Corporate Governance

As a leading provider of proprietary intellectual property in the healthcare sector, Working Systems is committed to the principles and practice of good corporate governance and the Working Systems board of directors endorses each of the Australian Stock Exchange Corporate Governance and Best Practice Recommendations published in March 2003.

Board Of Directors

The current board composition is as follows:

1. S.L. Pynt - Non-Executive Chairman
Mr. Pynt is a partner in the Perth legal firm, McDonald Pynt Commercial Lawyers with his main area of practice being in commercial law including corporations law, revenue law and contract law. Mr. Pynt is a Fellow of the Australian Society of Certified Practicing Accountants and a member of the Australian Institute of Company Directors. He is a Chairman of the Commercial tribunal of Western Australia, a member of the Racing Penalties Appeals Tribunal and Chairman of one public company and non-executive director of another. Mr. Pynt is a member of the audit committee.

2. A.M Cherian - Chief Executive Officer
Mr. Cherian has been in the information technology industry since 1981. In 1985 he founded Working Systems Software Pty Ltd as a developer of business software based in Perth. Mr. Cherian was appointed CEO of Working Systems Solutions Ltd in January 2002 having previously been an Executive Director of the Group. Mr. Cherian plays an active role in the strategy, operations and development of the business especially as it embraces the opportunities of the digital economy. In particular, Mr. Cherian is responsible for overall business development through identifying and securing strategic relationships and acquisitions aligned to the company's overall strategy.

3. M.P. Georgeff - Non-Executive Director
Prof. Georgeff is the principal of Precedence Research institute and a Professor in the Faculty of Information Technology at Monash University. As one of the pioneers of software agent technology, Prof. Georgeff has over 25 years experience in the field of software innovation and commercialisation, has published over 100 papers on artificial intelligence and information technology, and has two pending patents claiming 115 innovations in intelligent systems and adaptive business software. Prof Georgeff is also the founder of the Australian Artificial Intelligence Institute (AAII), a world leader in advanced information technology; and Agentis Software, a US software company. He is on the board of several leading technology commercialisation companies and research organisations and is a principal advisor to governments both in the US and Australia on information technology strategy and commercialisation.

4. Christopher M. Fullerton, BEc - Non-Executive Director
Mr Fullerton is the Managing Director of Mandalay Capital, an investor in private equity and listed securities. He has extensive experience in investment, management and merchant banking and worked in Hong Kong and Singapore for 15 years before returning to Australia in 1992. As a qualified Chartered Accountant with a Bachelor of Economics degree from Sydney University, Mr Fullerton’s previous directorships include Standard Chartered Australia Limited, Alliance Properties Limited and Federal Airports Corporation. He was Chairman of Health Communication Network Limited (HCN), a listed Australian developer and distributor of software applications to support health decisions, and Executive Chairman of Crossfield InTech, a development capital investor focusing on the IT sector. As an early, private equity investor in HCN, Mr Fullerton was involved with the development and growth of the company which became the dominant provider of GP clinical software in Australia. Presently Mr Fullerton is also the Chairman of CyGenics Limited (CYN), an ASX listed biotechnology company with global operations and Non-Executive Director of the Environmental Group Limited (EGL), an Australian based environment services company, also listed on the ASX.

5. Peter Curigliano, CPA - Company Secretary
Mr Curigliano was appointed to the position of Company Secretary in October 2005. He joined Working Systems Solutions as the Financial Controller on 17 May 2004 and has over 16 years experience in corporate accounting and tax including financial & business planning, compliance and taxation.

Working Systems Solutions Limited complies with the Principles of Good Corporate Governance and Best Practice Recommendations as presented in the ASX Corporate Governance Council's report, for the most part. However there are instances where compliance is not practicable for a company of Working Systems' small size and nature. The areas of departure from Best Practice Recommendations include the lack of a Nomination Committee and a Remuneration Committee, functions of both of which are adequately performed by the full Board. There has also been no formal performance evaluation of the Board during the past financial year and no equity based payments to Executives."