Remuneration repor t (cont’d) 4.2 Objectives 4.3 Terms of Appointment 4.4 Shareholdings of Non-Executive Directors The primary objective for the Remuneration Committee is to ensure the Company is able to retain and attract high calibre Non- Executive Directors. Non-Executive Directors are remunerated by way of fixed fees, including superannuation, and do not participate  in remuneration programs designed to provide an incentive to Executive Directors and Executive KMP. Non-Executive Directors’ remuneration is independent of the Company’s earnings or growth in shareholder value to encourage Non- Executive Directors to perform their roles independently of Executive KMP. All Non-Executive Directors have letters of appointment detailing the terms under which they are engaged. The term of appointment  for each is open-ended, subject to the provisions of the Corporations Act and the Company’s Constitution. Under the IOOF Holdings  Ltd Constitution, one-third of Directors must retire from office each year and may seek re-election by shareholders at the AGM of the  Company. (1) Shares from changes during the year include shares purchased via the Non-Executive Director Deferred Share Purchase Plan. (2) The following shares (included in the holdings above) were held on behalf of the Non-Executive Directors (ie. indirect beneficially held shares) as at 30 June 2012: I  Griffiths - 887,520; J Harvey - 12,506; K White - 80,000 and R Sexton - 23,197. (3) The balance as at 1 July 2011 represents Mr White’s initial interest in IOOF on appointment at 4 October 2011. Name Balance as at 1 Jul 2011 Shares from changes  during the year (1) Balance as at 30 June 2012 (2) Balance as at report  sign-off date Current Non-Executive Directors I Griffiths  4,280,280  (5,241) 4,275,039  4,275,039  J Harvey 10,425  2,081  12,506  12,652  R Sexton 41,717  14,223  55,940  55,940  G Venardos 20,013   - 20,013  20,013  K White  (3) 80,000   - 80,000  80,000  page 38