Key policies

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Fit and proper policy

Prudential Standards and other legislation and regulation applicable to Genworth Australia as a credit licensee and licensed insurer in New Zealand, require that persons who are responsible for the management and oversight of Genworth Australia have appropriate skills, experience and knowledge and act with honesty and integrity. Genworth Australia has adopted a fit and proper policy that meets the requirements of the Prudential Standards and other applicable legislative and regulatory requirements. Genworth Australia has established a Fit and Proper Committee that assists with of the assessment of personnel in regulated positions under the relevant regulations.

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Risk management strategy

CPS 220 requires an authorised general insurer to have in its Risk Management Framework (RMF) a documented Risk Management Strategy (RMS) and sound risk management policies and procedures with clearly defined managerial responsibilities and controls.

Genworth Australia is committed to the identification, assessment, monitoring and management of all enterprise risks associated with its business activities and has put in place a RMF and RMS in accordance with APRA requirements to ensure effective control systems and risk treatment plans are in place.

The Board is responsible for overseeing and approving the RMF and RMS. The Enterprise-Risk Committee has responsibility for identifying material risk areas, implementing risk management systems and remediation plans, and reporting on these areas to the Board and its Risk Committee. The Board works collaboratively with management in relation to all material risk areas.

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Diversity and Inclusion Policy

Genworth Australia is committed to achieving diversity and has adopted a diversity policy which provides a framework for Genworth Australia to achieve, among other things, a diverse and skilled workforce, a workplace culture characterised by inclusive practices and behaviours for the benefit of all staff, improved employment and career development opportunities for women and a work environment that values and utilises the contributions of employees with diverse backgrounds, experiences and perspectives.

Workplace Gender Equality

Each year at Genworth Australia we provide a report to the Workplace Gender Equality Agency which highlights our progress and ongoing commitment to diversity, what gender equality looks like, and how we are supporting our diverse workforce. The report can be found hereOpens in new window for you to review.

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Disclosure policy

Genworth Australia is committed to continuous disclosure of material information as a means of promoting transparency and investor confidence. The practices of Genworth Australia are designed to comply with the Listing Rules, including those regarding continuous disclosure.

Genworth Australia has adopted a Disclosure Policy which outlines how Genworth Australia complies with its continuous disclosure obligations and manages other communication with the media and financial markets. The Disclosure Policy also recognises that under the Shareholder Agreement, Genworth Australia is required to make available to Genworth Financial certain information relating to Genworth Australia to enable Genworth Financial to comply with its regulatory and market reporting requirements.

Genworth Australia is a "disclosing entity" under the Corporations Act. As such, it is subject to the continuous disclosure requirements, as well as the periodic and other disclosure obligations of the Listing Rules and the Corporations Act. Subject to the exceptions contained in the Listing Rules, Genworth Australia is required to disclose to ASX any information concerning Genworth Australia which is not generally available and which, if it were available, a reasonable person would expect to have a material effect on the price or value of Genworth Australia's securities. In addition, Genworth Australia will provide ASX with any information ASX requests to correct or prevent a false market in Genworth Australia's securities.

All information provided to ASX for release to the market will be posted to Genworth Australia's website at genworth.com.au after ASX confirms an announcement has been made.

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Media and public relations policy

Genworth Australia's relationships with the news media affect how Genworth Australia stakeholders perceive the company. The news media helps shape public opinion, influence Genworth Australia's commercial reputation, create and reinforce Genworth Australia's public image and influence stakeholder behaviour towards the company; from investing to sales.

Genworth Australia's Media and Public Relations Policy addresses communications with the news media and other selected external audiences in conjunction with the Genworth Disclosure Policy. The Genworth Media and Public Relations Policy Statement ("Policy Statement") sets out Genworth Australia's high level requirements for the management of the presentation of information to the public via the ASX and the media, defines the standards to be adhered to in the release of information, defines employees' responsibilities in this regard, and defines the requirements for Regional Crisis Communications Plans.

The Policy Statement and associated policies are reviewed at least once every three years by Genworth Australia to ensure that the business meets its compliance obligations, that it maintains its relevance to the business' current and planned operations and that the technical review of this policy statement and associated company policies are reviewed in a timely manner.

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Trading policy

Directors, officers and other employees of Genworth Australia, as well as consultants, independent contractors and advisers of Genworth Australia, will be in possession of information relating to Genworth Australia and, possibly, other companies. From time to time, some of this information may be classified as "inside" information. The Corporations Act provides that it is a criminal offence for a person in possession of inside information in relation to a company to trade, or procure another person to trade, in securities of that company, or to communicate the information to another person in circumstances where the other person would, or would be likely to, trade or procure another to trade.

Genworth Australia has adopted a Trading Policy that outlines the prohibition on insider trading. The policy also limits trading in Genworth Australia's securities by Directors and certain employees of Genworth Australia to specific "trading windows", including the period of ten trading days following the release of Genworth Australia's full and half year results announcements and the annual general meeting. In certain instances, Genworth Australia's Trading Policy extends beyond the strict requirements of the Corporations Act.

Any trade in Genworth Australia's securities by a Director or certain employees of Genworth Australia must be notified in advance to the Company Secretary and clearance obtained. This notification obligation operates at all times subject to certain exceptions.

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Investment policy

Genworth Australia is committed to managing its investments in line with its Board approved risk appetite. The investment policy establishes the framework for the governance and management of its investment portfolio.

The investment portfolio of Genworth Australia consists of Technical Funds and Shareholder Funds with a distinctive purpose and objective for each fund. The main objective of the management of investments designated as Technical Funds is to ensure adequate funding and liquidity is available to Genworth Australia to meet the liabilities towards policyholders as they fall due, and the main objective of the management of investments designated as Shareholder Funds is to maximise returns to Shareholders while remaining within the designated board approved risk appetite. The Investment policy prescribes the mandates to which investment managers must adhere.

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Remuneration policy

Genworth Australia’s remuneration strategy is to provide market competitive remuneration to attract, retain and motivate highly competent employees who are dedicated to achieving business objectives in a manner that is consistent with the long-term interests of Genworth Australia and its shareholders. The Remuneration Policy forms part of Genworth Australia’s Risk Management Framework and Risk Management Strategy and its executive remuneration programs are designed to comply with APRA Prudential Standard CPS 510 as well as other applicable laws and best practice in corporate governance.

The remuneration programs are designed to align performance-based incentive programs with Genworth Australia’s performance, the individual’s ability to impact business results and to encourage behavior that supports Genworth Australia’s Risk Management Framework and Risk Management Strategy as well as long-term financial soundness. Performance-based components of remuneration are designed to align remuneration with prudent risk-taking and incorporate adjustments to reflect the outcomes and risks of business activities and the time necessary for those outcomes to be reliably measured.

Under the Remuneration Policy, the Remuneration & Nominations Committee is empowered to engage independent remuneration advisors, as appropriate, to provide recommendations on remuneration programs and practices and conduct competitive benchmarking. This advice is required to be free from influence by the key management personnel to whom the recommendations relate. Genworth Australia reviews its Remuneration Policy every three years (or sooner if appropriate) to assess its effectiveness and compliance with its requirements.

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Code of conduct

The Board acknowledges the need for high standards of corporate governance practice and ethical conduct by all Directors and employees of Genworth Australia.

The Board has adopted a Code of Conduct, Integrity First, which sets out Genworth Australia’s commitment to maintaining high levels of integrity and ethical standards in its business practices. The code of conduct sets out for all Directors, management and employees the standards of behaviour expected of them.

The code of conduct sets out Genworth Australia's policies on various matters, including conflicts of interest, public and media comment, use of Genworth Australia's resources, security of information, intellectual property/copyright, discrimination and harassment, corrupt conduct, occupational health and safety and insider trading.

In addition to their obligations under the Corporations Act in relation to inside information, all Directors, employees and consultants have a duty of confidentiality to Genworth Australia in relation to confidential information they possess.

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Board performance renewal policy

The Genworth Australia Board Performance and Renewal Policy outlines the Board’s commitment to adding value, and has been developed in line with governance obligations contained in the company’s Constitution, ASX Listing Rules, ASX Corporate Governance Principles and Recommendations and APRA Prudential Standards. This policy supports the roles and responsibilities of the Board and the Remuneration and Nominations Committee, as set out in their respective Charters.

The policy details the processes through which the Board periodically evaluates Board, Committee and Director performance, and details how the Board intends to renew itself and manage a composition of skills and expertise in order to ensure it remains open to new ideas and independent thinking whilst retaining adequate expertise.

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Genworth Q3 2017