On this page you will also find Air New Zealand's Board Charter, information about independence of Directors and nomination and selection information.
JOHN PALMER
ONZM, B.Agr.Sc, FNZID
Chairman
Appointed 29 November 2001
Mr Palmer has considerable experience as a director and chairman of companies in the agricultural and finance sectors. His other business interests focus largely on horticultural production and servicing. Mr Palmer is a former Chairman of Wrightson Limited, serves as a director of AMP Life Limited (Australia) and is also a director of Rabobank Australia Limited. He has a track record of successfully leading change and strategic development in businesses undergoing significant transformations.
ROGER FRANCE
BCom, CA
Deputy Chairman
Appointed 4 October 2001
Mr France is a director of Fonterra Co-operative Group Limited and Chairman of Tappenden Holdings Limited. He was a partner at PricewaterhouseCoopers and one of its predecessor firms, Coopers & Lybrand, for over 15 years and was the Chief Financial Officer of two listed companies for a total of nearly 10 years. He was the Managing Partner of Coopers & Lybrand in Auckland for five years. Following the merger with PricewaterhouseCoopers, he led the firm's Corporate Value consulting practice in the Asia Pacific region and served as a member of its Governance Board. Mr France brings strong financial analysis and business strategy skills to the Board and to his role as Chairman of the Audit Committee.
DR JAMES (JIM) CHARLES FOX
BE, M.Eng.Sci., PhD.
Appointed 21 November 2006
Dr Fox has more than 25 years experience as a public company director across a range of internationally based businesses. His particular track record is in the building of innovative, technology based companies in competitive international markets. After 8 years working around the world with a large international management consulting company, he started his own technology based product and service company in 1987. Following the merger of Dr Fox's company with the then listed Vision Systems Limited in 1993, he took over as the CEO of the combined group. In December 2006, Dr Fox retired as the CEO of Vision Systems Limited following a heavily competed takeover of the company by a large USA based corporate which resulted in significant returns (close $1 billion) to shareholders. Dr Fox is also a director of Futuris Limited and TTP Group (UK).
KENNETH DOUGLAS
Hon LLD, JP, ONZ
Appointed 27 February 2002
Mr Douglas is Deputy Chairman of New Zealand Post Limited. He is also a director of Asia 2000 Foundation of New Zealand, Healthcare of New Zealand Limited, the New Zealand Rugby Football Union and the New Zealand Trade and Enterprise Board. He was awarded an honorary doctorate in law by Victoria University of Wellington. Mr Douglas brings vast workplace wisdom and experience to the Board and is a member of the Order of New Zealand and a Justice of the Peace.
JANE FREEMAN
BCom
Appointed 27 February 2002
Ms Freeman is prominent in the field of customer driven technology. She has held senior marketing and management positions at Telecom's esolutions, BankDirect, Clear Communications Limited and ASB Bank Limited. Ms Freeman is currently a director of Pumpkin Patch Limited and St George Bank New Zealand Limited among a number of other companies.
WARREN LARSEN
BBS, CA, CMA, M.Agr.Sc (Hons), FNZIM, CNZM, DSC (Hon)
Appointed 27 February 2002
Mr Larsen is a director of a number of companies including Owens Group Limited and Centreport Limited. Mr Larsen is also the Chairman of the New Zealand Racing Board. Mr Larsen brings significant international business and marketing experience to the Board. He was formerly Chief Executive Officer of New Zealand Dairy Board for nine years and Bay Milk Products for 10 years prior to that. He is a graduate of Massey University where he qualified as a Master of Agricultural Science (First Class Honours) and a Bachelor of Business Studies. Mr Larsen is a Chartered Accountant.
JOHN MCDONALD
BCA (Hons), BCom, CA, CMA
Appointed 27 February 2002
Mr McDonald has had a notable career spanning 30 years in senior finance, management and board positions at Fletcher Challenge Limited. He has considerable international experience in management, in corporate governance best practice and has been a director and member of corporate governance and audit committees of the Canadian publicly listed Fletcher Challenge Canada Limited. Mr McDonald holds a Bachelor of Commerce degree from Auckland University, a Bachelor or Commerce and Administration (Honours) degree in Economics from the Victoria University of Wellington and is a graduate from the Advanced Management Programme at Harvard University Business School.
Board Charter
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Independence of Directors
The Air New Zealand Board has agreed upon a test to assess each of its directors against specific criteria to determine whether they are in a position to exercise independent judgement. For details, see the Board Charter document above.
An independent director is one whom the Board affirmatively determines has no material relationship with Air New Zealand (either directly or as a partner, a substantial security holder or officer of an organisation that has a relationship with the Company) that could reasonably influence their judgement and decision making as a director. Directors are required to notify the the Board of all relevant information which may affect their independence.
A majority of directors of Air New Zealand's Board and Audit Committee are independent directors, including the Chairman.

Nomination and Selection Procedures
The Board is responsible for nominating members to the Board and for filling vacancies on the Board that may occur between annual meetings. In considering potential directors to commend to shareholders, the Board seeks to identify candidates with appropriate skills, knowledge and experience to contribute to effective direction of the Company, who can exercise an independent and informed judgement on matters which come to the Board and who are free of any business or other relationship that may interfere with the exercise of that individual judgement.
The Chairman and Deputy Chairman are selected by the full Board.

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