Peter M Kirby, Independent Director

Q.1

Please tell us about your strengths and skills.

Growth

My international leadership contributed substantially to growing ICI Paints to become the world paint leader before 2000. CSR Ltd became the 2nd largest producer of concrete in the USA and the largest producer of concrete pipe worldwide. Within NPHD, I have supported in the European acquisitions of Cromology, JUB and NPT by DuluxGroup and NPHD.

Strategy and Performance

I restructured CSR Ltd to become a top 10 company world-wide in heavy building materials by divesting 20 non-performing businesses and purchasing 30 companies in our core market. We demerged the USA and international businesses in order to maximize shareholder value. This became Rinker Materials which was subsequently purchased and CSR and Rinker shareholders realized at least a fourfold increase in their investment over 4 years.

HR Leadership

In rapidly growing markets I have led management succession and development planning for ICI Paints and the ICI Group overall in Asia. With NPHD’s growth this becomes very important.

Maximization of Shareholder Value (MSV)

I am wholeheartedly committed to MSV at NPHD by developing and executing long term growth strategies and executing them successfully. I also support the Group in devolving responsibility and accountability to each Partner Company Group (PCG) either organized by region or business grouping. The merits of this approach are evident in significant organic growth in NIPSEA and acquisition growth by NIPSEA and lately DuluxGroup in Europe. NPHD’s excellent performance is a result of this approach.

Q.2

What are the strengths and attractiveness as well as the challenges facing NPHD, who promotes MSV as its sole mission?

Market Position & Growth

NPHD is the market leader in Asia in the fastest paint growth region in the world. It is growing in Europe through acquisition and is now No.4 in there. It is the market leader in Australia and NZ. It is growing in the automotive OEM and marine markets throughout the world. In the USA it is strong in regional California. We have a strong position in market adjacencies like sealants, adhesives and construction chemicals in some regions and extending these internationally is a substantial opportunity.

Management Ethos

NPHD’s Board and management are committed to the maximization of shareholder value subject to satisfying legal, social, ethical and sustainability obligations. This is achieved organizationally by having independent PCGs headed by very focused experienced paint CEOs who are given substantial autonomy and wide-ranging decision-making powers to foster long term growth and financial performance. Business units inside each PGC are run on a similar basis. Our Asset Assembler model means that new companies and management can be slotted into NPHD without losing momentum. In the command and control model usually used by Western companies, the acquired companies are absorbed into the acquiror’s management control system with often a major loss in momentum. The commitment and enthusiasm of NPHD staff even in acquired companies, is very noticeable.

Risk Management

With the increasing international scale of the Group, the Directors have to ensure that risk management and mitigation, and effective accounting control systems are embedded within each PCG while respecting their autonomy. Acquisitions bring risk and my M&A experience helps in the Board Audit committee. Our Audit-on-Audit framework reviews audit results with management & external auditors in a trust-based relationship. Our visits to many of the business units show risk is well controlled and mitigated.

Corporate Governance

This is a major area that boards have to concentrate on, particularly where a company has a major shareholder. NPHD has excellent governance practices which protect minority shareholders. The commonality of objectives between the major shareholder and minority shareholders makes it less of a potential problem at NPHD.

Cash Generation, Capital and Finance

NPHD is a low capital-intensive business which generates enormous amounts of cash to re-invest in existing and new geographies. Further, NPHD has access to low cost debt for larger acquisitions using its Asset Assembler model. These are major competitive advantages and the Co-Presidents and the Board have the challenge that these maximize shareholder value.