Graham Chipchase CBE
Director at AMCR
Board
About Graham Chipchase CBE
Graham Chipchase is an independent director of Amcor plc, serving since 2024. He is currently CEO of Brambles Ltd (since January 2017) and previously served as CEO and CFO of Rexam plc, with earlier finance roles at GKN plc and BOC Group. He holds an MA (Hons) in Chemistry from Oriel College, Oxford, is a Fellow of the Institute of Chartered Accountants in England and Wales, and was appointed Commander of the British Empire (CBE) in June 2024 for services to sustainable business. Age: 62; Director since: 2024 .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Rexam plc | CEO | 2010–2016 | Oversaw sale to Ball Corporation; prior Group Director of Plastic Packaging (2005–2009) and Group Finance Director (CFO) (2003–2005) |
| GKN plc | Finance roles | 1990–2003 | Finance leadership experience across industrials |
| BOC Group plc | Finance roles | 1990–2003 | Finance leadership experience across industrials |
External Roles
| Company | Capacity | Tenure | Committees/Notes |
|---|---|---|---|
| Brambles Ltd (ASX: BXB) | Chief Executive Officer | 2017–present | Executive role; board service implied with CEO position |
| AstraZeneca plc (LSE: AZN) | Non-Executive Director (Senior Independent Director); Chair, Remuneration Committee | 2012–2021 (past) | Senior board role and committee chair |
Board Governance
- Independence: The Board determined all nominees other than the CEO are independent; Chipchase is independent .
- Committee assignments: Member, Audit Committee; Member, Executive Committee (not Chair) .
- Audit Committee financial expertise: The Board determined Mr. Chipchase qualifies as an “audit committee financial expert” under SEC rules .
- Attendance and engagement: Board met 14 times in FY2025; each director attended at least 75% of Board and applicable committee meetings; Audit met 6 times; Executive Committee did not meet .
- Board leadership/structure context: Independent Chairman (Graeme Liebelt) and Deputy Chairman (Stephen Sterrett); regular executive sessions of independent directors .
- Overboarding policy: Company discloses “No Directors are overboarded” under its service limitations policy .
Fixed Compensation (Director)
| Item | Amount/Policy | Notes |
|---|---|---|
| Fees earned or paid in cash (FY2025) | $92,435 | Pro-rated based on start date (joined Nov 6, 2024) |
| Standard annual cash retainer (Directors, excl. Chair) | $135,500 | Part of $285,500 total director retainer split cash/equity |
| Committee fees (policy) | Audit Chair $32,500; Audit Member $16,500; Comp Chair $25,000; Comp Member $11,000; N&G Chair $20,000; N&G Member $8,000; Deputy Chair $40,000 (cash) | Applies based on roles; Chipchase served as Audit Member; Executive Committee had no meetings in FY2025 |
Performance Compensation (Director Equity)
| Item | Amount/Policy | Notes |
|---|---|---|
| Stock awards (FY2025) | $159,254 | Director equity grants are RSUs; FY2025 figure pro-rated |
| Standard annual equity retainer (Directors, excl. Chair) | $150,000 in RSUs; increases to $170,000 beginning Dec 1, 2025 | Equity retainer portion of $285,500 (then $305,500) total package |
| Minimum shareholding guideline | 5x cash retainer within five years | Applies to directors |
| Hedging/pledging | Prohibited for directors’ equity awards | Policy applies to directors and executive officers |
No performance-conditioned director awards (e.g., PSUs/options) are disclosed for non-executive directors; RSUs are time-based. Accordingly, there are no performance metrics applicable to director equity in FY2025 .
Other Directorships & Interlocks
- Current public company role: CEO, Brambles Ltd .
- Prior public board: AstraZeneca plc, Senior Independent Director and Remuneration Committee Chair (2012–2021) .
- Related-party/Interlocks: The company disclosed no related-party transactions meeting Item 404 thresholds during FY2025 (reduces conflict risk) .
Expertise & Qualifications
- Financial expertise: Designated audit committee financial expert; Fellow of the Institute of Chartered Accountants in England and Wales (strong accounting and audit literacy) .
- Packaging and FMCG supply exposure: Former CEO/CFO of Rexam (consumer packaging), and current CEO of Brambles (global supply chain) .
- Global leadership: Experience across the UK, Sweden, Australia, and U.S.; MA (Hons) Chemistry (Oxford) .
- Recognition: CBE (June 2024) for services to sustainable business .
Equity Ownership
| Holder | Beneficial Ownership (#) | % Outstanding | As of |
|---|---|---|---|
| Graham Chipchase | 0 | <1% | September 8, 2025 |
Director ownership policy requires 5x cash retainer within five years; compliance status for individual directors is not disclosed. Hedging and pledging of equity are prohibited .
Governance Assessment
-
Positives
- Independent director with deep sector-relevant operating and financial experience (Rexam CEO/CFO; Brambles CEO) and audit committee financial expert designation, enhancing audit oversight quality .
- Serves on Audit (met 6 times) and Executive Committees; Board reports all directors met at least 75% attendance; Executive Committee did not meet in FY2025 (no attendance burden there) .
- Clear, shareholder-aligned director pay structure: mix of cash and time-based RSUs; explicit 5x retainer ownership guideline; hedging/pledging prohibited .
- No related-party transactions disclosed for FY2025, limiting conflict risk .
- Company reports no directors are “overboarded” under its policy .
-
Watch items / potential red flags
- Low current beneficial ownership (0 shares as of Sep 8, 2025) may temper alignment in the near term, though he is within the five-year accumulation window and receives RSUs annually .
- Significant external time commitment as a sitting CEO (Brambles) could constrain bandwidth; however, Amcor’s policy indicates no directors (including Chipchase) are overboarded, and attendance thresholds were met in FY2025 .
-
Director compensation snapshot (FY2025)
- Cash fees: $92,435; Stock awards: $159,254; Total: $251,689 (pro-rated for partial year of service) .
-
Committee focus signals
- Audit Committee membership plus “financial expert” status suggests meaningful role in financial reporting, internal control, and cybersecurity risk oversight as described in the committee charter; Executive Committee role adds contingency governance capacity (though it did not meet in FY2025) .