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1 PROSPECTUS For an offer of 45,000,000 shares in Shine Corporate Ltd ACN at $1.00 per share This is an important document and should be read in its entirety. Lead Manager and Underwriter RBS Morgans Corporate Limited Co-Lead Manager Bell Potter Securities Limited Legal Advisers McCullough Robertson Lawyers

2 IMPORTANT NOTICES GENERAL This prospectus is dated 28 March A copy of this prospectus was lodged with ASIC on that date. Neither ASIC or ASX takes any responsibility for the contents of this prospectus or the merits of the investment to which this prospectus relates. No Shares will be allotted or transferred on the basis of this prospectus after the expiry date, which is 13 months after the date of the prospectus. No person is authorised to give any information or make representations about the Offer, which is not contained in this prospectus. Information or representations not contained in this prospectus must not be relied on as authorised by the Company, SaleCo or any other person, in connection with the Offer. This prospectus provides information for investors to decide if they wish to invest in Shine. Read this document in its entirety. Examine the assumptions underlying the Forecast Financial Information and the risk factors that could affect the financial performance of Shine. Consider these factors carefully in light of your personal financial circumstances. Seek professional advice from your accountant, stockbroker, lawyer or other professional adviser before deciding whether to invest. The Offer does not take into account the investment objectives, financial situation or needs of particular investors. AUSTRALIAN RESIDENTS ONLY The Offer is available to Australian residents in each State and Territory of Australia. The distribution of this prospectus in jurisdictions outside Australia may be restricted by law. Seek advice on and observe any restrictions. This prospectus is not an Offer in any place where, or to any person to whom, it would not be lawful to make the Offer. DEFINED TERMS Some terms used in this prospectus are defined in the Glossary. ELECTRONIC PROSPECTUS This prospectus is available electronically at The Application Form attached to the electronic version of this prospectus must be used within Australia. Electronic versions of this prospectus should be downloaded and read in their entirety. Obtain a paper copy of the prospectus (free of charge) by telephoning the Company Secretary on or cosec@shine.com.au. Applications for Shares may only be made on the Application Form attached to this prospectus or in its paper copy form downloaded in its entirety from EXPOSURE PERIOD Under the Corporations Act Shine must not process Application Forms during the seven day period after the date of lodgement of this prospectus with ASIC. This period may be extended by ASIC for up to a further seven days. This exposure period enables the prospectus to be examined by market participants. Application Forms received during the exposure period will not be processed until after the expiry of that period. No preference will be given to Application Forms received during the exposure period. CURRENCY Monetary amounts shown in this prospectus are expressed in Australian dollars (AUD) unless otherwise stated. PHOTOGRAPHS AND DIAGRAMS Photographs used in this prospectus without descriptions are only for illustration. The people shown are not endorsing this prospectus or its contents. Diagrams used in this prospectus may not be drawn to scale. The assets depicted in photographs in this prospectus are not assets of the Company unless otherwise stated. THIS DOCUMENT IS IMPORTANT AND SHOULD BE READ IN ITS ENTIRETY 2

3 CONTENTS Letter from the Chairman 1 Investment Summary 5 2 Company Overview 8 3 Ownership, Management and Corporate Governance 18 4 Financial Information 28 5 Risk Factors 40 6 Investigating Accountant s Report and Financial Services Guide 44 7 Material Agreements 51 8 Additional Information 56 9 How to Apply Glossary Application Form 63 Corporate Directory Inside back cover Cover Image: Tiddalac, a purpose built residential staff training facility in the Lockyer Valley. 3

4 LETTER FROM THE CHAIRMAN Dear Investor, On behalf of the Board, it gives me great pleasure to present this opportunity to invest in Shine Corporate Ltd. Shine is a national law firm that specialises in plaintiff litigation. Shine s vision is to Shine a light on injustice and make the world a better place one client at a time. As this document highlights, Shine s values are central to its day-to-day operations. Shine protects the rights of every day Australians and empowers them to right wrong, wherever and whenever it occurs. Shine commenced operations in Toowoomba, Queensland, when Kerry Shine first set up his country practice in Since that time Shine has grown to over 600 people located across more than 30 offices throughout Australia. This expansion has resulted from both organic growth and carefully selected acquisitions. Shine s impressive growth will continue to be a focus of the Board and senior management going forward. In particular, Shine has an acute focus on the development of systems and processes to improve client outcomes. While there remains significant opportunity for expansion within Australia, Shine will also explore the viability of replicating its success overseas, in the same prudent and conservative manner that it has approached Australian acquisitions in the last decade. The funds raised by the Offer will provide Shine with the working capital to pursue its growth strategy and the founding shareholders with the opportunity to realise a small part of their investment. On completion of the Offer, the Founders will retain approximately 65% of the Company and will continue their active involvement in the Company s growth. An ASX listing will provide Shine with access to equity capital markets, facilitate corporate transactions by the issue of Shares, give its people an opportunity to participate in the ownership of the Company and provide liquidity for Shareholders. Through this prospectus, Shine is inviting investors to subscribe for 45,000,000 Shares, at an Offer Price of $1.00 per Share. At the Offer Price, Shine will have a market capitalisation of $155 million on completion of the Offer. The Offer is fully underwritten by RBS Morgans Corporate Limited. This prospectus contains detailed information about Shine s culture, operations, financial performance, experienced management team and exciting future plans. It also outlines the potential risks associated with this investment. I encourage you to read this document carefully before making your investment decision. I look forward to welcoming you as a shareholder. Yours faithfully Tony Bellas Chairman Shine Corporate Ltd 4

5 1For personal use only INVESTMENT SUMMARY 1.1 Summary offer details ISSUER SHINE CORPORATE LTD Offer Price per Share $1.00 New Shares Vendor Shares Total number of Shares offered Total number of Shares on issue following the Offer Market capitalisation at the Offer Price 15 million 30 million 45 million 155 million $155 million 1.2 Key dates Prospectus date 28 March 2013 Offer opens 15 April 2013 Offer closes 2 May 2013 Expected date of allotment 8 May 2013 Shareholding statements expected to be dispatched 9 May 2013 Anticipated commencement of ASX trading 15 May 2013 All dates are subject to change and are indicative only. The Company reserves the right to vary these dates without prior notice. 1.3 Summary financial information $ 000s REVIEWED PRO FORMA FY10 REVIEWED PRO FORMA FY11 REVIEWED PRO FORMA FY12 REVIEWED FORECAST FY13 REVIEWED FORECAST FY14 Revenue 59,000 71,192 85, , ,832 EBITDA 19,981 21,046 23,588 27,086 33,008 EBIT 19,758 20,619 22,818 25,698 31,354 NPAT 13,016 13,819 15,460 17,299 21,263 Earnings per Share cents 13.7 cents Dividend per Share 1.5 cents 3.0 cents Price earnings ratio 9.0 times 7.3 times Dividend yield (annualised) 2 3.0% 3.0% 1 Based on 155 million ordinary Shares. 2 Anticipated dividend yield based on the Offer Price. The FY13 dividend yield has been calculated on the basis that 1.5 cents per Share is payable in respect of 2HFY13, even though investors in the IPO will only have held their Shares for approximately two months of this period. Dividends will be franked to the extent possible. Further financial information is contained in section 4. 5

6 1.4 Debt funding The Company s secured debt facility of $31.5 million (see section 7.10) was utilised to the extent of $23.7 million as at 13 March A key bank covenant relating to this facility is for borrowings not to exceed 40% of net WIP plus 50% of net disbursements. As at 31 December 2012 this ratio was 14%. The Company will continue to adopt a prudent debt policy which it will review on an ongoing basis. The Company may seek to extend its debt facility in the event that appropriate acquisition opportunities arise. 1.5 Purpose of the Offer and use of funds A total of $45 million will be raised through the Offer, of which $15 million will be raised for the Company in new equity and $30 million will be realised for the Vendor Shareholders through the sale of the Vendor Shares. 1.6 Capital structure post completion of the Offer NUMBER OF SHARES (ROUNDED) Simon Morrison million 32.5% Stephen Roche million 32.5% Other existing 9.3 million 6.0% shareholders 2 PERCENTAGE HELD (ROUNDED) Subscribers of Shares 45 million 29.0% under the Offer 3 Total Shares on completion of Offer 155 million 100% The proceeds raised by the Company through the issue of New Shares will be applied as follows: primarily to provide working capital to strengthen the balance sheet of the Company and support organic growth; and to provide the flexibility to fund the Company s acquisition strategy when appropriate opportunities arise $13,656,000 Offer costs, including underwriter s fees $1,344,000 The purpose of the Offer is to: raise new funds for those purposes listed above; and provide an opportunity for the Founders to sell down a portion of their shareholding. An ASX listing will also deliver significant benefits for Shine including: ongoing access to equity capital markets; further increase its public profile; where deemed appropriate, undertake further acquisitions by the issue of Shares; and provide employees with an opportunity to participate in the ownership of the Company. Shine has sufficient working capital to carry out its current objectives as set out in this prospectus. 1 Includes Shares held by the Founders and the entities they control. 2 Shares are held by current employees. 3 Includes Vendor Shares which form part of the Offer. 1.7 Business model summary Shine is one of Australia s largest damages based plaintiff litigation firms. It generates revenue in the form of legal fees by representing clients on a speculative fee basis and prosecuting their cases through the litigation process. Legal fees are typically charged on an hourly rate with an uplift fee in some jurisdictions (see section 2.12). The terms of the speculative fee arrangement are set out in a conditional fee agreement, and Shine s ability to charge fees is contingent upon the case resulting in damages paid by a defendant or its insurer. Shine will seek to continue to grow its business profitably by concentrating on: adherence to Shine s core values and principles (see section 2.1); a focused and disciplined approach to practice areas (see section 2.3); an engaged workforce led by an appropriately skilled Board and senior management (see sections 2.4, 3.2 and 3.3); ongoing investment in case selection and case management systems (see sections 2.6 and 2.7); emerging practice areas and new geographies (see sections 2.8 and 2.10); and a balance of organic growth and acquisitions (see section 2.9). 6

7 1.8 Dividend policy In respect of the Forecast Period, the Board intends to pay dividends of 1.5 cents per Share in October 2013 (for FY13) and an annual dividend of 3.0 cents per Share for FY14 (payable as an interim dividend in April 2014 and a final dividend in October 2014). In subsequent financial years, the Board expects to pay dividends of approximately 40% of NPAT excluding net movement in WIP and accounting for disbursements. Net movement in WIP and disbursements could have a significant effect on the Company s ability to pay dividends. No guarantee can be given about the payment of dividends, the level of franking or imputation of such dividends or the size of the payout ratios. These matters will depend on a number of factors, including the future earnings of the Company, its financial, tax and franking credit position, and the Board s view of the appropriate dividend policy at the time. 1.9 Directors and management Shine s board of directors comprises three non-executive directors, who collectively have a depth of non-executive board experience, including of ASX listed companies, and two executive directors, who are Shine s founders (see section 3.2). Shine s chairman, Tony Bellas, has over 26 years experience in senior management roles in the public and private sectors and is currently chairman of ERM Power Limited and Corporate Travel Management Limited. Carolyn Barker AM was appointed as a non-executive Director of the Company in 2009 and holds a number of senior roles in the private sector, including Endeavour Learning Group, as well as being chair of Brisbane Transport and a non-executive director of MIGAS. Greg Moynihan is currently a director of Ausenco Limited, Sunwater Limited and Corporate Travel Management Limited, having previously held senior executive positions in Citibank Australia, Metway and Suncorp Metway. Shine s executive director, Stephen Roche, joined Shine in 1981 and is Shine s longest serving staff member and a former managing partner. Stephen is a past President of the Australian Plaintiff Lawyers Association (Queensland Branch). Shine s managing director, Simon Morrison, joined Shine in 1988 and became partner in Simon has particular expertise in the field of workers compensation and is a former National President of the Australian Lawyers Alliance and current chair of the Alliance s National Workers Compensation Special Interest Group. Shine s senior management team, profiled in section 3.3, supports the Board, combining individuals with experience in areas critical to Shine s performance, including operational, finance, human resources, information technology and marketing Key risks summary Conflict of duties Shine has a paramount duty to the court, first, and then to its clients. Those duties prevail over Shine s duty to Shareholders. There may be instances where Shine and its lawyers, in exercising their duties to the court or to the client (or both), act other than in the best interests of Shareholders. An example is in settlement negotiations where Shine s duty to its client would be favoured over any short term cash flow or funding needs of Shine s business. Regulatory environment Shine operates in a regulated environment. Its business operations could be adversely affected by actions of State, Territory and Commonwealth governments, including changes in legislation, guidelines and regulations that affect the areas of law in which Shine practises. WIP recoverability because Shine operates on a speculative fee basis and in areas of law where the ultimate recovery of fees is regulated (see section 2.12), the recoverability of WIP is a key risk to the achievement of forecast revenue. A description of Shine s accounting policies in respect of revenue recognition is set out in section Growth and integration risk there is a risk that Shine may be unable to manage its future growth successfully. Historically, Shine has grown through a combination of organic growth and acquisitions. That growth strategy will continue, and may include new practice areas and geographies. A variety of factors, including unexpected integration issues, might cause future growth to be implemented less successfully than it has in the past. Case management systems Shine s business is reliant on its case management systems. Over the next few years, Shine is implementing the T2 Project which is designed to improve efficiencies in its case selection and management. Given the importance of Shine s systems in managing its business processes, any delays, cost overruns or integration issues with the T2 Project could have an adverse effect on Shine s operations and profitability. Personnel Shine depends on the talent and experience of its people. In particular, Shine s growth is reliant on attracting and retaining professional fee-earning staff. Should any of its key people or a significant number of other people leave the Company, particularly to work for a competitor, this may have an adverse effect on Shine. It may be difficult to replace them, or to do so in a timely manner or at comparable expense. Brand and reputational risk the success of Shine is reliant on its reputation and brand. Anything that diminishes Shine s reputation or brand could have a significant adverse financial effect on Shine. In particular, the actions of Shine s employees, including breaches of relevant regulations or negligence in the provision of legal advice, could damage Shine s brand and diminish future profitability and growth. As Shine has alliances with high profile individuals, such as Erin Brockovich, any harm to the reputation of those individuals may also negatively impact Shine. A more detailed list of risks relating to an investment in Shine is set out in section 5. Important notice This section is not intended to provide full information for investors intending to apply for Shares. This prospectus should be read in its entirety. The Shares offered pursuant to this prospectus carry no guarantee in respect of return of capital, return on investment, payment of dividends or the future value of the Shares. 7

8 2For personal use only COMPANY OVERVIEW 2.1 Introduction Shine was established in 1976 as a small provincial general practice offering conveyancing, commercial law, family law, litigation and other legal services. In the 1990s, Shine made the strategic decision to focus on personal injuries litigation. Since that time, Shine has enjoyed sustained growth and is now one of Australia s largest damages based plaintiff litigation firms with more than 600 staff in more than 30 offices across Queensland, New South Wales, Victoria and Western Australia. Exceptional client service is central to Shine s operating model and its success. Shine has a strong values based culture that is reflected in high staff engagement and retention of its key people. Shine embraces a local office, national firm philosophy through a decentralised operating model. This enables Shine to extend its reach and to position itself in the heart of local communities. Shine s growth has been underpinned by a commitment to Right Wrong and its three core values: always stand up for the little guy ahead of the pack dare to be different. Consistent with these values, Shine operates on a speculative fee basis, meaning that no fee is payable by a client unless they receive compensation. It has acted for thousands of injured Australians on this basis in the areas of workers compensation, motor vehicle accidents, public liability, medical negligence and catastrophic injury. Shine has been deliberate in its strategy to remain focused on damages based plaintiff litigation and not expand into other areas of law. This inch wide; mile deep strategy has allowed it to invest significantly in developing case management systems and processes. The improvement in the quality and efficiency of Shine s case management as a result of its systems and processes is a key competitive advantage. Shine continues to invest in this area to ensure it retains this competitive advantage. Shine s national brand continues to strengthen, which has resulted in growth in enquiries. Its branding was further enhanced in 2009 when it formed a relationship with internationally acclaimed environmental advocate Erin Brockovich. This relationship significantly enhanced Shine s brand and has been formalised in a 10 year alliance agreement which runs until A NATIONAL FIRM WITH A LOCAL FOCUS QUEENSLAND BRISBANE BUNDABERG CABOOLTURE CAIRNS CARINDALE CHERMSIDE DALBY GYMPIE HERVEY BAY IPSWICH HELENSVALE LOGAN MACKAY MAROOCHYDORE NORTH LAKES ROBINA SOUTHPORT SPRINGWOOD STONES CORNER STRATHPINE TOOWOOMBA TOWNSVILLE BRISBANE NEW SOUTH WALES FAIRFIELD MANLY NEWCASTLE NORTH SYDNEY PARRAMATTA SYDNEY PERTH WESTERN AUSTRALIA PERTH MELBOURNE SYDNEY VICTORIA DANDENONG MELBOURNE RESERVOIR SUNSHINE 8

9 THE GROWTH OF SHINE 2013 Commenced Aviation and Landholder Rights practice areas 2012 Former US Military Lawyer and Human Rights advocate Major Michael D Mori joined to strengthen Shine s Social Justice practice 2009 Strategic alignment with Erin Brockovich Strategic commencement of emerging practice areas 2010 Commenced in New South Wales 2008 Expanded into Western Australia th office opened in Queensland 2006 Rebranded Shine Lawyers 2004 Entered Victorian market via Workforce Legal partnership Strategic focus to specialise in personal injury litigation 1998 The arrival of mass tort litigation 1994 Brisbane office established Stephen Roche joined the partnership, which is re-named Shine Roche Simon Morrison commenced articles of clerkship with Shine Roche Stephen Roche commenced articles of clerkship with KG Shine & Dean 1976 KG Shine & Co was established in Toowoomba, Queensland

10 2.2 The industry The personal legal services industry is estimated to be valued at $3.1 billion 1, and includes personal injuries law, family law, property law, class actions, wills, probate and residential conveyancing. Shine specialises in damages based plaintiff litigation, primarily personal injuries law a subset of the personal legal services industry. Shine is the third largest plaintiff litigation firm in Australia. Shine and its largest competitors have grown significantly in recent years. However, the Directors estimate that the market share of Shine and those competitors in the personal legal services industry is still less than 20%. Shine estimates that it holds less than 4% of the personal legal services industry, which equates to no more than 10% of the personal injuries market. Barriers to entry have increased with regulatory changes and tort reform, including restrictions on advertising (the effect of which is to favour established brands in the market place). Also, the growing popularity of speculative fee work has provided a competitive advantage to those firms with access to capital. Advances in the use of technology have provided a further benefit to those firms with the capital to invest in case management systems, allowing them to operate more efficiently. In Shine s experience, key success factors in this industry include: strong brand awareness; good reputation; high success rate; access to capital; and efficient and fully integrated systems and processes. 1 Source: IBISWorld Pty Ltd Industry Report OD5125, Personal Legal Services Industry in Australia, December Further information on the regulatory framework relating to damages based plaintiff litigation is set out in section RECENT TRENDS IN DAMAGES BASED PLAINTIFF LITIGATION IN AUSTRALIA Regulatory or tort reform Shine s personal injury practice areas continue to be shaped by tort reform initiatives, including those described in section 5. Although such reforms pose risks for Shine s business, particularly to the extent that they seek to impose limits on damages or fees that can be recovered, Shine has considerable experience adapting its business model to regulatory change. Tort reform also presents opportunities, particularly in the acquisition of smaller practices which do not have the systems in place to deal with complex regulatory changes. Shine s emerging practice areas are less affected by tort reform. Increase in advertising restrictions Incorporated legal practices Regulatory push for the earlier resolution of claims Litigation funding Class actions Consolidation of smaller practices Many jurisdictions have imposed restrictions on advertising certain types of legal services, including personal injuries. In those jurisdictions, a strong brand is a competitive advantage for winning new work. The relaxation of rules (which previously required legal practices to be owned by lawyers) has allowed firms to access capital from additional sources, more readily provide ownership opportunities to staff, and assist in the attraction and retention of non-legal staff. Given the cost and time involved in the court process, the regulatory regime that applies to personal injury matters has tended to promote the early resolution of claims. Litigation funding is a worldwide trend that is becoming more prevalent in Australia, particularly with the rise of class action litigation. Litigation funders do not provide legal services. They simply fund the progress of litigation by a client in return for a contingency fee which is typically based on the settlement received by the client. Litigation funders can be complementary to legal providers as they reduce the risk for law firms by funding their WIP. In Australia, litigation funders have tended not to operate in personal injury matters. Shine has not used litigation funders to date. There has been an increase in class actions in Australia in recent years, driven in part by the availability of litigation funding. Shine is currently acting on a number of class actions and will accept further cases having regard to the alignment of such cases with Shine s values and case selection criteria. In addition to normal exit drivers of professional service firms, the increasing regulatory complexity of personal injury law in Australia has contributed to the consolidation of smaller firms. Shine expects that industry consolidation will continue and present attractive growth opportunities into the future. 10

11 2.3 Practice areas Indicative breakdown of current revenue by practice area Shine s strategy is to maintain a highly specialised focus on damages based plaintiff litigation, representing the wronged party, which it describes internally as inch wide; mile deep. Shine intends to maintain this specialisation and not become a full service law firm. 2% 12% 40% Historically Shine has focused on personal injury litigation. In recent years Shine has deepened its services to include other practice areas within damages based plaintiff litigation, such as professional negligence, human rights and environmental cases. These new practice areas are forecast to represent approximately 12% of Shine s revenue in FY13. The Company expects to continue to grow these areas. 22% 24% Employment Motor Vehicle Public Liability Medical Negligence Emerging Practice Areas SHINE S PRACTICE AREAS Personal injury Medical negligence Public liability Catastrophic injuries Workers compensation Motor vehicle accidents EMERGING PRACTICE AREAS Disability insurance and superannuation claims Professional negligence Human rights Environmental claims Class actions Shine s medical law team works exclusively for clients who have been injured by medical and health practitioners. Cases include child birth trauma and failure to properly diagnose and treat patients. For example, the team achieved a multi-million dollar settlement for a family against a hospital whose actions are alleged to have resulted in a young baby suffering brain damage. Public liability law covers a wide range of circumstances in which a person suffers injury or death. This includes accidents that occur in public, commercial or private places. Examples of public liability claims include slips, trips and falls, recreational and boating injuries, and physical or sexual assaults. Shine has run a number of high profile sexual abuse cases and, in one such case, Shine s client was awarded one of the highest exemplary damages in Australia. A catastrophic injury includes brain injury, spinal cord injury, amputations, multiple severe fractures, severe burns or the loss of a dependent. Recently Shine secured a multi-million dollar settlement for a young man who was severely injured in a motor vehicle accident. Shine acts for people injured in the workplace. Shine recently secured a major settlement for a tradesman who fell 15 metres after stepping on a broken rafter. Shine acts for people injured in motor vehicle accidents. Shine recently secured a significant settlement for a young mother who was severely injured after an intoxicated driver collided with her vehicle. Shine s disability insurance and superannuation team handles claims for insurance through a client s personal life insurance policies and superannuation schemes. Shine has obtained benefits for clients as small as $25,000 and as large as $1.2 million. Established in 2010, the Shine professional negligence team represents clients who have suffered loss at the hands of negligent professional advisors. Shine s human rights team aims to protect the rights of citizens in the areas of civil and political rights, asylum seekers, indigenous rights, and equality and discrimination. For example, Shine has recently assisted a mentally ill asylum seeker, who was being held indefinitely in detention, to receive appropriate treatment and housing. In 2012, former US military lawyer Major Michael D. Mori joined the Shine human rights team. The Shine environmental team protects the rights of individuals and communities who have suffered physical injuries or financial detriment as a result of environmental damage or misuse. Cases include loss from crop destruction, negligent farm spraying, water contamination, factory pollution and industrial air pollution. One of Shine s current cases is a group action on behalf of the fishing and local industries in Gladstone. Shine s clients allege loss caused by the dredging and development in Gladstone Harbour. Shine s class action practice represents the interests of groups of people who have been wronged. For example, Shine is currently representing property owners against the Queensland Government for permitting the development of land at Collingwood Park which suffered subsidence. 11

12 EMERGING PRACTICE AREAS First party insurance recovery claims Landowners rights Aviation Product liability Asbestos compensation Shine has joined forces with Risk Worldwide, a global consulting firm that specialises in disaster insurance work. Shine and Risk Worldwide are working together on claims relating to the floods in Queensland and Cyclone Yasi. They are also helping property owners in Christchurch recover their full entitlement under insurance policies after the recent devastating earthquakes. Further details of the Risk Worldwide arrangements are in section 7.9. Recognising the growth in the energy industry in Australia, Shine has recently acquired a team which provides advice in connection with Queensland s coal seam gas industry. The team represents land owners and works to protect their rights and ensure adequate compensation in negotiations with gas companies. Shine s aviation claims team assists the victims of aircraft accidents and their families through the complicated process of claiming compensation. This includes accidents in Australia or overseas. Shine acts for clients harmed through faulty products and devices. Shine is currently representing hundreds of clients whose quality of life has been affected by faulty hip prostheses that were recalled globally in August Shine represents victims of asbestos related diseases throughout Australia and in overseas jurisdictions, including the UK. For example, Shine secured a substantial settlement for a man who was diagnosed with asbestos cancer (mesothelioma) after his exposure to asbestos in the 1970s when working as a boiler maker. 2.4 Shine s people Shine has a strong values based culture that is reflected in high staff engagement and retention of its key people. Shine works hard to attract staff closely aligned to its values. Shine attracts, retains and incentivises talent by promoting its values based culture and by providing an environment where individuals and teams are recognised, rewarded and inspired to deliver outcomes for clients. Celebrating successes and milestones is encouraged. Shine engages an independent consultant, Aon Hewitt, to undertake a nationally benchmarked annual survey of its people. This survey measures their overall engagement as employees of Shine. Topics include, among other things, remuneration, communication, learning and development, recognition, work practices, development opportunities and work place health and safety. This survey assists Shine to shape the future direction of the firm. Shine also undertakes its own bi-monthly survey that focuses on its culture and values and provides a high level snap shot of staff engagement throughout the year that may impact operational objectives. Shine s people all have annual goals for day to day operations management, with metrics based on the following key areas: maximising damages for clients; building strong teams; reducing file time; working smart; and attracting new clients. 12

13 New employees are inducted at a purpose built residential training facility in the Lockyer Valley just outside of Toowoomba. This induction process is critical in providing skills and systems training to new employees as well as instilling Shine s culture and values. The training facility is also used for ongoing training and development purposes, helping further develop the pipeline of talent within the Company. 2.6 Case selection Shine s decision on whether to accept an individual case is critical to its success as Shine acts for clients on a speculative fee basis. Shine s high volume of enquiry is managed through a comprehensive process summarised in the diagram below: Staff numbers FY04 FY YTD The figures above comprise the Company, Shine Partnership and the Service Trust as if they had operated as one entity (see section 2.1 for further details of corporate history). Shine has enjoyed numerous accolades as an employer of choice including: The National Minister s Award for Outstanding Equal Employment Opportunity Initiative / Result for the Advancement of Women (EOWA s Business Achievement Awards 2010); and Award for Gender Equality in the Workplace (Australian Human Resources Institute (AHRI) 2012). 2.5 Clients At Shine, clients are at the heart of decision making. By operating on a speculative fee basis, Shine provides legal representation for those who might not otherwise be able to afford it. In line with one of Shine s core values to always stand up for the little guy, Shine will typically represent individual people or families, or in the case of a class action, groups of people, in those practice areas described in section 2.3. Over time, Shine s client base has evolved to include: communities affected by environmental issues; individuals who have suffered loss due to negligent professional advice; insurance policy holders seeking to recover damages against their policies; and individuals whose human rights have been violated. In essence, Shine s client base includes anyone who has suffered a wrong, the loss for which can be pursued by application of Shine s expertise in damages based plaintiff litigation. Given the nature of the industry, whilst Shine does not tend to have recurrent clients (as injuries tend to be one off), it does benefit from client and other referrals. Case selection process NEW CLIENT TEAM Call centre Capture information, pre-qualify the enquiry and allocate it appropriately INITIAL CLIENT INTERVIEW Conducted by legal teams Obtain detailed instructions from a prospective client for referral to the review panel REVIEW PANEL Chaired by a senior lawyer Accept or reject a case and create a plan on approved cases As a consequence of this assessment process, and enquiries related to cases outside Shine s practice areas (eg family, industrial relations, property and criminal law), Shine proceeded with less than 20% of initial enquiries received into the business in FY12. Number of enquiries and new file openings 30,000 25,000 20,000 15,000 10,000 5, New enquiries New file openings Case management One of Shine s key competitive advantages has been its ability to efficiently manage cases and achieve a successful outcome for its clients. The Company has a number of controls in place, designed to maximise the recovery of damages for clients and manage cycle time and the recovery of WIP. These include: a customised case management system with automated workflows, case assessment process, WIP controls and performance measures; detailed case plans to assist Shine s lawyers to ensure individual cases are adequately prepared, issues identified and evidence gathered; an independent review committee to consider complex case issues; monthly provisioning to revise and provide for WIP recovery; and measurement and setting of key performance indicators to provide visibility and manage performance against critical metrics. 13

14 The day to day conduct of each case is supervised at a branch level. Dedicated departments, separate to the legal departments, are responsible for fielding initial enquiries (new client team) and for collecting settlement funds (settlement services team). Shine is committed to continuous improvement in its case management systems and processes. The T2 Project is tasked with a number of important business improvement goals, including to increase the level of damages recovered for Shine s clients, reduce the cycle time (the speed with which a matter is brought to a conclusion for clients), improve recoverability of Shine s fees, increase the ratio of fee-earning to non-fee-earning staff in the business, and make Shine s systems and processes increasingly scalable and agile across different geographies. 2.8 Growth Since it was established in 1976, Shine has demonstrated a track record of sustained growth. The graphs below illustrate Shine s revenue and EBITDA growth from FY08 to FY14. The graph below illustrates the mix of organic and acquisition growth from FY10 to FY14. Revenue growth ($m): organic and acquisitions FY10 FY FY10 FY11 FY12 FY13(f) FY14(f) Organic Acquisitions Acquisition growth The figures for FY10, FY11 and FY12 shown in the graphs comprise the results of the Company, Shine Partnership and the Service Trust as if they had operated as one entity (see section 4.1.2). Revenue ($m) FY08 FY FY FY FY10 EBITDA ($m) FY08 FY FY FY FY13 (f) 27.1 FY08 FY09 FY10 FY11 FY12 FY13 (f) FY14 (f) 33.0 FY14 (f) The figures above comprise results of the Company, Shine Partnership and the Service Trust as if they had operated as one entity (see section 4.1.2). The figures for FY08 and FY09 are based on management accounts that have not been audited or reviewed. Shine s growth has been driven by: strong brand positioning and innovative marketing strategies (including direct consumer marketing through traditional and digital media, the Erin Brockovich alliance, expanded geographic footprint and growing referral partnerships) leading to growth in client enquiries; an ongoing focus on achieving better damages outcomes for clients, enhancing Shine s reputation and referral base and improving WIP recoverability; case selection and case management systems and processes; establishing new offices and developing new practice areas; successful integration of acquired firms and introduction of business improvement initiatives to enhance the profitability of these acquisitions; attracting, retaining and developing its people; and investing in technology to enhance case management. Shine is determined to maintain its track record of growth while still doing what is right for its clients, its people, the community and the environment. 2.9 Acquisition strategy Since 1976, Shine has successfully acquired and integrated more than 20 legal firms. It has also established a similar number of greenfield sites (see the table below). The business was founded in Queensland and has a strong foothold in that market. It successfully entered Western Australia and Victoria in 2008 and New South Wales in

15 Shine s acquisition criteria include: alignment of values and cultural fit; ease of integration into Shine s business model; value of WIP; profitability and cashflow; geographic location; track record; and synergistic opportunities. Recent acquisitions have been funded through Shine s existing debt facility. In some recent acquisitions, Shine has used earn out arrangements. Shine has also undertaken file acquisitions, where it purchases files from other law firms without acquiring the associated overheads. Shine will continue to assess the acquisition of damages based plaintiff litigation firms within Australia that are consistent with its business strategy and values. SHINE S GROWTH Founded Toowoomba, QLD KG Shine & Co 1978 Acquisition Toowoomba, QLD Beirne & Noel 1983 Acquisition Toowoomba, QLD R P Beirne 1984 Acquisition Chinchilla, QLD Leslie L Ross 1990 Merger Toowoomba, QLD Murdoch Phillips and McVeigh 1994 Greenfield Brisbane, QLD 2000 Greenfield Gold Coast, QLD 2001 Acquisition Cairns, QLD Lindsay Duffy Lawyers 2002 Greenfield Townsville, QLD 2003 Greenfield Sunshine Coast, QLD Acquisition Cairns, QLD Adams and Associates 2004 Acquisition Redcliffe, QLD Cooke & Hutchinson (personal injury only) Greenfield Melbourne, Vic Workforce Legal partnership (50%) 2005 Greenfield Caboolture, QLD Acquisition Mackay, QLD Vince Morrin and Associates 2007 Greenfield Gympie, QLD SHINE S GROWTH Greenfield Perth, WA Acquisition Melbourne, VIC Workforce Legal (50% balance) 2009 Greenfield Bundaberg, QLD Greenfield Greenfield Reservoir, Vic Sunshine, Vic Acquisition Melbourne, Vic VA Law 2009 Acquisition Noosaville, QLD Law Essentials (personal injury only) 2010 Acquisition North Sydney, NSW Somerville and Co (personal injury only) Acquisition Caloundra, QLD AB Law 2011 Greenfield North Lakes, QLD Greenfield Greenfield Greenfield Robina, QLD Helensvale, QLD Gladstone, QLD 2012 Greenfield Hervey Bay, QLD Greenfield Parramatta, NSW Acquisition Newcastle, NSW Palmieri Law Firm Acquisition Sydney, NSW Manly, NSW Walker Legal Acquisition Brisbane, QLD AK Compensation Lawyers Acquisition Toowoomba, QLD Cleary & Lee Acquisition Toowoomba, QLD Dalby, QLD Shannon Donaldson Province Lawyers Acquisition Fairfield, NSW Ron Kramer Associates RKA Lawyers Acquisition Fairfield, NSW Eugene Lepore & Associates Greenfield Strathpine, QLD Westfield Retail Centre 2013 Greenfield Chermside, QLD Westfield Retail Centre Greenfield Carindale, QLD Westfield Retail Centre Greenfield Greenfield Strathpine, QLD Ipswich, QLD Acquisition Logan, QLD Keith Scott & Associates 2008 Greenfield Dandenong, VIC 15

16 Erin Brockovich Shine s relationship with internationally renowned Erin Brockovich began in 2007, culminating in a formal strategic partnership agreement. In Australia, Erin exclusively consults with Shine on class actions, environmental cases and other strategic initiatives. Erin has a long-term contract with Shine, described in section International opportunities UNITED KINGDOM Since 2000 Shine has been exploring the feasibility of entering the United Kingdom legal market. In that time Shine has actively recruited lawyers to Australia from the United Kingdom. Recent and proposed reforms may present opportunities for Shine to enter into that market. With its experience in the Australian market and its established systems and processes, Shine considers itself well placed to capitalise on these potential opportunities. USA Given Shine s relationship with Erin Brockovich, her strong referral base and other opportunities, the Directors have kept a watching brief on the US legal market and will continue to do so in the future. RISK WORLDWIDE Since early 2011, Shine has worked closely with insurance specialist Risk Worldwide, a US based consulting firm which specialises in loss assessment and insurance claims. Shine engaged Risk Worldwide to provide claims consulting in relation to the Queensland floods and Cyclone Yasi during the 2011 summer in Australia. Shine also is a joint venture partner of Risk Worldwide New Zealand Limited (RWWNZ), a New Zealand limited liability company, assisting policy holders who have suffered loss from the Christchurch earthquakes. RWWNZ does not provide legal advice. Further details of the arrangements in respect of RWWNZ are in section Social responsibility and community Shine s business has been founded on social responsibility. Its people are instilled with a strong sense of social responsibility and the company pursues social justice on a daily basis for its clients. It has a dedicated social justice and human rights team led by respected social justice advocate George Newhouse and former US military lawyer Major Michael D. Mori that enables minorities to seek justice and have their voices heard. In pursuit of this objective, the Founders established the Shine a Light Foundation to support injured Australians through injury prevention, education and rehabilitation. Shine s people have the opportunity to support this initiative through fortnightly deductions from their salary. Shine helped establish the Environmental Justice Society (EJS) to help Australians voice their concerns and pursue justice if their life, or the livelihood of their community, is negatively impacted by the actions of others. It is a group of environmentally conscious lawyers, doctors, scientists and campaigners who want to empower individuals and communities with the knowledge and resources to rally support and take action to bring negligent companies to account. Erin Brockovich is the patron of the EJS and Shine provides ongoing administrative support. 16

17 2.12 Regulatory framework INCORPORATED LEGAL PRACTICE Shine is regulated as an incorporated legal practice (ILP), which is a corporation that engages in legal practice. Each State and Territory regulates legal practices. Traditionally, the legislation governing the legal profession only allowed lawyers to receive the benefits of a legal practice. More recently, in all States and Territories, except South Australia, model laws have been adopted (Legal Profession Acts) which allow a corporation to conduct a legal practice. ILPs can have: directors and shareholders who are not lawyers; and business interests outside of the legal practice. The relevant Legal Profession Acts regulate the structure and operation of ILPs to minimise the risk that a lawyer s legal and professional responsibilities are compromised by the ILP structure. The most fundamental of these restrictions is that an ILP must have at least one director who holds an unrestricted practising certificate (Legal Practitioner Director). Each Legal Practitioner Director is responsible for managing the legal services provided by the ILP and ensuring that appropriate management systems are in place to ensure that the legal services provided by the ILP are in accordance with the professional obligations of legal practitioners. To address the potential conflict between a director s duty to act in the best interests of the company and a legal practitioner s duties to the client and court, the Legal Profession Acts include safeguards to ensure that the obligations of the Legal Practitioner Director as a legal practitioner are preserved. Under the Legal Profession Acts, the legislation is given precedence over the company s Constitution, to the extent of any inconsistency, and allows the regulations associated with the Legal Profession Acts to displace the operation of the Corporations Act. REGULATION OF FEES Shine s profitability is affected by its ability to recover legal fees from clients. Accordingly, Shine has taken the following measures to assist in the recoverability of its legal fees: ensuring a proper balance of lawyers and non-legally qualified staff; charging appropriate fees; having a costs agreement which is enforceable (ie satisfies all disclosure obligations under the Legal Profession Acts and is a suitable agreement); and having systems and processes in place to effectively manage WIP. In some States and Territories, statutory provisions may impact on the maximum amount of legal fees being charged, regardless of costs agreements entered into by lawyers and their clients. Accordingly, Shine s profitability will be affected by any such limitations. In each State and Territory, there exist statutory rights for clients to seek review of legal fees. Shine, like all law firms in Australia, is subject to any client exercising those rights. REGULATION OF PERSONAL INJURY ADVERTISING Under the Legal Profession Acts, advertising by legal practitioners must not be false, misleading or deceptive or otherwise in contravention of the Competition and Consumer Act 2010 (Cth). In addition to the restrictions on advertising legal services generally, each of the Relevant Jurisdictions has regulations about personal injury advertising and, in particular, restrictions on the advertising of personal injury claims on a speculative fee basis. NON-COMPLIANCE WITH REGULATIONS The regulator in each Relevant Jurisdiction has the power to investigate and prosecute breaches under the Legal Profession Acts and breaches of the advertising restrictions described above. Where Shine fails to comply with the Legal Profession Acts and other relevant regulations, Shine may be subject to fines and any individual legal practitioner involved in non-compliance (and the Legal Practitioner Director in some circumstances) may be subject to disciplinary action by the regulator of the Relevant Jurisdiction, depending on the severity of the non-compliance. Disciplinary action may include suspension or cancellation of practising certificates of the individual legal practitioner and, in serious cases, disqualification of the ILP. REGULATORY REFORMS A number of regulatory reforms which are relevant to areas within which Shine operates are currently being considered: the establishment of a national injury insurance scheme (NIIS), which would provide fully funded care and support for all cases of catastrophic injury; the establishment of a national disability insurance scheme (NDIS), which would provide all Australians with a significant and ongoing disability with long-term care and support, such as home and vehicle modifications, personal care, respite, community access support, domestic and transport assistance, but not income; the Queensland workers compensation review; and the NSW Compulsory Third Party (CTP) scheme. A more detailed description of these reforms is set out in section 5.2. Shine is engaged by each of its clients on the basis of a conditional costs agreement (also known as a speculative fee arrangement). Where legislation permits, Shine will also normally charge an uplift fee (of up to 25% of Shine s WIP) to compensate for the risk to Shine of undertaking work without a guarantee of payment and the subsequent delay that will occur from commencement until payment. 17

18 3 OWNERSHIP, MANAGEMENT AND CORPORATE GOVERNANCE 3.1 Shine corporate structure The evolution of Shine led to it becoming a limited entity on 19 December 2008 and converting to a public company on 8 January It began providing legal services as an ILP in Queensland, Victoria and Western Australia in 2009 and in New South Wales in Its holding company, Shine Corporate Ltd, was registered in Queensland on 13 March It is the ultimate holding company for the members of the Group as illustrated in the following diagram. SHINE CORPORATE LTD ACN SHINE LAWYERS LIMITED ACN % SHINE NZ PTY LTD ACN % 3.2 Board of directors TONY BELLAS BEcon, DipEd, MBA, FAIM, MAICD, ASA Independent Chairman and Non-Executive Director Tony joined Shine in 2013 as independent chairman and non-executive Director. He has over 26 years experience in senior management roles in the public and private sectors. Currently chairman of ERM Power Limited and Corporate Travel Management Limited and director of a number of other unlisted companies, Tony was previously Chief Executive of a number of major companies including: Seymour Group (November 2007 to June 2010) Queensland s largest private investment and development company; Ergon Energy Corporation Limited (January 2004 to November 2007) a Queensland Government Owned Corporation involved in electricity distribution; and CS Energy Limited (December 2001 to January 2004) a Queensland Government Owned Corporation involved in base load electricity generation. Prior to this, Tony had a long career with Queensland Treasury where he reached the position of Deputy Under Treasurer. In that role, Tony had oversight of a number of related Treasury operations including Fiscal Strategy, Office of Government Owned Corporations and Office of State Revenue. CAROLYN BARKER AM BBus, MBA, FAIM Independent Non-Executive Director Carolyn joined the Board in 2009 as a non-executive Director. Carolyn commenced her professional career as an owner and operator of a nationally accredited advertising agency. For ten years, she led the Australian Institute of Management QLD and NT and the Institute s national commercial businesses in online learning and publishing. In 2010 she was appointed Chief Executive Officer (CEO) of the Endeavour Learning Group, an Australasian private education business, owned by private equity. Carolyn is Chair of Brisbane Transport and a non-executive director of MIGAS. She was previously a director of private companies The Cyber Institute Pty Ltd and In Touch Pty Ltd. In 2000 she was made the inaugural chair of The Queensland Orchestra, a position she held for eight years. In 2005, Carolyn was awarded a Member of the Order of Australia for her service to business through management education. She is an adjunct professor in business at Griffith University. 18

19 GREG MOYNIHAN BCom, Grad Dip SIA, CPA, FFin, MAICD Independent Non-Executive Director Greg joined Shine in 2013 as a non-executive Director. He has spent most of his career within the broad finance sector and is a former CEO of Metway Bank Limited. He has held senior executive positions in Citibank Australia, Metway and Suncorp Metway covering a range of disciplines including financial and capital management, investment management, and corporate strategy. Greg has held past directorships with a range of companies including Cashcard Australia Ltd, LJ Hooker Ltd, RACQ Insurance Ltd, HFA Limited and various subsidiaries of Suncorp Metway Ltd. He is currently a director of Ausenco Limited (since 2008), Sunwater Limited (since 2007) and Corporate Travel Management Limited (since 2010) and several unlisted companies. SIMON MORRISON LLB Managing Director Simon joined Shine in 1988 and became partner in Simon is a former National President of the Australian Lawyers Alliance (ALA) and chairs the Alliance s National Workers Compensation Special Interest Group. He is also a member of the American Association of Justice (formerly the Association of Trial Lawyers of America) and sits on that Association s Board of Governors. Simon has particular expertise in the field of workers compensation and is an acknowledged leader at both a state and national level. He has given evidence at numerous Government inquiries and has assisted in drafting legislation and is a regular speaker at national and state conferences in this field. Simon is currently the Managing Director (MD) of Shine, spearheading the firm s strategic and operational objectives. STEPHEN ROCHE LLB, LLM, FAIM, GAICD Executive Director Stephen joined Shine in 1981 and is Shine s longest serving staff member. He is a former Managing Partner of Shine and was among the first solicitors in Queensland to be awarded Specialist Accreditation in Personal Injuries by the Queensland Law Society. Stephen is a Fellow of the Australian Institute of Management, an active member of The Executive Connection, a past President of the Australian Plaintiff Lawyers Association (Queensland Branch, since renamed ALA) and a past member of the National Executive. He is admitted to practice in various states in Australia. His current role is strategic opportunities. The Solicitors Complaints Tribunal suspended Stephen Roche from practice for 12 months from March 2003 after finding him guilty of professional misconduct on the basis of two charges brought by The Council of Queensland Law Society Incorporated. Following that period, Mr Roche s unrestricted practicing certificate was reinstated. Further details of the proceedings are set out in section 8.1 He holds a Bachelor of Laws, is a Queensland Law Society Accredited Specialist in Personal Injury law and is admitted to practice in several states of Australia. 3.3 Management team JODIE WILLEY LLB (Hons) Chief Executive Officer Jodie joined Shine in 1995 as an articled clerk and has spent 18 years with the firm. She possesses a diverse range of experience, having been a senior legal practitioner specialising in plaintiff litigation prior to taking on senior leadership roles within the business. Jodie is an Accredited Specialist in Personal injury law and a member of a number of professional associations. CRAIG THOMPSON BCom, ICAA Chief Financial Officer Craig joined Shine in 2011 as Chief Financial Officer (CFO). Craig commenced his career at one of the big four accounting firms and is a member of the Institute of Chartered Accountants in Australia. He has extensive financial, risk management and executive experience gained over 20 years working in global corporates, including Gallagher Bassett Services (a specialist claims management subsidiary of a US listed company), Flight Centre, Anglo Coal & Shell Coal and Dresdner Kleinwort Benson. 19

20 JOHN GEORGE BBus, CPA, FAIM, ACIS Company Secretary and Head of Investor Relations John was appointed to the role of Company Secretary and head of investor relations in 2013 after a period as a non-executive Director of Shine from Over the past two decades, John has had a wide range of experience, having worked in a big four accounting firm, in corporate regulation and capital markets at ASIC and corporate advisory in public practice. Throughout John s career he has worked for, and advised, both domestic and international clients in strategy, capital raising and mergers and acquisitions. John was most recently principal of Standard Edge, a corporate advisory firm specialising in transaction management, strategy and governance. John is a nonexecutive director of Gladstone Airport Corporation and advisory board member of McNab Constructions. John is also a trustee of the Bravehearts Endowment Fund. SIMON BUTTON EMBA, BEng, FAIM, MAICD Chief Information Officer Simon joined Shine in 2011 as Chief Information Officer. Simon is responsible for the entire Information, Communication and Technology strategy and management at Shine. He is also leading the T2 Project to revolutionise Shine s practice management. Simon s career spans almost 20 years with leadership experience gained within Australian and international technology, telecommunication and professional services sectors. Prior to joining Shine, Simon held leadership roles with Ozmota in the US and Australia, Benefon in the UK, and Voxson in Australia. Simon is also a non-executive Director of Queensland Kids. JACINTA GILES MEd, PG Dip Prof Comms, BCRA, AAICD Chief Human Resources Officer GRAEME MCFADYEN BEcon, MBA, GAICD Chief Operating Officer Graeme joined Shine in 2012 as Chief Operating Officer. A graduate of the Australian Institute of Company Directors, he has over 18 years experience in legal practice management and previously held senior leadership positions in other large plaintiff litigation law firms. He has a deep understanding of the legal industry, helping Shine to deliver on its client service promise by devising and implementing effective operational strategies and processes. Graeme is the Director of AEIOU Foundation for kids with autism. Jacinta joined Shine in 2011 as Chief Human Resources Officer, with responsibility for human resources strategy and management including talent and change, culture, learning and development, leadership development, attraction and selection, internal communications, human resources advisory and safety. Jacinta s human resources career spans over 15 years in both domestic and international roles, across a broad range of industries including: professional services, university sector, mining and telecommunications. Prior to this appointment, she spent 9 years working with Deloitte in senior leadership roles within New Zealand and the United States. LISA FLYNN LLB (Hons), BCom (Politics and Public Policy) National Legal Partner Lisa has worked with Shine for nearly 15 years, initially engaged in an administrative role and soon after as an articled clerk. Prior to her role as National Legal Partner, she held a variety of senior legal roles within the firm. In her current role as National Legal Partner, she is responsible for leading and managing the legal operations of the Company. Lisa possesses a passion for, and an in depth knowledge of, the needs of Shine s clients and people. STEPHEN DEANE DM Psych (Comms), BB Comms, MAICD Chief Marketing Officer Stephen joined Shine in 2012 as Chief Marketing Officer. He is an executive level marketing and communication specialist with nearly 20 years experience working across brand, marketing strategy and customer relationship management, in both domestic and international markets. He has worked with the likes of Brisbane Marketing, a subsidiary of the Brisbane City Council, and Mindshare in Singapore, a global media network with nearly 6,000 people in 67 countries. Stephen is a member of a number of professional associations, including CMO Global, the Institute of Company Directors, the Association for Data-Driven Marketing & Advertising and the Australian Marketing Institute. 20