Frequently Asked Questions
To invest in Xero please contact a stockbroker that trades on the ASX. In most stock tracking software you can use the symbol XRO:AX. A list of stockbrokers and other information about buying or selling shares on the ASX can be found on the .
To invest in Xero please contact your usual stockbroker. In most stock tracking software you can use the symbol XRO:AX. A list of stockbrokers and other information about buying or selling shares on ASX can be found on the .
If you are a resident outside of New Zealand and Australia and want to invest in Xero, note that Xero shares can generally only be purchased through an ASX registered stockbroker. However, you can contact your local stockbroker to see if they have a relationship with an ASX registered broker.
The Board of Directors has delegated some of its powers to Board Committees and other powers to the Company’s executives. The terms of the delegation by the Board to the Company’s executives are clearly documented, along with permitted delegations from those executives to their direct reports.
The Board comprises of six directors, being a non-executive chair, one executive director, and four non-executive directors. The Board has the broad range of IT, financial, sales, business and other skills and expertise necessary to meet its objectives.
The Chair is elected by the Board from the non-executive directors. The Board supports the separation of the role of Chair and Chief Executive. The Chair’s role is to manage the Board effectively, to provide leadership to the Board and to facilitate the Board’s interface with the Chief Executive.
The Board Charter requires that a majority of directors are “independent”. Xero’s approach to director independence is to have regard to relationships that could (or could be perceived to) materially interfere with the exercise of the unfettered and independent judgment of a director. The ASX’s Corporate Governance Principles and Recommendations provide guidance as to the factors relevant to assessing the independence of a director.
For an overview of the Board's determination of independence of the current Board, please see Xero's most recent Annual Report.
The procedures for the appointment and removal of directors are governed by the company’s Constitution. The suitability of candidates for appointment is based on certain criteria. When recommending a candidate to act as a director, the Board takes into account such factors as it deems appropriate, including the experience, skills, knowledge, independence, qualifications and availability of the candidate and the candidate’s ability to work with other directors.
Directors receive formal letters of appointment setting out the arrangements relating to their appointment.
The Board acknowledges and observes the relevant director rotation/retirement rules under Xero’s constitution and the ASX Listing Rules, meaning that the prescribed number of Directors, at a minimum, retire at the Company’s Annual Meeting.
The maximum annual remuneration able to be paid to non-executive directors is $1,400,000. The actual amount of fees paid in the past year are set out in the Company’s Annual Report.
The directors receive materials for Board meetings in advance. Xero’s Company Secretary is responsible for supporting the effectiveness of the Board by ensuring that policies and procedures are followed and co-ordinating the completion and dispatch of the Board agenda and papers.
All directors have access to the senior management team, including the Company Secretary, to discuss issues or obtain information on specific areas relating to items to be considered at board meetings or other areas as they consider appropriate.
The Board, the Board Committees, and each director has the right, subject to the approval of the Chair, to seek independent professional advice at Xero’s expense to assist them to carry out their responsibilities. Further, the Board and Board Committees have the authority to secure the attendance at meetings of outsiders with relevant experience and expertise.
All directors are responsible for ensuring they remain current in understanding their duties as directors.
Deeds of Indemnity have been granted by the Company in favor of the directors in relation to potential liabilities and costs they may incur for acts or omissions in their capacity as directors. Directors and officers liability insurance covers the risks normally covered by such policies arising out of acts or omissions of directors and employees in their capacity as such.
Board meetings are held on a regular basis and additional meetings are held when necessary. At meetings the Board considers key financial and operational information as well as matters of strategic importance.
Executives regularly attend Board meetings and are also available to be contacted by directors between meetings.
Directors who are not members of the Committees may attend the Committee meetings.
The Board has a formal review of its performance and areas of focus on an annual basis.
One of the main purposes of the Audit and Risk Management Committee is to ensure the quality and independence of the audit process. The Chair of the Committee and the Chief Accounting Officer and Chief Operating and Financial Officer work with the external auditors to plan the audit approach. All aspects of the audit are reported back to the Audit and Risk Management Committee and the auditors are given the opportunity at Committee meetings to meet with the Board without the Company’s executives present.
Contact our investor relations team.