio Wide RI Framework
 

Funds

IFMN’s primary function is to act as corporate trustee, and is trustee for the following Registerable Superannuation Entities:

IFM Infrastructure Funds (ABN 91 157 945 930)

IFM Infrastructure Funds is a pooled superannuation trust that provides Unit Holders with exposure to equity investments in the Australian and International infrastructure sectors.

Download IFM Infrastructure Funds Trust Deed

IFM International Private Equity Fund I (ABN 27 876 336 538)

The IFM International Private Equity Fund is designed for Australian Superannuation Fund investors to invest in a diversified international private equity portfolio.

Download IPEF I Trust Deed
Download Financial Report - IFM International Private Equity Fund I

IFM International Private Equity Funds (ABN 40 869 828 619)

The IFM International Private Equity Funds is designed for Australian Superannuation Fund investors to invest in a diversified international private equity portfolio.

Download IPEF II Trust Deed
Download Financial report - IFM International Private Equity Funds

IFM International Private Equity Fund III (ABN 21 393 445 075)

The IFM International Private Equity Fund is designed for Australian Superannuation Fund investors to invest in a diversified international private equity portfolio.

Download IPEF III Trust Deed
Download Financial Report - IFM International Private Equity Fund III

IFM Australian Equities Indexed Fund (PST) (ABN 81 088 318 274)

The IFM Australian Equities Indexed Fund (PST) is a pooled superannuation trust specifically designed for complying superannuation funds seeking a tax efficient diversified investment in the Australian equities sector. *This fund is no longer active*

Download Financial Report - IFM Australia Equities Indexed Fund PST

This fund is no longer active, below is the Special Purpose Financial Report.
Download Special Purpose Financial Report - IFM Australia Equities Indexed Fund PST