(XCOM) Executive Mgt Committee

Prior to joining Capricorn in early 2002 in his role of Chief Executive Officer, Trent had spent several years guiding the development and expansion of two of Australia’s best known retail giants, Coles Myer and Aherns/David Jones in the roles of General Manager.

Trent has postgraduate qualifications in business and e-commerce. As well as having significant experience within the retail industry throughout Australia, his particular skills in strategic planning, creative marketing, supply chain management and senior operational roles have combined well with his role at Capricorn Society.

Since joining Capricorn, Trent has steered the company through sustained periods of high revenue and membership growth whilst also working to ensure that both the Board and Management were preparing the business to meet the significant opportunities ahead and the challenges that they represent.

Trent was significantly involved in the Board’s decision to launch Capricorn Mutual Limited in late 2003 and as CEO of Capricorn Society Limited, he also is a Director of the Board of Capricorn Mutual Limited and Capricorn Insurance New Zealand Limited.

As part of his role, Trent is also the responsible officer for Capricorn Mutual Limited on behalf of Capricorn Society Limited.

In addition, Trent is a Director of Kresta Holdings Limited, one of Australia’s largest manufacturers and retailers of window furnishings and a publicly listed ASX 300 company.

Trent is actively involved in the Co-operative Sector, serving as Deputy Chairman of the Council of the Co-operative Federation of WA as well as being a representative on the industry reference group to the Western Australian Government.

Trent has completed and passed the Australian Institute of Company Directors (AICD) Course Diploma requirements as well as completing the AICD Advanced Diploma.

Trent is married to Sheryl and they have one daughter.

Greg LeGuier - General Manager Capricorn Financial Services

B. Commerce - CA
Email: greg.leguier@capricorn.coop

Greg commenced his career with Grant Thornton in 1987 and qualified as a Chartered Accountant in 1991.During 1995 and 1996 Greg worked as a Director in the London office of Grant Thornton in the Corporate Finance Division specialising in international capital raisings, acquisitions, valuations and due diligence.

Greg was appointed a partner of Grant Thornton in Perth in July 1997 and held the role of Human Resources Partner for 5 years and was also the partner in charge of Risk Management representing Perth on the Australian Association Risk Management Committee.

Prior to leaving Grant Thornton to join Capricorn, Greg was the partner in charge of their Audit, Assurance and Corporate Services Division in Perth.

Greg has significant experience in providing audit, assurance, financial and corporate advisory services to a diverse range of large clients, public and private companies involved in the professional services, mining, engineering, manufacturing, property, retailing, engineering, construction and technology sectors.

Greg has over nineteen years of professional corporate services experience and assurance service responsibility for client advisory engagements ranging from start up companies to large corporations with greater than $3 billion in revenue and $3 billion in total assets.

Greg has acted in an advisory capacity to a large number of listed and unlisted public companies on financial and corporate matters and prior to his appointment to Capricorn, carried out the role (5 years) of independent corporate adviser to the Board of Capricorn Society Limited and has been the Chairman of our Board’s Audit and Risk Committee.

Importantly, his association with Capricorn is in excess of 10 years, and Greg has played a significant role in helping the Board of Directors and the Management team to improve our governance standards whilst offering advice and guidance on the financial management of Capricorn.

Greg holds a Bachelor of Commerce degree and is a member of the Institute of Chartered Accountants in Australia. Greg is also a Certified Information Systems Auditor & Registered Company Auditor and retains membership of a number of professional associations such as the Information Systems Audit and Control Association, Institute of Internal Auditors, Institute of Risk Management Consultants & the Australian Institute of Company Directors.

As Capricorn’s General Manager Capricorn Financial Services, a senior position, Greg reports to the Chief Executive Officer and is a member of the Executive Committee. In his capacity, Greg has a pivotal role in advising the Board on a diverse range of financial matters including assurance and corporate governance.

Greg is influential in Management reporting to the Board and attends the Board’s Audit & Risk Committee meetings.

Greg is responsible for providing the finance and accounting vision and leadership for further developing and then implementing finance initiatives that improve Capricorn’s business operations and add value to Capricorn’s members.

Greg Holland - General Manager Finance

Email: greg.holland@capricorn.coop

Greg Holland comes to Capricorn very well qualified for this position being a Chartered Practising Accountant and having held very senior positions including Chief Financial Officer – University of Western Sydney, Director Management Services Centre and Associated Director Finance & Business Services (both positions at Edith Cowan University) and Manager Financial Services at Sir Charles Gardiner Hospital.

Greg has also held Board positions including Chairman of Bethesda Hospital and until recently, was a Director of UniMutual.

David Fraser - General Manager Automotive

Email: david.fraser@capricorn.coop

David commenced his career in 1980 as an order expediter with the automotive division of Coventry Group Limited in South Australia.

It wasn’t long before David was appointed as State Sales Manager with responsibility for parts sales via 8 locations in South Australia and with a team 25 sales representatives whilst being accountable for achieving sales targets for South Australia and Northern Territory, constantly monitoring branch and departmental sales and profitability and establishing product support/sales promotion for trade clients, dealer networks and government departments.

David’s career continued to develop through the middle and senior management ranks of the Coventry Group and he moved to Western Australian in 1997 as Group Marketing Manager – Automotive (WA).

In the late 90’s and until 2005, David was a Director of Coventry Auto Parts and an Associate Director of Coventry Group Ltd as well as Group General Manager - Automotive for the Coventry Group which, by then had become a Western Australian based listed company which had been operating for almost 80 years. The company had 3 business units grouped under the Western region automotive division with 3 State Managers and a total payroll of approximately 900 personnel, located across 40 sites throughout Western Australia, South Australia and Northern Territory.

As Group General Manager, David led the Western region automotive division and was responsible and accountable for the financial performance of the division, marketing, distribution, personnel, and overall operations. The role was responsible for the development of short and long range plans and policies, the assessment of present and future needs, trends, problems and profit opportunities of the division. Working with the company executive team, especially in the area of preparation of forecasts and budgets to meet the overall objectives of Coventry Group, David also maintained appropriate communication links between support services and business units for advice and counsel.

David has also served as a Director – Australian Automotive Aftermarket Association (AAAA 2001-2005) as well as being the Chairman of the AAAA sub-committee for the automotive industry e-commerce project.

David comes to us from Supply Direct which is a wholly owned subsidiary of Western Australian based listed company Ausdrill Ltd. The company specializes in the procurement and delivery of materials, goods and services of a diverse nature to global regions. In particular, Supply Direct provides a single source of supply to major mining projects in remote locations worldwide.

As Group General Manager, David looked after the offices in Perth, South Africa, United Kingdom and Ghana (West Africa) and was accountable for the financial performance of the company and responsible for business growth in new and existing market places.

David holds an Associate Diploma in Marketing, is a current Australian Institute of Management Member (AIMM) & Associate Member of the Australian Marketing Institute (AMAMI).

As Capricorn's General Manager Automotive, a senior and new position, David reports to the CEO and is a member of XCOM. David’s primary role will be to develop, direct and control the company's sales and marketing operations including all Field Teams in all countries of operations.

Bradley Gannon - Company Secretary / General Counsel

B. Comm, LLB (Hons), GAICD (Order of Merit)
Email: bradley.gannon@capricorn.coop

Bradley comes to Capricorn very well qualified having been admitted as a Barrister and Solicitor of the Supreme Court of WA and High Court of Australia. Bradley has a Bachelor of Laws (Honours) and a Bachelor of Commerce (with a major in General Management), both from the University of WA and he is a member of the Law Society of WA. Bradley has held very senior positions including being a Partner with the Perth based law firm Solomon Brothers. Bradley has completed and passed the Australian Institute of Company Directors (AICD) Course Diploma requirements achieving Order of Merit status.

As the Company Secretary/General Counsel, Bradley will be involved in providing advice and assistance to the Board and Chief Executive Officer in discharging Capricorn’s corporate governance requirements in all 3 countries, leading the Shares team and providing the administrative and secretarial functions as required by the Directors and assisting XCOM in ensuring Capricorn's operations are protected by the provision of legal counsel and guidance.

Steve Barraclough - General Manager Strategic Alliances

Email: steve.barraclough@capricorn.coop

Steve has over 30 years experience in sales and marketing, the last 20 of which have been in the automotive industry.Prior to joining Capricorn Society in 1992, Steve had held positions as State Sales Manager for Lucas Service and was State Manager for Jaguar Rover Australia. In the role of General Manager Strategic Alliances, Steve will be responsible for aligning Capricorn and our current and future suppliers with the opportunities within the various distribution and ‘go-to-market’ channel interactions within the automotive industry of all countries of operation.

Steve will also be responsible for the scoping, due diligence and launching of any future overseas expansion opportunities including joint ventures and strategic alliances for Capricorn.

Two primary development tasks are being undertaken within this new role… one is to investigate and assess business opportunities appropriate to Capricorn within the global automotive supply chain and the other is to pursue and consider new options that Capricorn can provide for its current and future suppliers to streamline processes, reduce costs and create further efficiencies to enhance the preferred supplier status and keep costs down for the automotive businesses that form Capricorn.

Additionally Steve will drive the development and deployment of IT systems and a Web service ‘Automotive Hub’ that ‘connects the dots’ in Capricorn’s supply chain model to ensure visibility for proactive exception management.

Capricorn is confident that this appointment will strongly position our Co-operative for the future within an industry buffeted by change that is also creating opportunities.

Michael Coles - General Manager Technology Services

MBA, B.Bus
Email: michael.coles@capricorn.coop

With more than 20 years experience in the IT Services Industry, Michael has consistently performed in leadership roles meeting strategic business demands at Managing Director, General Manager Technology Services and Project Director levels.

Michael also has formal training and considerable practical experience as a manager and administrator. His degree is a Bachelor of Business Degree, a double major in IT and Accounting, and he holds a Master of Business Administration from the University of WA.

Prior to joining Capricorn Society Limited, Michael has a proven record of success in all aspects of the CIO role; defining Enterprise and IT Architectures; deployment and delivery of IT Services; building and retaining skilled teams of IT professionals; strong financial and asset management and defining and communicating IT plans, policies and procedures (ISO 9001 & ITIL based).

Michael has built strategic relationships with external service providers, sub-contractors and outsourcing organisations for large projects and has also provided consulting services, developed Business Continuity plans and procedures and has negotiated, defined, enforced and performed successfully under strict Business and IT Service Level Agreements – notably the Fujitsu/WA Government Outsourcing project.

Michael has been successful as a key member of executive management groups and has built strategic relationships with key senior staff by focusing on the business impact of IT.

The alignment of IT initiatives with Strategic Business Objectives is central to the effective performance of IT within an organisation, and Michael invests in selling the vision and benefits of IT initiatives through a business.

Michael has a high profile in the IT industry in Western Australia and is Chairman of the WA IT & T Awards Committee, a member of the Edith Cowan University IT Consultative Committee and Past Convenor and Committee member of the AIIA, the IT Industry Association. Michael is also a long standing member of the Australian Computer Society.

Michael joined Capricorn Society Limited from DBR Group where he was the Managing Director responsible for a diverse IT services company. Michael managed a team of professionals who headed the four divisions within DBR; Outsourcing Services, Consulting, Software Development and Support, Sales and Marketing. Michael reported to the Board and was responsible for the strategic direction, corporate finances and technology directions for DBR.

As Capricorn’s GM Technology Sevices, a senior position, Michael reports to the CEO and is a member of XCOM.

Michael is responsible for providing technology vision and leadership for developing and implementing IT initiatives that improve Capricorn’s business operations.

Paul Kennedy - General Manager People

B.Bus, FAHRI, GAICD
Email: paul.kennedy@capricorn.coop

Paul is an experienced human relations professional with a wealth of experience of almost 20 years. Paul has achieved considerable success in partnering with the executive leadership and management of businesses such as Qantas Airways Limited, Integrated Group, and Burswood International Resort Casino.

Paul has also completed Advanced Executive Programs with some of these large employers and is a fellow of the Australian Human Resources Institute. Paul is also a Councilor of the West Australian State Council of the Australian Human Resources Institute.

Prior to joining Capricorn, Paul has a proven record of success in many aspects of the HR function; industrial relations, recruitment and selection, performance planning and talent reviews, occupational health and safety, change management and communication, employee engagement, workplace and employee relations, remuneration and benefits.

Paul has a list of impressive achievements from his career to date with some his expertise being successfully applied to major projects across organisations through the application of Business Improvement Teams, Lean Six Sigma process re-engineering, Picture Process Mapping, Business Continuity Planning as well as Performance Planning and Review systems based on a Balanced Scorecard format.

Paul has been successful as a key member of executive management groups and has partnered with local and interstate management teams in delivering their business goals whilst ensuring a focus on returns to the business.

Paul joins Capricorn from Qantas where he was the Regional Manager, People for Airports and Catering, responsible for the effective management of the People function for 8 Airports and 3 Catering Centres covering WA, NT, SA, VIC and TAS.

As Capricorn's General Manager People, a senior position, Paul reports to the CEO and is a member of XCOM.

Paul is responsible for developing the strategic direction and providing a high level of hands on support to managers and employees in regards to Human Resource issues.

Jason Frost - General Manager Assurance and Strategy

Email: jason.frost@capricorn.coop

Jason joined Capricorn in November 2008 as General Manager Assurance & Strategy.

Jason’s role is focused on assisting the Capricorn Leadership Group in the shaping of effective strategies to maximise benefits to the members, and also protecting the interests of members by providing independent assurance to the Board that there is effective Risk Management across the Capricorn group.

To promote effective delivery of strategy Jason leads a central team of project management professionals to drive key strategic projects across the group. This team applies project management methodology and discipline to ensure Capricorn projects are delivered cost effectively, on time and produce the benefits expected.

Also reporting to Jason is the Corporate Governance Services team. This team provides valuable risk management coaching and training to staff. In addition, internal audits are performed to confirm that processes are working effectively to manage risk. Records management is also a key function of the team ensuring key Capricorn documents are retained in accordance with regulatory requirements and are easily retrievable.

Jason’s professional career began with PriceWaterhouseCoopers, working with clients in the Oil & Gas Industry, Engineering, Manufacturing and the Public Sector. Prior to Capricorn Jason spent thirteen years working in the financial services industry in Sydney for the Westpac Banking Corporation in a variety of roles including internal audit, tax and compliance, IT systems management, operational risk management and project management. His role prior to joining Capricorn was with the BT Wealth Management Group in Sydney as a Program Director.

In addition to his broad experience Jason is a Chartered Accountant and holds formal post graduate qualifications in Financial Planning, Project Management and Process Improvement.