KATHMANDU ANNUAL REPORT  2013 15 directors’ report DIRECTORS  James Strong  Peter Halkett  Mark Todd  John Harvey  John Holland  Sandra McPhee  Christine Cross  RETIREMENT OF DIRECTORS  MEETING OF DIRECTORS  REVIEW OF OPERATIONS  SIGNIFICANT CHANGES OF AFFAIRS  PRINCIPAL ACTIVITIES  MATTERS SUBSEQUENT TO THE END OF THE  FINANCIAL YEAR  LIKELY DEVELOPMENTS AND EXPECTED RESULTS  OF OPERATIONS  YOUR DIRECTORS PRESENT THEIR REPORT AND THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 JULY 2013. The following persons were Directors of Kathmandu Holdings  Limited during the financial year. Was re-appointed Chairman, non-Executive Director,  Member of the Audit and Risk Committee, Member of the  Remuneration and Nominee Committee on 16 November 2012,  and ceased in these offices as at 4 March 2013. Was appointed as Managing Director and Chief Executive  Officer on 9 October 2009, and continues in these offices at  the date of this report. Was re-appointed as an Executive Director on 18 November  2011 and appointed as Finance Director, Chief Financial Officer  and Company Secretary on 9 October 2009, and continues in  these offices at the date of this report. Was re-appointed as a non-Executive Director, Chair of the  Audit and Risk Committee, Member of the Remuneration  and Nominee Committee on 16 November 2012, appointed  as Interim Chairman and retired as Chair of the Audit and Risk  Committee on 25 March 2013. He continues in these offices at  the date of this report. Was re-appointed as a non-Executive Director, Member of  the Audit and Risk Committee, Member of the Remuneration  and Nominee Committee on 24 November 2010, appointed  as Interim Chair of the Audit and Risk Committee on 25 March  2013, and continues in these offices at the date of this report. Was re-appointed as a non-Executive Director, Member of  the Audit and Risk Committee, Chair of the Remuneration and  Nominee Committee on 18 November 2011, and continues in  these offices at the date of this report. Was appointed as a non-Executive Director, Member of the  Remuneration and Nominee Committee on 12 December 2012,  and continues in these offices at the date of this report. In accordance with the Company’s constitution, John Holland  and Sandra McPhee will retire as Directors at the annual  general meeting and being eligible, offer themselves  for re-election. The number of meetings of the Board of Directors and  Committees held during the year ended 31 July 2013 and the  numbers of meetings attended by each Director were: A - Number of meetings attended B - Number of meetings held during the time the Director held office during the year XX - Not a member of relevant Committee The profit of the consolidated entity for the financial year after  providing for income tax amounted to $44,174,000 (2012:  $34,852,000). A detailed review of operations is provided on pages 2 to 11 of  this annual report. There has been no material change in the state of affairs of the  Company or the Group. The Group’s principal activity in the course of the financial  year was the design, marketing and retailing of clothing and  equipment for outdoor, travel and adventure. It operates in  New Zealand, Australia and the United Kingdom. No matters or circumstances have arisen since the end of the  financial year which significantly affect or may significantly affect  the operations of the consolidated entity, the results of those  operations, or the state of affairs of the consolidated entity in  future financial years. Likely developments in the operations of the consolidated entity  and the expected results of those operations in future financial  years are contained on pages 2 to 11 of this annual report. Director  Meetings Audit and Risk  Committee  Meetings Remuneration  And Nominee  Committee  Meetings Director A B A B A B James Strong 4 4 4 4 4 4 Peter Halkett 6 8 XX XX XX XX Mark Todd 8 8 XX XX XX XX John Harvey 8 8 7 7 8 8 John Holland 7 8 7 7 7 8 Sandra McPhee 8 8 7 7 8 8 Christine Cross 4 4 XX XX 4 4