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110 – Fit and Proper Policy v7 8 Dec 2020

110 - Fit and Proper Policy v7 8 Dec 2020

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FIT AND PROPER POLICY
ABN: 42 053 498 472

AFSL #: 22 3988

R SEL#: L0003049

RSER #: R1067385
Version: 7 Document number: G04 Œ 003 Œ 1 -100-110
Ap proval da te : 8 December 20 20 Approved by: Bo ard
Review period: Two Year ly Review date: November 2022
Responsible
Committee:
Audit and Compliance
Committee
Special status: Commercial in confidence
Document owner: Executive Manager
Governance
Original Document
Author:
David Galloway
Document posting: Directors™ website

Related Policies:
Governance Charter
Conflict of Interests Policy
Whistle- blower Policy
Risk management strategy
Risk management plan
Investment Governance Statement
Outsourcing Policy
Incident & Br each Policy
Inquiries & Complaints Policy

Page 2 of 57
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A me ndment History
The following history and amendments
have been made to this document:
Version
Date & Prepared By
Date & Reviewed By
Date & Approved By
Board
Version 1
Unknown April 2006
Compliance Officer
2 June 2006
TISS Pty Limited
Version 2
Unknown March2008
TISS Pty Limited
Version 3.1
Revised for fund
merger, including

the tr ansfer of

members from two
othe r f un ds by
successor fund

transf er

April 2008
TISS Pty Limited with
c om ments by CEOs of

FIRST Super, PPWSF; and
Profes sional Financ ial
Sol uti ons
Draft provided to APRA
15 April 2008

Version 3.2 May 2008 Approved by APRA 29 May
2008 May 2008

Merger Steering Committee
acting on authority of TISS
Pty Ltd. Effective July 2008
Endorsed by the First Super
Pty Limited Board by Circular

Resolution 19 July 2008
Versi o n 3. 3 David G a llo wa y June 2 0 09 Audit & Comp li ance
Committee 16 June
2009
Trustee
June 30 2009
Version 3.4 Operations & Risk Manager
March 2011
Audit & Compliance
Commit tee 30 May
2011
Board
28 June 2011
Version 4 Operations & Risk Manager
J uly 2012
Audit & Compliance
Committee, 7 August

2012.

Board 24 June 2013

Version 5 Operations and
Governance Manager
Audit & Compliance
Committee, 31 March

2015

Board 21 April 2015
Version 5.1 Operations and
Governance Manager
Reviewed with Minor
Changes October 2015

n/a
Version 5.2 Operations and
Governance Manager
Reviewed with Minor
Changes October 2016

n/a

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Version
Date & Prepared By
Date & Reviewed By
Date & Approved By
Board
Version 6 29 October 2018,
Compliance Officer
Audit & Compliance
Committee 7 November
2018

Board 20 November 2018
Version 7 4 November 2020,
Executive Manager

Governance
Audit & Compliance
Committee 10

November 2020

Board 8 December 2020

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CONTENTS
1
Gloss ary ……………………………………………………………………………………………………….
……………….. 6
2
Introduction ……………
……………….
…………………….
…………………
………………
…………….
……………… 7
2.1
Backg ro und ……………………………………………………………………………………………………..
……. 7
2.2
Objectives
………………………………………………………………………………………………………………
7
2.3
Who does this Policy apply to? ………………………………………………………………………………… 8
2.4
How the Board determines whether a person is Fit & Proper
……………………………………….. 8
2.5
What infor mation is not r elevant to whether a person is Fit & Pr oper…………………………….. 9
2.6
R etention of information relevant to w hether a person is Fit & Proper …………………………. 10
2.7
Op era tion al Perfo rma nce of the Bo ard……………………………………………………………………. 1 0
2.8
Review of this Policy ……………………………………………………………………………………………
.. 11
2.9
Access to this Policy ……………………………………………………………………………………………
.. 11
3
Fi t & Proper Evaluation …. … …. … …. … …. …. … …. …. … …. … …. …. … …. … …. … …. …. … …. … …. …. ..
…….. 12
3.1
Continuous Disclosure Obligation …………………………………………………………………………… 12
3.2
Annual Rev iew …………………………………………………………………………………………………..
… 12
3.3
Pr ocess for Propriety Assessment ………………………………………………………………………….. 13
3.4
Add itio na l In fo rma tion …………………………………………………………………………………………..
. 15
3.5
When a person may be deemed not to be Pr oper …………………………………………………….. 15
3.6
Pr ocess for Fitness Assessment …………………………………………………………………………….. 16
3.7
Individual Fitness Requirements …………………………………………………………………………….. 16
3.8
Collective Fitness Requirements ……………………………………………………………………………. 17
3.9
Ongoing Monitoring ………………………………………………………………………………………………
. 17
3.10
S kills and E xpertise from Exter nal Service P roviders ………………………………………………… 17
3.11
When a person may be deemed not to be Fit …………………………………………………………… 17
3.12
Independent Directors ……………………………………………………………………………………………
18
4
What happens when a person is not Fit & Proper? ……………………………………………………….. 19
4.1
Candid ates ……………………………………………………………………………………………………..
…… 19
4.2
Directors ………………………………………………………………………………………………………
……… 19
4.3
Other Persons Subject to the Standard …………………………………………………………………… 20
4.4
Authorised Representatives …………………………………………………………………………………… 20
4.5
Other Employees …………………………………………………………………………………………………
. 20
4.6
Termination of E mployment …………………………………………………………………………………… 20
5
Appointment of Responsible Persons
…………………………………………………………………………… 22
5.1
Appointment Policy ………………………………………………………………………………………………
. 22
(a)
All Director and Senior Manager Appointments …………………………………………….. 22
(b)
In de pend ent Director App oin tmen ts
…………………………………………………………….. 22
5.2
App ointment Pro cess …………………………………………………………………………………………….
23
(a)
Directors & Senior Mangers ……………………………………………………………………….. 23
(b)
Interim appointment of Responsible Persons……………………………………………….. 23
(c)
Information provided upon appointment
……………………………………………………….. 24
(d)
Induc tion ………………………………………………………………………………………………….. 24
5.3
Suc cess ion Planning ……………………………………………………………………………………………..
25
5.4
Appointment of R esponsible Persons w ho are not D irectors or Senior Managers
…………. 25

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(a)
For service providers. …. … …. … …. …. … …. … …. … …. …. … …. … …. …. … …. …. … …. … …. … 25
(b)
For employees and contractors of a connected entity ……………………………………. 25
6
Training and P rof essional Development ……………………………………………………………………….. 26
6.1
Training policy …………………………………………………………………………………………………
…… 26
(a)
Induction Training ……………………………………………………………………………………… 26
(b)
Ongoing Professional Development
…………………………………………………………….. 27
(c)
Ot her Persons Subject to t he St andard . … …. …. … …. … …. …. … …. … …. … …. …. … …. … 27
(d)
Auth orised Re presen tatives a nd e mp loye es no t su bject to the Stan da rd …………. 2 8
6.2
Monitoring of Professional Development Activities
……………………………………………………. 28
(a)
Identified Knowledge Deficiencies ………………………………………………………………. 28
(b)
Identifying Skill Deficiencies ……………………………………………………………………….. 28
7
Monitoring the Capacity of Representatives …………………………………………………………………. 30
7.1
Who is a Representative? ……………………………………………………………………………………… 30
7.2
The Capacity of Represent at ives .. …. … …. …. … …. … …. …. … …. … …. …. … …. … …. … …. …. … …. … 30
7.3
Exceeding Capacity ………………………………………………………………………………………………
30
7.4
Monitoring
……………………………………………………………………………………………………………. 30
(a)
Specific monitoring……………………………………………………………………………………. 30
(b)
General monitoring ……………………………………………………………………………………. 31
8
Whistleblow ing ………………………………………………………………………………………………….
…………. 32
9
Related Notices to Regulators …………………………………………………………………………………….
… 33
10
Appendix A Œ Responsible P ersons ……………………………………………………………………………… 34
10.1
Responsible Persons Annual and Initial Declaration…………………………………………………. 34
(a)
Part A: Personal Details of the Responsible Person
…………………………………. 34
(b)
Part B: Propriety Attestation to be
completed by All Responsible Persons
. 37
(c)
Part C: Related Party Tr
ansactions to be completed by ALL Responsible
Persons

……………………………………………………………………………………………………………. 39
(d)
Part D: A uditor A ttestat
ion to be completed by the External Auditor Only
… 41
10.2
Professional Development Self-Assessment Confidence Matrix …………………………………. 43
11
Appendix B – Independent Director Annual and Init ia
l Declar ation …………..
……………
………. 46
11.1
Independent Director Annual and Initial Decl aration …………………………………………………. 46
12
Appendix C – Competencies require
d for Responsible Person Positions
………………………. 48
(a)
Directors
…………………………………………………………………………………………………. 49
(b)
External Audit Partner
…………………………………………………………………………….. 50
(c)
Internal Audit Partner

………………………………………………………………………………. 51
(d)
First Super CEO
………………………………………………………………………………………. 52
(e)
First Super Executive Manage
r Governanc e and Sec reta ry
………………………. 53
(f)
Risk Manager
………………………………………………………………………………………….. 54
(g)
Administrator CEO
………………………………………………………………………………….. 55
13
Fit and Proper Policy: Appendix D Œ First Super Pt
y Ltd Stateme nt of Ca pacity …………….. 5 6

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1 Glossary
AFSL Au stralia n Finan cial Services License
Auth orised
Representative
As defined in the Corporations Act 2001 (Cth) and Regulations
Board The Board of Fir st Super Pty Limited
CA Corporations Act 2001 (Cth) and Regulations
Committee Audit & Compliance Committee
Constitution The Constitution of First Super Pty Limited originally dated December
1998.
Contractor A person or firm that undertakes a contract to provide materials or
labour to perform a service or do a job.
Direc tor(s ) Direc tor(s ) of Firs t Super Pty Limited
Employee A person who usua lly works fu ll-time, part-time or casually and wo rks
as a part of the Trustee office and as directed by their employer.
First Super First Super Pty Limited acting ei
ther as a Trustee of regulated funds or
on its own behalf or both as the context requires.
Fund First Super superannuation fund
General Law A collective term for Common Law and Equity
Officer A collective term for statutory
and General Law officers of First Super
Pty Ltd, including Dir ector s, Responsible Officers, Responsible
Persons and Responsible Managers.
Responsible Officer As defined in s10 of SIS, plus all other Responsible Persons under
APRA SPS 520.
R esponsable Person,
Responsable Person
Positions
Same meaning as under SPS 520. See Appendix C for Responsible
Person Positions. This term includes all possible Responsible Officers,
Corporate Officers and Responsible Managers.
Relev ant Law Any Ac t, Regulation, Contrac t, Trust Deed, Equitable Principle,
D ocument or Precedent relevant as circumstance requires.
Responsible Person

An executive officer of First Super Pty Limited, a Representative or
Responsible Officer/Manager for the purposes of the Corpor ations Act
or Supervision Industr y ( Supervision) Act 1993 or both as the context
requires.
RSE License (RSEL) Responsible Superannuation Entity License
SIS Superannuation Industry Supervision Act 1993 (Cth) & Regulations
Trustee First Super Pty Limited.

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2 Introduction
2.1 Background
Superannuation Prudential Standard 520 (SPS) imposes
a Fit and Proper Standard on the Trustee.
The SPS has the effect of amplifying certain Corpor
ations Act obligations that require the Trustee
to possess the attributes and skills to enable it to
properly discharge the du
ties and responsibilities
of an RSE Licensee in a prudent manner.
These include, but are not limited to:
character, competence, diligence, experi
ence, honesty, integrity and judgement; and
educational or technical qualifications, know
ledge and skills relevant to the duties and
responsibilities of an RSE licensee.
In addition, the Trustee is subject
to similar obligations under the
Corporations Act in respect of
Authorised Representatives and the AML/CTF Act
in respect of a broader group of persons.
2.2 Objectives
While this document focuses most clearly upon
APRA administered requirements (referred to as
the Standard), it has been formulated to ensure re
lated regulatory obligations administered by
ASIC and AUSTRAC can also be met by a single
set of processes and procedures that adopt the
highest relevant requirement from ea
ch set of regulatory obligations.
This Policy (amongst other things) sets out how the Trustee:
Assesses the relevant characteristics of Re
sponsible Persons, employees and Authorised
Representatives including:
a. character, competence, diligence,
experience, honesty, integrity and judgement
(collectively called the Proper limb); and
b. educational or technical qualifications, k
nowledge and skills relevant to the duties
and responsibilities of Trustee (colle
ctively called the ﬁFit Limbﬂ);
Tests whether any Responsible Person, em
ployee or Authorised
Representative is a
disqualified person or otherwise ineligible
to hold their position due to a statutory bar.
Prudently manages the risks that persons acti
ng in Responsible Person Positions who are
not fit and proper pose to the interests, or
reasonable expectations, of beneficiaries ,
1
the
financial position of the RSE licensee, any of its
RSEs or connected entities, or in relation
to any other relevant prudential matter.

1
See the Governance Charter for the meanin g
of ﬁmeeting the reasonable expectations of
beneficiariesﬂ.

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2.3 Who does this Policy apply to?
This Policy applies to:
All Responsible Persons of First
Super Pty Ltd, including anyone who:
a. makes, or participates in making, decisions that affect the whole, or a substantial
part, of the Trustee™s business operations;
b. has capacity to affect significantly the
Trustee™s business operations or its financial
standing;
c. may materially affect the whole, or a s
ubstantial part, of the RSE licensee™s business
operations or its financial standing through their responsibility for:
i. enforcing policies and implementing
strategies approved by the Board;
ii. the development and implementation of
systems used to identify, assess,
manage or monitor risks in relation to the RSE licensee™s business
operations; or
iii. monitoring the appropriateness, adequacy and effectiv eness of risk
management frameworks;
iv. regardless of employment
status or job title.
The approved auditor due to specific inclusion in SPS 520. The Trustee considers that the
approved auditor requirement will be satisfied if this Policy is applied to the current
Managing Partner.
Due to specific inclusion in SPS 520, any
person who performs activities for a connected
entity where those activities co
uld materially affect the whole, or a substantial part, of the
Trustee™s business operations, or
its financial standing, either dire
ctly or indirectly must also
be covered by this policy.
In respect of this requirement, the Trustee holds
a view that ﬁconnected entit
iesﬂ will overlap in
meaning with s50AA CA and s170.265 of the
Income Tax Assessment Act 1997
(Cth), and has
concluded that it has one connected entity, SBA Pty
Ltd, which operates as administrator of the
Fund. In determining how to apply this conclusion
the Trustee has adopted a chain of causality test
to exclude persons (natural or corporate) for
whose ac tions SBA is answerable to the Trustee
2
, to
the extent that it does not excuse those who make regular representations to the Trustee for SBA.
2.4 How the Board determines whether a person is Fit & Proper
Subject to regulatory exceptions, only the Boar
d may determine whether a person is Fit and Proper
to hold the position they hold and play the role
they play in management and operation of the
Trustee and Fund.

In order to conclude that a person is Fit & Proper
, the Board must be able to conclude on the basis
of information collected under this Policy
3
whether:

2
APRA™s view on whether this is appropriate
was sought on 11 July 2012, but APRA did not
respond to the request.
3
This includes, but is not limited to, the annual Fi
t & Proper Review and Annual Review of Training
and Professional Development

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it would be prudent to conclude that the pe
rson possesses the competence, character,
diligence, experience, honesty, integrity and j
udgement to perform properly the duties they
perform for the Trustee;
it would be prudent to conclude that the
person possesses the education or technical
qualifications, knowledge and skills relevant to
the duties and responsibilities of an RSE
licensee;
the person is not disqualified or excluded under
the SIS, Corporations or AML/CTF Acts
from holding their position;
and
the person either:
a. has no conflict of interest in performing their duties; or
b. if the person has a conflict of interest, it would be prudent to conclude that the
conflict will not create a material risk that
the person will fail to perform properly their
duties properly.
The Fitness and Propriety of each affected pers
on is measured annually in the Fit and Proper
Review, which is carried out following the
Annual Review of Training and Professional
Development.
Both reviews are conducted by the Audit &
Compliance Committee (Committee) to ensure
information needed to measure fitness and propriety
is available and current. The Fit and Proper
Review is documented by a person tasked with
this responsibility by the Committee. The
Committee may nominate any member of management
to document the reviews, or may allocated
this task to the Internal Auditor if it believes (for whatever reason) that to be prudent in the

circumstances.
Neither the person documenting the Fit and Proper
Review or the Committee may reach a definite
conclusion regarding the Fitness or Propriety of any
person. Their task is to assemble evidence on
which the Board may reach conclusions.
The information routinely obtained and matters to be routinely considered in the decis ion-making
processes are contained in Section 3 of this document.
2.5 What information is not relevant to whether a person is Fit & Proper
SPS 520 requires that the Trustee make all reasonabl
e enquiries to obtain information, including
collecting Sensitive Information as defined in the
Privacy Act 1988,
it believes may be relevant to
an assessment of whether the person is fit and proper.
Consideration of the Privacy Act and anti-discrimi
nation legislation has led the Board to conclude
that the following Sensitive Information is not
relevant when assessing whether a person is Fit and
Proper.
Information or an opini on about an individual™s:
racial or ethnic origin; or
political opinions; or
membership of a political association; or
religious beliefs or affiliations; or
philosophical beliefs; or

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sexual preferences or practices; or
genetic information about an indivi dual that
is not otherwise health information.
This information will not be collected or retai
ned by the Trustee for the purposes of determining
whether a person is Fit & Proper.
2.6 Retention of information relevant
to whether a person is Fit & Proper
All information collected and reports compiled under
this Policy are Trustee records and must be
maintained for not less than 10 years. All Sensitiv
e Information collected by the Trustee for the
purposes of determining whether a person is Fit &
Proper must be stored in a locked metal cabinet
or in a secure folder with access limited to the
CEO, the HR Specialist and the Executive Officer.

Going forward, any certified copies of scre
ening records confirming identity, integrity and
credentials verification material
will be stored electronically.
2.7 Operational Performance of the Board
Operational performance relates to the efficacy
with which the Board and committees operate.
While this is only consequentially relevant to
the question of performance against the Standard, it
is a vital and related consideration for the
purposes of the Corporations Act and other
Superannuation Prudential Standards.
Operational performance relates to
issues such as whether:
the Board is operating effectively against
reasonable expectations for a competent board
of the same type in similar circumstances;
individual directors conscientiously
attend meetings as required;
each committee has attended to the business allocated to it; and
each committee has access to the skills and expe
rtise required to meet its core obligations.
The Trustee monitors operational performance:
Annually by examining attendance of Individ
ual Directors at Board and committee meetings
as part of the Fit & Proper Review;
Annually by considering, to the extent
it is reasonably possible to do so, whether
committees have effectively attended to the busi
ness allocated to them as part of the Fit &
Proper Review;
Annually by considering whether each commi
ttee has the particular skills and expertise
needed to operate effectively as part of the Fit & Proper Review;
Annually by considering the conduct of t
he Board against key Prudential Standards as part
of the Fit & Proper Review; and
Ev ery two years by commissioning an exter
nal review of Board Performance. The
procedure and methods used by the external review
are largely left to the discretion of the
ex ternal party since knowledge of what pr
ocedures and methods are likely to be most
effective is part of the expertise relied upon.
A party contracted to perform an external
review of Board Performance must have clear
expertise in relevant disciplines and may
include organisations such as AIST, AIM or
a general consulting firm that is able to
demonstrate relevant expertise.
Issues to be considered on completion of
the annual and biennial reviews above include:

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Whether further action is needed to improve t
he operational efficacy of the Board and/or
committees;
Whether committee charters ought to be reviewed;
Whether the committee structure adopted by the Trustee remains relevant and effective;
and
Who should fill the chairperson(s) role(s) when t
he Board reviews this position each year?
2.8 Review of t his Policy
This policy will be reviewed as t
he Board considers appropriate from
time to time. The Policy will
also be reviewed as:
Legislation promptsthe
need to review policies;
Provided for in the Trustee™s Compli
ance and Risk Management Checking plan;
The circumstances of the
Fund change significantly;
The Committee determines that there is a need for review; or
The Trust Deed and Rules or Constitution change.
2.9 Access to this Policy
In addition to any other circumstances specifi
ed in any other document, this policy must be
provided to:
any candidate for election or appointment as
a director of the Trust
ee as soon as possible
after the candidate is nominated;
any other person before an assessment of t
heir fitness and propriety is conducted; and
any other person who is subject to this policy on request.

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3 Fit & P roper Evaluation
3.1 Continuous Disclosure Obligation
Responsible Persons
At each Board and Committee meeting, Responsible
Persons present are required to confirm that,
in their opinion, they continue to meet the requi
rements of the Standard, including all requirements
of the Conflict of Interests Policy. Between meet
ings, Responsible Persons are required to inform
a Co-Chairperson as soon as:
they become aware they no longer meet
a requirement of the Standard; or
they become aware of an issue
which is likely to lead in the future to them no longer meeting
a requirement of the Standard.
In the absence of a Co-Chairperson, a Responsib
le Person may notify the CEO who will advise
the Co-Chairpersons. After notification, the Co-C
hairpersons will determi
ne the appropriate action
to be taken to ensure compliance with this Policy
, which may include referring the issue to the
Committee or the Board.
Deemed Responsible Persons

Persons occupying Responsible
Person Positions who became, or
will in future become, a
Responsible Person by operation of the SPS may pr
ovide continuous disclosure notifications to
the Executive Manager Governance in the first instance.
Where this occurs, the Executiv
e Manager Governance will assess
the information received and
complete an Incident & Breach Report for the CEO to consider.
Other Persons
Any other person subject to this Policy must in
form the Executive Manager Governance as soon
as:
they become aware that they no longer m
eet the requirements of this Policy; or
they become aware of any issue which may le
ad in the future to them no longer meeting
the requirements of this Policy.
The Executiv e Manager Governance will as sess t
he information received and complete an Incident
& Breach Report for the CEO to consider.
3.2 Annual Review
While the Committee and Board may consider Fitnes
s and Propriety at any time using any lawful
means not excluded by this Policy, the Board has
determined that Fitness and Propriety will
normally be measured and documented through an
annual Fit and Proper Review following an
Annual Review of Training and Pr
ofessional Development. Both
reviews are conducted by the
Committee.
On receipt of these reports the Board will make
whatever additional inqui
ries it deems appropriate
in the circumstances, and determine how to res
pond to any adverse observations or omissions
before determining the final form of both reviews.

Page 13 of 57
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3.3 Process for Propriety Assessment
Responsible Persons
Before appointment, and thereafter on an annual bas
is, the Trus tee requires all Responsible
Persons to complete Appendix A of this Policy in
the form it appears from time to time. Management
may adapt Appendix A for the purposes
of improving the quality or
efficiency of the assessment
process as circumstances require.
Independent Directors will also be required to complete an additional attestation as to their
independence (Appendix B). The CEO will provide
a copy of the applicable Appendices to each
Responsible Person at commencement of
the Fit & Proper Review each year.
Before or on appointment,
4
the CEO will facilitate arrangements
to obtain the following measures
of propriety for each Responsible Person and employee:

Australian Federal Police Check (which
meets APRA requirements) and any required
overseas police check;
Bankruptcy check;
ASIC AFSL banned person register check;
ASIC Disqualified perso
ns register check;
ASIC Banned Futures Repres
entatives register check;
ASIC Banned Securities Repres
entatives register check; and
APRA Disqualified persons check.

Before or on appointment, confirmation will be provided to the Trustee and the CEO by the HR
Specialist or other person engaged to provide this
service that the following information has
been collected or supplied for identify, integrity, and credentials verification:
C.V.;
Characterreferences;
Workingrights;
Mediasearch;
Ac ademicqualifications;
Professionalmemberships/licenses;
Employmentreferences;
Sanctions and Politically Exposed Person checks.
In addition:
each APRA and ASIC register check listed abo
ve will be carried out against each person
subject to this Policy each year as part
of the Trustee™s Fit and Proper review; and
Australian Federal Police and bankruptcy c
hecks will be carried out against each person
subject to this Policy every second year as
part of the Trustee™s Fit and Proper review.

4
The SPS permits this process to occur after appointment in some circumstances.

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The purpose of these checks is to help test o
ngoing compliance with the ﬁProperﬂ limb of the
Standard, certain AFSL obligations
and AML/CTF monitoring obligations.
The results of these checks and review of completed Appendix A and B documents will be reporte d
to the Committee. The Committee will then consi
der any issues raised and report to the Board,
which may make further inquiries.
Authorised Representatives and Employ
ees not subject to the Standard
Prior to receiving becoming an Authorised Represent
ative or prior to employment, the CEO will
facilitate arrangements to obtain the following
measures of propriety for each prospective
Authorised Representative and employee:

Before or on appointment, confirmation will be
provided to the CEO by th e HR Specialist or
other person engaged to provide this service that t
he following information has been collected
or supplied for identify, integrity, and credentials verification:
C.V.;
Characterreferences;
Workingrights;
Mediasearch;
Ac ademicqualifications;
Professionalmemberships/licenses;
Employmentreferences;
Sanctions and Politically Exposed Person checks.

In addition:
each APRA and ASIC register check listed abo
ve will be carried out against each person
subject to this Policy each year as part
of the Trustee™s Fit and Proper review; and
Australian Federal Police and bankruptcy c
hecks will be carried out against each person
subject to this Policy every second year as
part of the Trustee™s Fit and Proper review.
The purpose of these checks is to help test
ongoing compliance with the ﬁProperﬂ requirements
found in the Corporations and AML/CTF Acts.

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The checks operate in addition to any Human Res
ources pre appointment checks, not in place of
them, and will be reported to the Committee. The Co
mmittee will then consi
der any issues raised
and report to the Board, which may make further inquiries.
3.4 Additional Information
Once a report for 3.3 above is made to the Board, it may determine to collect further information to
consider Fitness and Propriety at any time usin
g any lawful means not excluded by this Policy .
3.5 When a person may be
deemed not to be Proper
A person is not Proper and cannot become or remain a Responsible Person or Authorised
Representative if they:
5

Are listed on any ASIC Register of Banned and Disqualified Persons;
Are listed on the APRA Disqualification Register;
Were at any time convicted of an offence of dishonesty;
Have at any time had a civil penalty order made against them;
Are an insolvent under administration; or
Are subject of an adverse finding by a financia
l regulator in relation to conduct involving
dishonesty.
The Committee must re port all such instances to
the Board. It must also consider on a case by
case basis whether an employee in the same
circumstances should remain employed by the
Trustee.
There would normally be a case to assert that a
person is not Proper if sound evidence indicated
they:
Demonstrated a lack of willingness to
comply with legal obligations, regulatory
requirements or professional standards, or
had been obstructive, misleading or untruthful
in dealing with regulatory bodies or a court;
Knowingly breached a fiduciary obligation or
statutory duty to which they were subject;
Failed to follow the Trustee™s
Conflict of Interest Policy;
Perpetrated or participated in negligent, decei
tful, or otherwise discreditable business or
professional practices;
Had been reprimanded, or disqualifi
ed, or removed, by a professional or regulatory body in
relation to matters relating to the person™s honesty, integrity or business conduct;
Seriously or persistently fail
ed to manage personal debts or financial affairs satisfactorily in
circumstances where such fail
ure caused loss to others;
Had been substantially involved in the manage
ment of a business or company (other than
as in a restructuring, rescue or similar capac
ity) which has failed, where the failure was
occasioned in no small part by deficiencies that
were reasonably within the person™s control;
Had been of bad repute in any business or
financial community
or any market; or

5
Approval may be sought particularly where an adv
erse finding originated in a foreign jurisdiction
or is of uncertain status (E.G. the ACCC or a state regulator).

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Had been the subject of civil or
criminal proceedings or enforce
ment action, in relation to
the management of an entity, or commercial
or professional activities, which were
determined adversely to the person (includi
ng by the person consenting to an order or
direction, or giving an undertaking, not to
engage in unlawful or improper conduct) and
which reflected adversely on the person™s co
mpetence, diligence, judgement, honesty or
integrity.
Evidence of any of these requires the Committee
to investigate further, consider whether the
person is Proper to be a Responsible Officer,
employee or Authorised Representative and report
its findings to the Board.
Conduct that is not normally conclusive of a lack
of Propriety, but which may support a conclusion
that a person is not Proper includes failure to:
Observe the code of conduct contained in the Governance Charter.
Comply strictly with all annual Fit and Pr
oper attestation requirements under this Policy.
Meet the Continuous Disclosure Obligation under
this Policy in respect of a minor matt er.
Subject to the whistle-blower Policy, observe
the convention that (to the extent permitted
by law) matters discussed at Board or
Committee meetings and associated documents
constitute confidential information.
Declare small gifts or minor entertainment as
required by the Trustee™s Conflict of Interests
policy and Governance Charter.
Evidence of any of these requires the Committee to
investigate further and advise the Board on its
deliberations.
3.6 Process for Fitness Assessment
The Trustee has established minimum fitness (or
competency) requirements to ensure that the
Board has access to an appropriate mix of skills
and experience to properly discharge its duties.
The presence of required skills and experienc
e is assessed for the annual Fit and Proper review
through an Annual Review of Training and Profe
ssional Development. The Board has formulated
a standard format for this review which is
exemplified by the current review document.
A key objective of the Annual Review of Traini
ng and Professional Development is to help in
assessing whether Responsible Persons meet
the requirements of their Responsible Person
Position Description (see Appendix C).
3.7 Individual Fitness Requirements
Responsible Persons
Individual Responsible Persons are required to, at
a minimum, meet each requirement set out for
their Responsible Person Position in Appendix C.
There is no specific fitness level for new Direct
ors, but where a newly appointed Director does not
possess the appropriate competencies at appointment
the Trustee will provide training, which must
be completed within an agreed time of appointment. Further detail is provided in section 6.1.
All new Responsible Persons who are not Director
s are normally expected to meet all requirements
set out in Appendix C for their Responsible Person Position at all times from their date of
engagement. Where this is not the case, the reas
ons for appointment and corrective action must
be documented.

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Authorised Representatives
No person can be issued or continue to hold Authorised Representative status unless they meet
the relevant minimum competency and training requi
rements set by ASIC from time to time.
Other persons subject to this standard
Other persons must be competent to hold t
he position they hold with First Super.
3.8 Collective Fitness Requirements
These are the competencies that must be present
across the population of Responsible Persons
to enable the Board effectively discharge its duties.
The list of required competencies at the date
of this Policy was:
Administration (Fund) Administration (General)
Communications Finance

Financial Planning Governance
Industrial relations Investments
Legal & Compliance Trusteeship Skills

Management Marketing
Taxation
The Trustee will take steps to ensure that it c
an, at all times, count amongst its number at le ast
one person who is competent in each of these areas
. Each year the skills of Responsible Persons
will be mapped against this list as part of t
he Annual Review of Training and Professional
Development to produce a chart of avail
able expertise and training requirements.
3.9 Ongoing Monitoring
Training and professional development
is monitored by use of a register to help ensure the over-
all required skill base is maintained between reviews.
3.10 Skills and Expertise from External Service Providers
The Trustee recognises the benefits of obtaining exte
rnal assistance from
experienced consultants
and advisers. As part of the Trustee™s risk management
framework it brings
in additional skills and
expertise in the following areas as needed:
Audit and accounting;
Legal and compliance;
Investment and valuations;
Actuarial and IT; and
Fraud detection and investigation.
The Trustee acknowledges that use of external ski
lls and expertise does not affect its responsibility
for the prudent management of the Fund.
3.11 When a person may be deemed not to be Fit

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The fitness of a person would normally be call
ed into question if they did not possess the
qualifications and experience claimed in their CV, or
if they did not comply with their training and
professional development plan without good reason.
Where this occurs the Committee must
consider the relevant circumstances
and report its findings to the Board.
The Fitness of a Responsible Person will be in ques
tion if they did not meet the criteria set out for
their Responsible Person Position in Appendix C.
Where this occurs the Committee must consider
the relevant circumstances and report its findings to the Board.
The failure of a Responsible Person to complete
8 hours of formal training and professional
development in two consecutive years is grounds
for inquiring into whether a person meets to fit
limb of the standard.
An Authorised Representative will not be fit if they
fail to meet, at any time, the relevant minimum
qualification and competency requirements set by
ASIC. Where this occurs, the CEO or delegate
must take immediate steps to re
voke any Proper Authority held.
An employee who is not a Responsible Person may
be considered unfit if that do not possess the
necessary education and training re
quired for their position.
3.12 Independent Directors
Independent Directors are subject to additional conduc
t requirements that may affect their Fit &
Proper status, but which do not discr
etely match either limb of the Standard. In order to monitor
these, the Board has determined that:
On appointment and on an annual basis, each Independent Director must make the
declaration set out in Appendix B of this Policy as it appears from time to time; and
Each Independent Director must declare at the commence ment of each Board me eting (or
sooner to a Co-Chairperson) any
change in circumstances that may impair the Director™s
independence;
Failure to observe these obligations may constitute evidence that an Independent Director is not
Fit & Proper.

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4 What happens when a person is not Fit & Proper?
The SPS provides that:
no person who is assessed as being not Fit and Proper may be appointed to or retain a
Responsible Person position with the Trustee; and
The Trustee must notify APRA within 14 days
of a person being found not to be fit and
proper.
However, the fact of having been found not to be Fit & Proper will not normally end a contractual
relationship, nor is such a findi
ng conclusive proof of wrong doing.
Responses to a finding that a person is not Fit
& Proper will therefore vary according to the
circumstances and may include one or more of:
Remedialaction;
Standing aside pending further information;
Reassignment to different duties;
Dismissal;or
Termination of a contract.
As a result, the Board™s response to a finding that
a person is not Fit & Proper will be guided by the
following considerations:
4.1 Candidates
A candidate for any position who is assessed as
being not Fit & Proper may not be appointed to
any position. If a letter of appointment has alr
eady been provided to the candidate, or if the
candidate has terminated other opportunities
of employment on a reasonable expectation of
employment, compensation may be due to the candi
date and legal advice should be sought.
4.2 Directors
If a Director is assessed as being
not Fit & Proper they may not continue to act as a Director, and
must resign or be removed as a Director under t
he processes contained in the Constitution and
Corporations Act, as explained in the Governanc
e Charter. This process will be managed by the
Committee, but only the Board may terminate a Directors™ appointment.
Where an Independent Director has had their independence impaired, they may remain Fit &
Proper if the breach is not material and can be
rectified quickly. See the Governance Charter for
further information on removal of an Independent Director .
If a Director must be removed, it is critical they
are removed in accordance with the Constitution
and Relevant Law, including preparation of docum
entation sufficient to defend against a counter
claim based on intimidation or refusal to
accept direction. It is also critical to keep in mind that being
found not to be Fit and Proper does not invalidate
a Director™s appointment or remove their legal
rights. It merely obliges the Board to act to resolv
e the issue in accordance with the law. Failure to
correctly define and act within the law as at exists
at the time of removal may create an entitlement
to compensation that would not otherwise exist.
It is also important to keep in mind that there is
no option to suspend a Director or for a Director to
temporarily stand aside pending further investigation.
It may however be possible to reach a short
term ﬁpairingﬂ arrangement to allow time to further
consider issues before commencing final action.

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4.3 Other Persons Subject to the Standard
If a person subject to the Standard who is not a Di
rector is assessed as being not Fit & Proper,
that person may not continue to act in any position that is a Responsible Person Position. It is
further anticipated that such a person™s connecti
on to the Trustee will ultimately be severed;
however the method of severance (if it occurs)
must be consistent with the law and any applicable
contract. This process will be managed by t
he CEO in conjunction with the Committee.
Where action to be taken involves termination, modi
fication or action under a contract that is not
an employment contract, the Board (or its delegate
) must approve any final course of action before
implementation. Where action concerns an auditor,
particular care must be taken to observe
ASIC™s current auditor removal and approval process. Where action to be taken involves

termination of an employment contract, t
he steps below under the heading ﬁTermination of
Employmentﬂ must be followed.
4.4 Authorised Representatives
If a person who is an Authorised Representative is
assessed as being not Fit & Proper, that
person™s Authorised Representative status must
be terminated immediately.
It is further probable
that such a person™s connection to the Trustee will be severed; however the method of severance

must be consistent with the law and any applicable contract.
This process will be managed by
the CEO in conjunction with the
Committee. Where action to be
taken involves termination, modi
fication or action under a contra
ct that is not an employment
contract, the Board must approve any final course
of action before implementation. Where action
to be taken involves termination of an employ
ment contract, the steps below under the heading
ﬁTermination of Employmentﬂ must be followed.
4.5 Other Employees
If an employee who is not covered by one of the categories above is assessed as being not Fit &
Proper, that person must not be permitted to work
in any capacity that has responsibility for the
operation of any AML/CTF, financial,
fraud or risk management function.
This process will be managed by the CEO. Wh ere fu
rther action to be taken involves termination
of an employment contract, the steps below unde
r the heading ﬁTermination of Employmentﬂ must
be followed.
4.6 Termination of Employment
Where there are no charges pending
Termination of employment must occur in a wa
y consistent with any employment contract and
Relevant Law. To ensure this occurs the following actions should be taken (as appropriate in the
circumstances):
Preparation of a memo to the employee documenting the circumstances that have arisen
(e.g. area of underperformance or contravention of standards). If this justifies summary

Page 21 of 57
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termination
6
due to a course of conduct that includes gross dishonesty, negligence or
frequent disregard for the law, employment
may usually be terminated immediately.
Unless step 1 identifies circumstances
justifying summary termination, the employee
should be counselled about their performance
to ensure they have an opportunity to
respond and rectify the issue, improve their
conduct or performance (if possible in the
circumstances). It may be necessary to conduct more than one round of performance
counselling and performance monitoring.

Subsequent removal may occur where it can be shown that continued conduct is
inconsistent with any continued employment
by the Trustee, however the employee should
be afforded an opportunity to resign. The CEO
will consider the circumstances and, where
required, seek legal advice on co
mposition of a dismissal letter.
No person who has demonstrated a course of co
nduct involving dishonesty may be permitted any
active role in administration of the Fund or
management of the Trustee, even where their
employment cannot or should not be
immediately terminated. In each case it must be kept in mind
that laws relating to harsh or unreasonable termi
nation have proven to be highly variable. Care
must therefore be exercised to apply current legal standards.
Where charges have been made or are expected
In the event that an employee is or is expected
to be charged with a relevant civil or criminal
offence
7
or an offence involving dishonesty but
no conviction has been entered, the Trustee
requires the following process to be adhered to:
The issue will, in the first instance, be
referred to the CEO for consideration.
Legal advice may be sought by the CEO (if thought necessarily) in respect of the charges
and to ensure that employment terms, privac
y and other legislative considerations are
taken into account prior to termination if justified in the circumstances.
No person who has been or may be about to be char
ged with an offence involving dishonesty may
be permitted any active role in administration of
the Fund or management of the Trustee, even
where their employment cannot or should not be imm
ediately terminated. In each case it must be
kept in mind that laws relating to harsh or
unreasonable termination have proven to be highly
variable. Care must therefore be exer
cised to apply current legal standards

6
The threshold for summary termination is high
and this should not be attempted without specific
legal advice.
7
Summary offences do not generally merit dismis
sal or action. Generally, a course of conduct
suggesting dishonesty or frequent disregar
d for the law or duties is required.

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5 Appointment of Re
sponsible Persons
5.1 Appointment Policy
No Director, Senior Manager or other Responsible Person may be appointed if to do so would
cause a breach of the Standard since that is inc
onsistent with clause 3 of the Constitution and
(arguably) constitutes a breach of trust.
The following rules apply to ensure that Direct
or and Senior Manager ap pointments are not mad e
in breach of the Standard,
(a) All Director and Senior Manager Appointments
Except where determined by APRA
8
, no Director or Senior Manager may be appointed, if they:
Have not been assessed as Fit & Proper und
er the procedures contained in this policy
(including having received a copy of this policy);
Were a member of an audit firm or a di
rector of an audit company, who served in a
professional capacity in the audit (internal or
external) of the Trustee within the past two
years; or
Were an employee or director of an audit com
pany (Internal or External) who acted as the
lead auditor or review auditor of the
Trustee within the past two years.
(b) Independent Director Appointments
In addition to the above, and Independent Director may only be appointed if they:
Are not a member of the fund; and
Are neither an employer-sponsor of the fund
nor an associate of such an employer-sponsor;
and
Are neither an employee of an employer-spon
sor of the fund nor an employee of an
associate of such an employer-sponsor; and
Are not, in any capacity, a representative of a trade union, or other organisation,
representing the interests of one or more members of the fund; and
Are not, in any capacity, a representative of
an organisation representing the interests of
one or more employer-sponsors of the fund.
In addition, a person may not be suitable for appoint
ment as an Independent Director if that person:
Is or has been during the last three years a
substantial shareholder of the Trustee or their
related entities, or a director or employ
ee of a substantial shareholder and its related
entities;
Is or has been during the last three years
an employee of the Trustee or Super Be nefits
Administration Pty Ltd (SBA) or their related entities;

8
APRA may determine that a person holds a resp
onsible person position despite any of these
factors.

Page 23 of 57
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Is or has been during the last three years
providing consulting, advisory or custodial
services to the Trustee or the Fund, either
as an individual or through an organisation of
which they are under, or have had, a contractual arrangemen t;
Is or has been a director or
employee of any of the entities in which the Fund is invested;
has familial or other close connections with any of the above.
An appointment made in the presence of any of
these factors would not necessarily breach the
Standard nor would it necessarily
be improper. However consideration must be given to the
possibility of loss of independence prior to appointment.
5.2 Appointment Process
(a) Directors & Senior Mangers
The Board appoints Directors. The process for
nomination and appointment of Directors is
contained in the Constitution of First Super Pty
Ltd and explained in the Governance Charter. The
Governance Charter provides further explanation as
to why a Director may not be appointed except
in compliance with this Policy despite the Consti
tution. Any attempt to do so may trigger a breach
of trust and consequent action against the Di
rectors collectively or personally.
Senior Managers are appointed by the Board in c
onsultation with the CEO following a selection
process and completion of an employment contra
ct. The selection process includes compliance
with the requirements of this Policy.
(b) Interim appointment of Responsible Persons
Where necessary and urgent to prevent an inability
to operate the Fund or
Trus tee, a person may
be appointed to a Responsible Person Position
without a full Fit and Proper assessment for a
period of up to 90 days (longer with APRA™s wr
itten agreement), providing reasonable steps have
been taken to assess the fitness and propriety
of the appointee and a full Fit and Proper
assessment is completed prior to any permanent appointment.
Persons so appointed must not be appointed under a perma nent contract unless or until they have
been demonstrated to be Fit and Proper.
In every such case the CEO will facilitate arrangem
ents to urgently obtain the following to assist
in making an initial assessment of
the person™s likely Fit & Proper status:

Completed appendix A of this policy ;
CurriculumVitae;
Verification ofqualifications;
Signed Consent to Act (directors only); and
APRA and ASIC disqualified register searches.
Bankruptcy checks and Police c
hecks are to be obtained at the earliest possible time after the
person commences if they cannot be obtained before.
All information will be forwarded to
the members of the Committee for consideration at the earliest
reasonable time.

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(c) Information provided upon appointment
The Trustee provides candidates for Director an
d Senior Manager positions with the following
information:
the Governance Charter;
the Trustee™s Fit and Proper Policy; and
the Trustee’s Risk Management Strategy.
The Trustee provides Directors
and Senior Managers with all necessary resources to enable them
to properly meet their responsibilities
to the Fund and its members, including:
letters of appointment, including a summary of the legal obligations and duties of the
Trustee Board and of individual Directors and other Officers;
appropriateinduction;
initial and ongoing training; and
access to independent advice.
(d) Induction
The induction process for Direct
ors & Senior Managers includes:
a meeting with the Chief Executive Office
r to obtain an overview of the Fund and the
Trustee Board;
immediate access to ap
propriate training;
the Governance Charter;
the Fund™s trust deed and Trustee Company™s Constitution;
copies of the RSE Licence and the key RSE li
censing policies, including, as a minimum:
a. the Trustee™s Fit & Proper Policy;

b. strategic plan, the current business plan and budget; and
c. Trustee™s risk management strategy
and the Fund™s risk management plan;
the Fund™s investment governance statement;
copies of the most recent Product Disclosure Statements;
service provider list;
copy of the most recent annual report;
an overview of the Fund, including a membership profile; and
details of the resources and training available
to directors and other responsible officers.
More detailed information is maintained by
management and provided to Directors and other
Senior Managers on request, this includes:
a register of Board policies or significant resolutions;
copies of the minutes of all Board and Company meetings;
copies of the minutes of committee meetings;
past copies of member and em
ployer communication material;

Page 25 of 57
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copies of (or summaries o f) all relevant legislation;
a summary of any delegations from the Tr
ustee Board to other persons, entities or
committees;
contracts with all service providers, to
gether with their most recent reports; and
copies of all insurance policies.
5.3 Succession Planning
In considering succession planning
, the Board will contemplate compliance with its obligations
under the Standard.
5.4 Appointment of Responsible Persons wh
o are not Directors or Senior Managers
Responsible Persons who are not Directors or
Senior Managers will be service providers (e.g.
auditors) or employee/contractors of a connected entity.
(a) For service providers
The audit and internal audit partners are to be tr
eated as though they were Senior Managers, but
with contracts consistent with the Outsourci
ng Policy. Any other contractors found to be
Responsible Persons become subject to this Policy
as soon as they are found to be Responsible
Persons. If this occurs prior to appointment,
they are treated as though they were a Senior
Managers but with contracts consist
ent with the Outsourcing Policy.
(b) For employees and contractors of a connected entity
The Trustee does not appoint these persons, however
the Trustee will decline to deal with such
persons to the extent reasonably possible unless they
meet the same criteria that apply to Senior
Managers to the extent reasonably applicable in t
he circumstances. Each such person must be
provided with the same information that is provid
ed to a Senior Manager under this policy (to the
extent applicable in the circumstances)
at the earliest reasonable time.
Where an employee or contractor of a connect
ed entity is found not to be Fit and Proper, a
contractual dispute with exist between the Tr
ustee and connected entity to be resolved in
accordance with the Relevant Law and contract.

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6 Training and Professional Development
6.1 Training policy
Responsible Persons must have access to initial and ongoing training and professional
development to maintain the expertise necessary
to properly oversee the management of the Fund
and Trustee. This is the responsibility of the Trus
tee, except where otherwise provided for under a
contractual arrangement. In these cases the Trus
tee will require that the contractor certify
continued competence to a level sufficient to ev
idence that the ﬁFit Limbﬂ of the Standard has been
met.
Authorised Representatives need both initia
l and ongoing training and professional development
to maintain the expertise necessary to meet obl
igations under Chapter 7 of the Corporations Act.
This is the responsibility of the Trustee.
Other employees must demonstrate and maintain rele
vant competence to carry out the tasks they
undertake for the Trustee. It is the responsibil
ity of the Trustee to ensure that adequate training
and professional development is provided.
The Trustee has developed training policies and
procedures to deal with these requirements as
follows.
(a) Induction Training
Directors & Senior Managers
Nominees and applicants (plus those who nominat
e/appoint them) are informed that commitment
to initial and ongoing training is a requirement of
appointment. A prospective or new Director or
Senior Manager who has not already obtained
the minimum competencies listed below will
complete induction training to address any deficiencies:
An understanding of, and ability to implement, the SIS covenants outlined in the
Governance Charter.
A working knowledge of the SIS legisl
ation and other prudential requirements;
A basic knowledge of the elements and applicat
ion of other RSE licensee and trust law;
A working knowledge of relevant accounti
ng, auditing and operational processes; and
An awareness of other areas
where additional technical profes
sional or expert advice could
be sought.
This minimum standard can be obtained through comp
letion of courses offered by organisations
such as ASFA or AIST.
Because each Director and Senior Manager is a Re
sponsible Person, they must, at a minimum,
also meet each requirement set out for their
Responsible Person Position in Appendix C.
There is no specific Fitness level for new Dire
ctors in Appendix C, but where a newly appointed
Director does not possess the competencies spec
ified in Appendix C at appointment, the Trustee
will provide training which must be complet
ed within an agreed time of appointment.
Senior Managers are normally expected to meet al
l requirements set out in Appendix C for their
Responsible Person Position at all times from t
heir date of engagement. Where this is not the case:
a Training and Professional Development Plan
must be put in place to rapidly address the
gap; and

Page 27 of 57
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interim measures must be put in place to
address the gap, these might include use of
consultants or supervision by another Senior Manager.
Each new Director or Senior Manager will be
provided with a Training and Professional
Development plan reflecting these rules soon after commencement.
Other Persons Subject to the Standard
A person subject to the Standard who is not
a Director or Senior Manager will:
If an employee, have training and competenc
ies assessed as part of the employment
process and receive a Training and Professional Development Plan consistent with the
duties they undertake for the Trustee.
If not an employee, have training and competencies assessed as part of the initial fit and
proper evaluation, and be asked to provide detai
ls of how they will achieve or maintain
competency to meet the role they play in
operation of the Trustee and/or Fund. Such
persons include the Auditor and Internal Audit partners.
Authorised Representatives and employ
ees not subject to the Standard
A person not subject to the Standard will:
If an employee, have training and competenc
ies assessed as part of the employment
process and receive a Training and Professional Development Plan consistent with the
duties they undertake for the Trustee. Stat
us as an Authorised Representative will not,
under any circumstances, be issued until an a
cceptable level of competence is achieved.
If not an employee, have training and competencies assessed as part of the initial fit and
proper evaluation, and be prevented from ac
ting for the Trustee by withholding the
Authorised Representative status until
competence is cl early achieved.
This process will be managed by the CEO
in conjunction with the Committee.
(b) Ongoing Professional Development
Directors & Senior Managers
Are required to maintain their skills and co
mpetencies by complying with a Training and
Professional Development Plan prepared for them as
part of the Trustee™s Annual Training and
Professional Development Review. Each Traini
ng and Professional Development Pl an will take
account of the requirements in the relevant Responsible Person Position in Appendix C.
Training and Professional Development Plans
may include attendance at vari ous programs,
industry seminars, conferences and
other activities. Directors &
Senior Managers will be required
to do as much training and profes
sional development as is necessa
ry to establish and maintain
competence as determin ed by the Training and Prof
essional Development Review process. This
will involve not less than 8 hours of formal
traini ng and professional development each year, but
Directors and Senior Managers are expected to complete not less than 15 hours. Failure to

complete 8 hours of formal training and profe
ssional development in two consecutive years is
grounds for inquiring into whether a person m
eets to ﬁProperﬂ limb of the standard.
Board members and Senior Managers will be sponsor
ed for any events attended in line with this
Policy on prior approval, and may seek approval for
events outside this Policy at any time with
respect to professional developmen
t. Approval is the prerogative of the Chief Executive Officer
plus the Chairperson or both Co
-chairpersons (or if not ava
ilable any other Director).
(c) Other Persons Subject to the Standard

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A person subject to the Standard who is not
a Director of Senior Manager will:
If an employee, will be treated as though they
were a Senior Manager for Training and
Professional Development purposes.
If not an employee, maintain their skills an
d competencies to a level thought acceptable by
the Trustee and measured as part of the Tr
ustee™s annual Training and Professional
Development Review. This will include certificat
ion of competencies in light of the Trustee™s
needs.
(d) Authorised Representatives and empl
oyees not subject to the Standard
To remain Fit & Proper to provide General Finan
cial advice, Authorised Representatives must
maintain their skills and competencies by completing not less than 30 hours of approved

professional development or
training each year.
6.2 Monitoring of Professional Development Activities
All persons subject to this Poli
cy are required to provide details
of training and professional
devel opment undertaken to the Chief Executive Offi
cer who maintains a training and professional
development register.
Annually, each Responsible Person is required to complete a skills and experience self-
assessment questionnaire (Appendix A)
. This provides a subjective view of comfort with current
levels of skill and experience in light of changing
circumstances, and is used to consider what the
Trustee must do to be certain it can m
eet its own minimum skills requirements.
The Chief Executive Officer is responsible fo
r monitoring the skills and experience of all
Responsible Persons to ensure that each has appr
opriately identified and fulfilled their training
obligations and requirements on a continuous basis
. This is performed in conjunction with the
Chairperson or Co-chairpersons
and Committee on an annual basis.
(a) Identified Knowledge Deficiencies
Further to the annual completion of the self-assessment questionnaire the Chief Executive Officer,
in conjunction with the Chairper
son or Co-chairpersons, performs
a review of the areas where
individual Responsible Persons have specified that
they require development. The results of this
are incorporated into the Annual Revi ew of Tr
aining and Professional Development and reported
to the Board. Where necessary, a meeting is
held between the Chief Executive Officer and each
Responsible Person to determine the most appropriate
training programs, courses or conferences
to be undertaken or attended to address their spec
ific requirements and the timeframe in whic h
this will be achieved.
The training undertaken is documented on the traini
ng and professional devel
opment register. The
register is used to record and monitor individual
training and professio
nal development programs
and progress. The regi ster will be updated on
the completion of training and professional
development programs and, as
a minimum, annually.
Each Responsible Person who has identified a gap
in skills or knowledge is required to address
any weaknesses or deficiencies within six months
of the completion of the questionnaire at the
latest.
(b) Identifying Skill Deficiencies

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For the purpose of monitoring the actual skills
available to the Trustee for recruitment and
management purposes, the Board has fo
rmulated the following list of
skills it believes are required
to properly manage the busines s of the Fund:
Administration (Fund) Administration (General)
Communications Finance
Financial Planning Governance
Industrial relations Investments

Legal & Compliance Trusteeship Skills
Management Marketing
Taxation
Each year the Trustee secretariat will prepare a
report mapping the skills available to the Trustee
for the purposes of identifying any gaps to be
addressed by further training, professional
development, recruitment or adoption of any other
measure thought suitable by the Trustee. This
will form part of the Annual Review of
Training and Professional Development.

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7 Monitoring the Capacity of Representatives
7.1 Who is a Representative?

For the purposes of the Corporations and SIS Acts
a representative can be any of the following:
An Authorised Representative of First Super Pty Limited;
An employee or Director of First Super Pty Limited;
A Responsible Manager nominated in respect of the AFSL held by the Trustee;
An employee or director of a related body t
hat p rovides a financial service for or on behalf
of First Super Pty Limited;
Any other person acting on behalf of
First Super Pty Limited; or
A person permitted by the Trustee to projec
t ostensible authority as a representative
.

7.2 The Capacity of Representatives

The capacity to act accorded to representatives has
a direct bearing on their Fitness and Propriety
since substantially or frequently exceeding that
capacity may indicate a lack of Propriety.
Representatives are informed of their capacity to act as follows:
Authorised Representatives
are provided with a Statement of Capacity (Appendix D).
Representatives who are service providers (s
uch as the SBA contract centre) are made
aware of their responsibilities through the instrument of appointment and compliance
reviews conducted through the Compliance & Risk Management Work Plan.
Directors and employees of First Super Pt
y Limited are made aware of their capacity
through training, the Governance Charter
and a policy on delegation of authority.
7.3 Exceeding Capacity

No representative may exceed the authority granted
to them under their Statement of Capacity or
other instrument. For removal of doubt, a person acting beyond their capacity on the instructions

or agreement of another who has
that capac ity will not be deemed
to have exceeded their authority.

The actions of any person projecti
ng ostensible authority as a representative of First Super must
be challenged by First Super by, at a minimu m, clar
ifying the true extent of authority to all affected
third parties.
7.4 Monitoring

(a) Specific monitoring
Representatives who hold Authorised Representati
ve status, or who work in a client service
capacity and may provide general financial pr
oduct advice under supervision, are subject to
monitoring under the Compliance
& Risk Management Work Plan.
Representatives who are Director
s or Responsible Officers are subject to an annual evaluation
process under the Fit and Proper Policy and are r
equired to make declarations of any new conflict
of interests, or disqualification at each B
oard and Committee meeting they attend. Similar
requirements apply to Authorised
Representatives and all employees of the Trus tee in order to
comply with AML/CTF obligations.

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Representatives who are service
providers are subject to compliance review under the Trustee™s
Compliance & Risk Management Work Pl
an and service provider reviews.
(b) General monitoring
The Incident & Breach Policy requ
ires analysis of Incident and Br
each reports. This analysis will
be used by the Audit & Compliance Committee to
detect possible non-compliance and identify
training needs.
The Inquiries and Complaints Policy requires analysis
of complaints receiv ed. This analysis will be
used by the Audit & Compliance Committee to det
ect possible non-compliance and identify training
needs.

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8 Whistleblowing
All aspects of the Trustee™s operations are subject
to its Whistle-blower™s Policy. For removal of
doubt, and despite anything else in any contract
or other document, the Trustee and its connected
entities expressly and irrevocably:
Consent to a person notifying either the Committee or APRA if they believe that a
Responsible Person does not meet the Trust
ee™s Fit and Proper criteria and the reasons
for that belief;
Consent to a person notifying APRA if they believe the Trustee has not complied with an
applicable Prudential Standard and the reasons for that belief;
Consent to any person who has held a Respon
sible Person Position disclosing information
or providing documents to APRA relating to th
eir reasons for resignation, retirement or
removal;
Waves any rights they may have under any c
ontract or policy that might otherwise
constrain, impede, restrict or discourage, w
hether by confidentiality clauses, policies or
other means, any person from disclosing in
formation or providing documents to APRA
about matters referred to in this section 6; and
Asserts that no person acting in accordance with
this section 6 in good faith will be subject
to, or threatened with, a detriment because of any notification in purported compliance with
the requirements of the Fit and Proper Policy.

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9 Related Notices to Regulators
The Trustee must, using the forms
provided by regulators (if any):
Notify APRA within 14 days if it assesses a Responsible Person as not Fit and Proper and
whether or not the person remains in the re
sponsible person position, including reasons.
Take reasonable steps to:
a. obtain any information and documentation that APRA asks of it; and
b. provide that information to APRA to
assist APRA in assessing the fitness and
propriety of a person. This could include
providing the Fit and Proper Poli cy to APRA
on request.
Notify ASIC within 7 days of a change in Di
rector, Secretary, Responsible Officer for AFSL
purposes or Authorised Representative.
Notify APRA within 7 days of a change in
Director, Secretary or Responsible Manager.
Notify ASIC within 7 days of a change in
address or name of a Director, Secretary,
Responsible Manager for AFSL purposes or Authorised Representative.

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10 Appendix A Œ Responsible Persons
10.1 Responsible Persons Annual and Initial Declaration
OBJECTIVE
The information collected and confir
med in this document is used to enable First Super Pty Ltd (the
Trustee) to evaluate compliance with the Fi
t and Proper requirements and complete various
regulatory reports. All Responsible Persons of
the Trustee are required to complete this
declaration prior to appointment and annually thereafter.
(a) Part A: Personal Details of the Responsible Person
1 Personal Details
Name

Previous names

Current Residential
Ad d ress

Current Postal
Ad d ress

Email address

Telephone numbers

Occupation

Proposed Position (If
applicable)

Date of birth

Place of birth

Nati onality

Residency status (if
not Australian)

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2 Financial and Other Interests
Please list any financial or other interests held t
hat are relevant to a fit and proper assessment.
This will include direct and
indirect interes ts in or affecting se
rvice providers and related parties of
First Super Pty Ltd.
Company/entity
Nature of Financia
l/Other Interest

3 External Positions
Please list any external executive
positions, secretary positions or
directorships (executive or non-
executive) currently held or held within the last 5 years.
Company/entity
Position
Date Appointed
Date Resigned

4 Major Shareholdings
Please provide details of any major shareholdings t
hat exceed 10% of the total amount of shares
on issue.
Company/entity
% Held

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5 Financial Benefit
Please provide detai ls of any financial benefits deriv
ed either directly or indirectly from an entity
that provides services to the Trustee.
Company/entity
Nature of financial benefit

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(b) Part B: Propriety Attestation to be
completed by All Responsible Persons
The Trustee requires that all RESPONSDABLE
PERSONS make the following ATTESTATION.

I __________________________________________ attest, confirm and assert that I:
(1) Have not (or do not have):
(1.1) Possessed a lack of willingness to comply
with legal obligations, regulatory requirements or
professional standards, or been obstructive, misleadi
ng or untruthful in dealing with regulatory
bodies or a court;
(1.2) Breached a fiduciary obligation;
(1.3) A material conflict of interest that I have
failed to properly declare, or which has been properly
declared but is not capable of being adequately managed
so as to prevent me carrying out my role
and functions with the degree of probity an
d independence expected under the Governance
Charter or Relevant Law;
(1.4) Perpetrated or participated in negligent, dece
itful, or otherwise di
screditable business or
professional practices;
(1.5) Been reprimanded, or disqualified, or removed,
by a professional or regulatory body in relation
to matters relating to the person™s h
onesty, integrity or business conduct;
(1.6) Seriously or persistently fa
iled to manage personal debts or fina
ncial affairs satisfactorily in
circumstances where such failure caused loss to others;
(1.7) Been substantially involved in the management of
a business or company (other than as in a
restructuring, rescue or similar capacity) which
has failed, where that failure has been occasioned
in no small part by deficiencies in that management;
(1.8) Been of bad repute in any business or
financial community or any market;
(1.9) Been the subject of civil or criminal proc
eedings or enforcement action in relation to the
management of an entity or commercial or professional
activities which were
determine d adversely
to me (including by consenting to an order or di
rection, or giving an undertaking, not to engage in
unlawful or improper conduct), and which refl
ected adversely my competence, diligence,
judgement, honesty or integrity; or

(1.10) Committed, or had committed against me, an ac
t of victimisation of the type prohibi ted by
s68 of the SIS Act.
(2) Am not:
(2.1) An insolvent under administration (a person declared bankrupt or having entered into an
arrangement under Part X of the Bankruptcy Act).
(2.2) An undischarged bankrupt under:
the
Bankruptcy Act 1966
or the law of an external Territory; or
the law of a country other than Australia or the law of an external Territory.
(2.3) A person whose property is subject to cont
rol under section 50 or 188 of the Bankruptcy Act
1966 (or a corresponding provision of an external
Territory or the law of
a foreign country).

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(2.4) A person who has executed a deed of assi
gnment under Part X of the Bankruptcy Act 1966
or a corresponding provision of an exte
rnal Territory or of the law of a foreign country if a certificate
has not been given under:
section 232 of that Act or the corresponding provis
ion of the law of the external Territory or
foreign country, as the case may be, in respect of the deed; or
section 237A of that Act or the corresponding pr
ovision of the law of the external Territory
or foreign country, as the case may be, in respect of the deed.
(2.5) A person whose creditors have accepted a co
mposition under Part X of the Bankruptcy Act
1966 or the corresponding provisions of the law of an
external Territory or of the law of a foreign
country, if a certificate has not been given under
section 243A of that Act or the corresponding
provision of the law of the external Territory or
foreign country , as the case may be, in respect of
the composition; or
(3) Have not been convicted of:
(3.1) an offence against any law in connection with
the promotion, formation or management of a
company or other body corporate;
(3.2) an offence involving fraud;

(3.3) an offence involving a breach of a duty owed by a directors and other officer under the
Corporations Act 2001
(Cth) including insolvent trading; or
(3.4) an offence of involving dishonesty.
(4) Am not and never have been:
(4.1) A Disqualified Person in terms
of the SIS or Corporations Acts;
(4.2)

Subject to a civil penalty order u
nder the SIS or Corporations Acts;
(4.3) Prohibited from being a director of a body
corporate under the Corporations Act 2001 or
similar overseas legislation; or
(4.4) A person subject to a Court order
preventing them from managing a company.
(5) Have:
(5.1) Declared any real or potential conflicts of in
terest in a way consistent with the Trustee™s
Conflict of Interests Policy;
(5.2) Read and complied with the Trustee™s Fit and Proper Policy for all of the period for which I
have been a Responsible Person of First Super Pty Ltd.;
(5.3) Undertaken to immediately notify the Trustee in
writing or to immediat
ely resign my position
as a Responsible Person should I believe that I
cease to satisfy the requirements of the Fit and
Proper Policy; and
(5.4) Undertaken to take part in training and pr
ofessional development in accordance with the
Trustee™s Fit and Proper Policy.

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(c) Part C: Related Party Transactions to
be completed by ALL Responsible Persons
Strict legal requirements surround the reporting of
related party transac ti ons… This section as ks
Responsible Persons to provide information for
use in financial statements and regulator reports.
A related party includes:
a company that controls or is controlled by another company;
any entity controlled by a director, or their em
ployer spouse, parents or children; that deals
with First Super; and
any entity controlled by any of the
entities or persons listed above.
Control means ﬁa significant influence overﬂ.
You must disclosure any transaction between First
Super and any other party with which you have
significant influence IF the transaction has not
already been fully disclosed (suc
h as the CFMMEU contract).
Please make disclosure by answering the fo
llowing questions. For each question the word
ﬁyouﬂ

includes:
your spouse or a relative
of you or your spouse,
a trustee of a trust under which you, a spouse or a relative has a beneficial interest,
a company in which you, a spouse or a relative has a greater than 10% interest, and
any other entity controlled by you or
a person or persons referred to above.
1 Are you or have you been a member of First Super?
Yes / No
If so please provide your membership number _____________________
2 Have you ever received a benefit from the
Fund other than Director Fees or a salary?

Yes / No
If yes, did you receive an additional benefit not
covered by normal membership of the Fund?
Yes/No
If yes please provide details below.

3 Have you obtained or received a loan fr
om the Fund or a related party of the Fund?

Yes / No

If yes please provide details below

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4 Have you ever contracted to provide a
service or product to the Fund or Trustee
other than services as a Responsible Person
or another contract already properly
disclosed?

Yes / No
If yes please provide details below.

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(d) Part D: Auditor Attestation to be
completed by the External Auditor Only
This attestation is required to permit the Board to sa
tisfy itself that the auditor is independent of the
Trustee, and that there is no conflict of interest
situation that could compromise, or be seen to
compromise, the independence of the auditor.
I, ____________________________________________ as managing partner of the appointed
external auditor to First Super Pty Ltd, t
he First Super superannuation fund and SBA Pty Ltd
declare that:
I am independent, within the meaning of the Corporations Act 2001, in both in appearance
and in fact form First Super Pty Ltd, the First Super superannuation fund and SBA Pty Ltd.;
I have no conflict of interest situation in re
spect of First Super Pty Ltd, the First Super
superannuation fund or SBA Pty Ltd;
There are no facts or circumst
ances known to me that coul d, in relati on to myself and the
audit firm, could compromise the independence certified in (a) above;
Neither I nor any other person who will play a
significant role in the audit of First Super Pty
Ltd, the First Super superannuation fund and SBA Pty Ltd in the coming fi nancial year has

done so for more than five successive years, or for more than five years out of seven
successive years;
I am:
a. registered as an auditor under the Corporations Act 2001;
b. a member of a recognised professional body; and
c. ordinarily resident in Australia;
I am not an employee of or contactor to (except
as Auditor) First S
uper Pty Ltd, the First
Super superannuation fund or SBA Pty Ltd or of a related body corporate or a connected
entity or either;
I have a minimum of five years™ relevant ex
perience in the audit of the business operations
of RSE licensees;
I have sufficient experience relating to the
business operations of RSE licensees to be
confident that I am familiar with current issues in the audit of the business operations of
RSE licensees; and
I amnot:
a. an actuary of First Super Pty Ltd, t
he First Super superannuation fund and SBA Pty Ltd
RSE licensee or RSE;
b. an employee or director of a body corpor
ate, statutory body, partnership, trust, or
commercial or professional enterprise of any
kind of which the actuary is an employee
or director; or
c. a partner of the actuary.

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Sign either below to make all attestations relevant to you.
By signing this declaration I acknowledge that:
All statements and omissions made in this
document are true and purposeful; and
I have a positive obligation to disc lose any additi
onal information, whether or not specifically
requested in this form, that is reasonably rele
vant to my status as a Fit & Proper person;
and
failure to disclose information that is r
easonably relevant to a Fit and Proper assessment
may be taken as evidence that I am not a Fit and Proper person; and
I am authorising First Super Pty Ltd to provi
de to APRA any information relevant to my Fit
and Proper status it is required to provide
to APRA under any law or prudential standard;
and
I consent to the collection and use of any in
formation (including sensitive information)
permitted to be collec ted by this Policy for
the purpose of determining whether I am Fit &
Proper by First Super Pty Ltd or by APRA
for its powers and functions under the SIS Ac t

Name Signature

Date

Name of Witness Signature of Witness

Date
Or
Provide an explanation of why you are unable to make
one or more of the attestations that are
contained in this document and relevant to you.

Name Signature

Date

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10.2 Professional Development Se
lf-Assessment Confidence Matrix
The Trustee has established a fit and proper fr
amework to ensure that the Board has an
appropriate mix of skills and experie
nce in order to properly discharge
its duties. This is designed
to provide continued compliance wi
th the Fit and Proper Standard.
Part of this framework involves each Responsible
Person providing a subjective assessment of
their confidence in certain skills required to run
the fund and Trustee. Confidence in skills is not the
same as actual competence. Confidence will gener
al ly decrease as uncertainty increases, and is
a useful indicator of when training and professi
onal development ought to focus more on basic or
particular skills .
The attached skills matrix requires Responsible Pe
rsons to self-assess their level of confidence in
their current skill level with regard to the env
ironment in which they currently operate.
Completing the table
The rating scale comprises three levels of co
mpetence equating to the following definitions:
Requires Development:
This is a new or rapidly ev
olving concept in the present
circumstances that requires attention.
Basic knowledge:
I am confident I have a good grasp of the basics in the present
circumstances.
Competent:
I am confident I have a sound knowledge that allows for useful
engagement with experts in t
he present circumstances.

To complete the table please tick or write ‚yes™
in the box that best describes your level of
confidence with your current know
ledge in each technical area.

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Name:

Date of completion:
Rating Scale (Tick One Box)
Increasing Confidence
Requires
Development
Basic
knowledge
Co mpetent
COMPETENCIES
1. Basics of Superannuation
Includes an understanding of:
The need for superannuation
Different forms of retirement saving.
Differen t types o f su pe rannu atio n fun ds.
Basic legislative provisions Œ Superannuation
Guarantee (SG)/preservation.

2. Governance and Trusteeship
Includes an understanding of:
Basic principles of trust law.
Governing documentation (Articles of
Association & Trust Deed).
Boa rd co mposition /app ointme nt/removal
process
Conflicts of inter est policy
SIS Trustee Responsibilities
Complaints requirements and procedures

3. Superannuation Le
gislation and other
Legislation (as it rela
tes to superannuation)
Includes an understanding of:
Superannuation Industr y (Supervision) Act
(SIS)
SG
Co-contributions.
Ch oice of Fun d
APRA/ASIC licensing
Family Law
Privacy
Anti-Money Laundering and Counter-Terrorism
Financing

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4. Investments
Includes an understanding of:
The role of different asset classes in a super
fund.
Approaches to investment (unit pricing/crediting
rates).
Understanding how strategy is constructed.
Principles in the use of
‚alternative™ investment
classes.
Safe custody of assets.
The role of consultants and monitoring.

5. Finance, Taxation
and Administration
Includes an understanding of:
Outs ourced versus in-house service provision
Understanding key administration/accounting
processes.
Service leve l ag reements Œ construction , ke y
terms, conditions and monitoring
Sta tutory requireme nts Œ disclosure.
Principles in the taxation of contributions.
Prin ciples in the ta xation of asse ts/growth .
Principles in the taxation of benefits.
Trustee responsi
bilities, returns and reporting
Income protection/death benefits

6. Knowledge of systems and administrative
procedures

7. Business Planning

8. Communications

9. Marketing

Please indicate any specific training or dev
elopment that you would like to undertake:
Subject Description
Outline Specific Needs

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11 Appendix B – Independent Direct
or Annual and Initial Declaration
11.1 Independent Director Annual and Initial Declaration
OBJECTIVE
All independent non-executive directors (both incu
mbent and prospective) are required to complete
this declaration prior to appointment and annually thereafter.
If any of the statements below are incorrect, please insert the correct information and initial the
changes.
1. I confirm that I am not in any way involved in the management of Firs t Super or First Super
Pty Ltd or, nor any related body corporate with
in the meaning of the Corporations Act 2001.
2. I confirm that I am not in the employ of First Super Pty Ltd or any related entities, either
directly or indirectly, whether by normal
employment means, by contractual arrangement,
or otherwise.
3. I confirm that I am not a member of First Su
per. If I was previously a member of First Super
or its predecessor funds, I have provided details in the table below.
4. I confirm that I am neither an employer-sponsor
of First Super, nor an associate of such an
employer-sponsor.
5. I confirm t hat I am not, in any capacity
, a representative of any of the Employer
Organisations of the Fund or their related en
tities, or any other or
ganisation representing
the interests of one or more employer-sponsors of the fund. If I was previously such a
representative, I have provided details in the table below.
6. I confirm that I am not, in any capacity
a representative of the Forestry and Furnishing
Products Division of the Construction, Forest
ry, Maritime, Mining and Energy Union or its
related entities, or a representative of any ot
her Union representing the interests of one or
more members of First Super. If I was previo
usly such a representative, I have provided
details in the table below.
7. I confirm tha t I am not, n or have been during t
he last three years, a substantial shareholder
of First Super Pty Ltd or any related entities,
or a director or employee of a substantial
shareholder and any related entities.
8. I confirm that I am not, nor have been, duri
ng the last three years providing consulting,
advisory or custodial services to First Super
Pty Ltd or the Fund, either as an individual or
through an organisation of which they are under,
or have had, a contractual arrangement.
9. I confirm that I am not, nor have been, a director or employee of any of the entities in which
the Fund is invested, either
directly or indirectly.
10. I confirm that I am not, nor have been, during
the last four years the auditor of First Super
Pty Ltd, the Fund or Super Benefits Administrati
on Pty Ltd, the review partner or a senior
audit staff member on the audit of these funds
and companies, nor during the last two years
was a partner of the audit firm that provided
audit services to these funds and companies
but was not directly involved in the audit.
11. I confirm that I have not had or am not having
dealings, affiliations or associations, either
directly or indirectly, that may interfere or
be perceived as potentially interfering with my
ability to discharge my duties as a
director of First Super Pty Ltd.
12. I confirm that I have not served on the Board for such a period of time that the perception
of a reasonable person is that the person
could no longer be considered independent (a
person with continuous service as a director
for 10 years may not be considered to be
independent).

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13. I confirm that I do not have familial
or other close connections with the above.
The Trustee requires that each independent director
confirm that they meet
with each of the above
requirements.
If you do not satisfy each of the requirements liste
d above, or are unable to confirm that you do,
please provide the details in the table below:

Please provide details in the table below of any prev
ious relationships referred to in items 1, 3 and
4 above:

DECLARATION
I declare that each of the above statements is true and complete and Iwill inform the Trustee in
writing as soon as possible if I cease to be independent of First Super Pty Ltd and its related entities

or if any of the above statements ceases to be true.

Independent Director Name

Signature Date

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12 Appendix C – Competencies r equi
red for Responsible Person Positions
Competencies required for Responsible
Person Positions from July 2012.

The Relevant Prudential Standard requires that the
Trustee must clearly define and document the
competencies required for each responsible person position.
Responsible person position means the responsibilitie
s or activities of a responsible person that
would lead to the person being a responsible person that is a person who is:
adirector;
a senior manager;
an approved auditor;
an approves actuary (not relevant);
the secretary; and
a person who performs activities for a conne
cted entity where those activities could
materially affect the whole, or a substantia
l part, of the RSE licensee™s business operations,
or its financial standing, either directly or indirectly.
The Responsible Person Positions
known to exist at the date this Appendix was drafted were:
AllDirectors;
CEO;
Executive Manager Governance (also Secretary);
RiskManager;
External Audit Partner;
Internal Audit Partner; and
The CEO of the Administrator (a connected entity).
Responsible Persons must be assessed as Fi
t & Proper before appointment except where:
APRA dee ms a person to be a Resp onsible Pers
on, in which case assessment must occur
within 28 days; or
It is necessary and urgent to make an interim
appointment to prevent an inability to operate
the Fund or Trustee. In these circumstances
a person may be appointed to a Responsible
Person Position without a full Fit and Proper
assessment for a period of up to 90 days
(longer with APRA™s written
agreement), providing that all reasonable steps have bee n
taken to assess the fitness and propriety of the appointee and a full Fit and Proper
assessment is completed prior to any permanent appointment.

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(a) Directors

Core Requirements

Directors must be:
Eligible to be appointed to and hold the position of Director of an RSE Licensee under
Australian law.
Assessed as being and remain Fit & Proper under this Policy.
Be normally resident in Australia.

Competency Requirements
Directors* must at all times:
Have the capacity and willingness to understand and deal diligently with:
o
Corporate and trust accounts;
o
Trust law issues;
o
The operation of the First Super superannuation fund;
o
Corporate governance issues; and
o
Superannuation and financial services law issue.
Have the capacity and willingness to observe
the code of conduct and other rules rest out
in the Governance Charter.
Be willing to undertake such training
and professional development
as the Board deems
necessary and desirable.
Directors must acquire the following compet
encies within an agreed time after appointment:
An understanding of, and ability to implement, the SIS covenants outlined in the
Governance Charter.
A working knowledge of the SIS legisl
ation and other prudential requirements;
A basic knowledge of the elements and applicat
ion of other RSE licensee and trust law;
A working knowledge of relevant accounti
ng, auditing and operational processes; and
An awareness of other areas
where additional technical prof
essional or expert advice could
be sought.

*Board Co-Chairs and Committee Chairs are key
leadership positions and as such, individuals
filling these positions have to hav
e additional skills that are beyond what is required of a Director.
Any Director appointed to be a Chair must possess
the qualities and abilities to be impartial and
objective; to be effective; show an interest in the
viewpoints of fellow Directors; be a good strategist;
speak clearly and succinctly and be able to run a
meeting so that it commences and finishes on
time.

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(b) External Audit Partner

Core Requirements

The External Auditor must:
Commencing in the 2012 calendar year, the Exte
rnal Audit Partner must meet all Fit and
Proper test set out in this Policy prior to
appointment and each year after as part of the
Trustee™s Fit & Proper Review.
Be eligible to be appointed to and hold a Responsible Person position for an RSE Licensee
under Australian law.
Be normally resident in Australia.

Competency Requirements
The External Auditor must:
Be registered as an auditor under the
Corporations Act 2001
.
Not be an employee or Director of the Trustee
or of a related body corporate or a connected
entity.
Have a minimum of five years™ relevant ex
perience in the audit of the business operations
of RSE licensees;
Have experience relating to the business operat
ions of RSE licensees that is sufficiently
relevant and recent as to make the Auditor familiar with current issues in the audit of the
business operations of RSE licensees;
Must not be:
o
an actuary of the RSE licensee or RSE;
o
an employee or director of a body corporat
e, statutory body, partnership, trust, or
commercial or professional enterprise of
any kind of which the actuary is an
employee or director; or
o
a partner of the actuary;
Be a memb er of a recognised professional body; and
Approved in writing by ASIC for appointment as
auditor of the Trustee prior to appointment.

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(c) Internal Audit Partner

Core Requirements

The Internal Auditor must:
Commencing in the 2012 calendar year, the In
ternal Audit Partner must meet all Fit and
Proper tests set out in this Policy prior to
appointment and each year after as part of the
Trustee™s Fit & Proper Review;
Be eligible to be appointed to and hold a Responsible Person position for an RSE Licensee
under Australian law;
Be normally resident in Australia; and
Agree to enter into a written agreement that co
mplies with the Trust
ee™s Outsourcing Policy.

Competency Requirements
The Internal Auditor must:
Be registered as an auditor under the Corporations Act;
Not be an employee or Director of the Trustee
or of a related body corporate or a connected
entity;
Have a minimum of five years™ relevant ex
perience in the audit of the business operations
of RSE licensees;
Have experience relating to the business operat
ions of RSE licensees that is sufficiently
relevant and recent as to make the Auditor familiar with current issues in the audit of the
business operations of RSE licensees;
Must be able to assist with process improv
ement projects and by providing access to
expertise in the following areas:
o
actuarial services;
o
administration services;
o
fraud investigation and prevention;
o
AML/CTF processes; and
o
taxation.
Be a member of a recognised professional body;
Be able to satisfy the Board that they have at
their disposal sufficient resources to conduct
an evaluation of the adequacy and effectivene
ss of the financial and ri sk management
framework of the Trustee. The
Internal Audit partner must agree to make provision of this
service a core component of the contract of appointment; and
Agree to make reporting of any inability
to adequately access any part of the Trustee™s
business lines and support functions in the
course of performing theirduties a core
component of the contract of appointment.

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(d) First Super CEO

Core Requirements

The First Super CEO must:
Meet all Fit and Proper test set out in this Policy prior to appointment and each year after
as part of the Trustee™s Fit & Proper Review;
Be eligible to be appointed to and hold a Responsible Person position for an RSE Licensee
under Australian law; and
Be normally resident in Australia.

Competency Requirements
The First Super CEO must:
Possess professional and degree qualifications
in commerce, economics, finance or related
field.
Have a minimum of fifteen years relevant busin
ess experience, with at least 10 years in a
managerial position and 5 years in a senior
accounting/finance or business position.
Have experience reporting to Boards at a senior level.
Have experience as a responsible officer or similar position.
Have a broad appreciation and understanding of economics, marketing, investmen t
managemen t and theory, finance, busine
ss management and the inter-relationship
between these disciplines.
Have broad experience, appreciation and
understanding of APRA, ASIC and ATO practices
and procedures.
Have strong inter-personal, and ve
rbal and written communication skills.
Have company secretariat experience and qualifications.
Sales and marketing knowledge and experience.
Knowledge of computer systems.
Knowledge and experience of investment
analysis and forecasting techniques.
Industrial relations management.

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(e) First Super Executive Manager Governance and Secretary

Core Requirements

The First Super Executiv
e Manager Governance must:
Meet all Fit and Proper test set out in this
Policy prior to appointment and each year after
as part of the Trustee™s Fit & Proper Review;
Be eligible to be appointed to and hold a Responsible Person position for an RSE Licensee
under Australian law; and
Be normally resident in Australia.

Competency Requirements
The First Super Executiv
e Manager Governance must:
Have not less than 5 – 10 years of experienc
e in the superannuation sector, with well-proven
skills and competency in the area of
operations and/or risk management.
Have tertiary qualifications in an appropr
iate discipline are required, including a sound
knowledge of Financia
l Services law.
Have extensive knowledge and experience
in the administration and management of
regulated superannuation funds, including contract management and dealing with service
providers.
Have experience with and reporting
to Boards at a senior level.
Have experience as a responsible officer or similar position.
Have broad experience, appreciation and
understanding of APRA, ASIC and ATO practices
and procedures.
Have company secretariat experience and/or qualifications.
Have knowledge of computer systems.

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(f) Risk Manager

Core Requirements

The Risk Manager must:
Meet all Fit and Proper test set out in this Policy prior to appointment and each year after
as part of the Trustee™s Fit & Proper Review.
Be eligible to be appointed to and hold a Responsible Person position for an RSE Licensee
under Australian law.

Competency Requirements
Have not less than 5 year s of experience in
risk management, preferably within the finance
sector. Must be capable of preparing detailed repo
rts to the Board of the Trustee accurately
and fully in respect of all the areas listed above;
Have tertiary qualifications in an appropr
iate discipline are required. Accounting and
financial risk qualifications are highly regarded;
Have experience with and reporting
to Boards at a senior level;
Have experience as a responsible
officer or similar position;
Have broad experience, appreciation and
understanding of APRA, ASIC and ATO practices
and procedures.

(g)
Executive Manager – Financial Advice and Education

The Executive Manager Œ Financial Advice and Education must:
Meet all Fit and Proper test set out in this Policy prior to appointment and each year after
as part of the Trustee™s Fit & Proper Review.
Be eligible to be appointed to and hold a Responsible Person position for an RSE Licensee
under Australian law.

Competency Requirements
Have not less than 5 years of experience in financial advice and education. Must be
capable of preparing detailed reports to the B
oard of the Trustee accurately and fully in
respect of all the areas listed above;
Be able to lead a program to improve the del
ivery of financial advice services through the
provision of a customer-c
entric advisory service for a dignified retirement;
Have tertiary qualifications in an
appropriate discipline are required;
Have experience with and reporting
to Boards at a senior level;
Have experience as a responsible officer or similar position;
Have broad experience, appreciation and
understanding of APRA, ASIC and ATO practices
and procedures.

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(h) AdministratorCEO

Core Requirements

The Administrator SBA CEO must:
Commencing in the 2012 calendar year, meet all Fit and Proper tests set out in this Policy
prior to appointment and each year after as par
t of the Trustee™s Fit & Proper Review.
Be eligible to be appointed to and hold a Responsible Person position for an RSE Licensee
under Australian law.
Be normally resident in Australia.

Competency Requirements
Must have a sound working knowledge of
superannuation administration including
provision of
o
Employer Services
o
MemberServices
o
Insurance Services
o
Finance, Management & Compliance Services
o
IT Services
Must be capable of preparing detailed reports to
the Board of the Trustee accurately and
fully in respect of all the areas listed above;
Must hold relevant tertiary qualificatio
ns in finance and accounting disciplines
Have extensive knowledge and experience
in the administration and management of
regulated superannuation funds.

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13 Fit and Proper Policy: Appendix D Œ Fi
rst Super Pty Ltd Stat
ement of Capacity

First Super Pty Limited (First Super
) provides –––––––––––––––––.(name)

–––––––––––––––––––––––––
–––––––––––..(address)

with the following authority as an Authorised Representative.

Advice Authority
You may provide external advisers, members,
prospective members,
sponsoring employers
and prospective sponsoring employers with:
factual product information concerning the
features of financial products issued by
First Super;
factual information related to the admi
nistration and operation of financial products
issued by First Super; and
general financial product advic
e concerning financial products issued by First Super.
Authority to Arrange
You may arrange by providing a First Super PDS to
a retail client or prospective client.
Prohibition on Personal Advice
You must not provide or conv ey the impr
ession that you are authorised to provide:
personal financial product advice on behalf of First Super; or
personal financial product advice on behalf
of yourself or any other person without
the express written agreement of First Super.
Expenditure Authority
You are authorised to incur the followi
ng expenditure on behalf of First Super.
Capital Expenditure: Nil.
Other Ex penditure: Reasonable costs in the execution of normal duties.
Conditions of Authority
You must abide by the policies and proc
edures of First Super while acting as an
Authorised Representat
ive of First Super.
You must comply with the relevant law at all times while acting as an Authorised
Representative of First Super.
You must maintain competence to provide general financial product advice in respect
of financial products i
ssued by First Super.

You must not comment on any financial produc
t or service not issued by First Super.

You must not give advice about non-super
annuation issues, financial products or
services.

You must not prepare advertisi
ng or promotional material.

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Authorised Representa tive Statement
I confirm I have read and understood this Statem
ent of Capacity. I understand that complying with
this Statement of Capacity is a condition under
which I am appointed an Authorised Representative
of First Super.
I acknowledge that this Statement o f Capacity wi
ll immediately expire should an officer of First
Super advise me verball y or in writing that I
am no longer to act as an Authorised Representative
of First Super or if my employment changes.

Signed
____________________________________________
Name
____________________________________________
Date
_______________

Issuing Officer
: I issue this Statement of Capacity in co
mpliance with the policies of First Super.

Signed
____________________________________________
Name
____________________________________________
Date
_______________

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110 – Fit and Proper Policy v7 8 Dec 2020

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