Download copy of Perspectives on Cyber Risk 2017

Join the CHQA Members' Centre

In the CHQA Members' Centre, members can access CHQAnalysis (our in-depth analysis of current issues), News (weekly summaries of governance news), Board Shorts (succinct answers to directors' governance questions), a search facility extending over various governance categories, and information about our seminars and other events.

Apply for CHQA Membership here.

The CHQA Members' Centre is password protected and accessible only to members. There is no joining fee for eligible applicants.

Perspectives on Cyber Risk
play video
Boards and directors
August 14, 2017 6:12 PM |
Top Story │ Update on AUSTRAC allegations against the Commonwealth Bank of Australia [read more]
August 14, 2017 6:11 PM |
Top Story │ ASIC reportedly confirms it will investigate whether the Commonwealth Bank of Australia board complied with continuous disclosure obligations when it decided not to alert investors to the AUSTRAC investigation [read more]
August 14, 2017 6:08 PM |
Top Story │ Test Case? Commonwealth Bank of Australia shareholders file a claim in the Federal Court alleging the bank did not adequately disclose climate change risk as a business risk [read more]
August 14, 2017 6:02 PM |
Top Story │ United States: Federal Reserve Board consults on proposal to enhance the effectiveness of boards of directors [read more]
August 7, 2017 12:29 PM |
Top Story: United Kingdom: Average FTSE100 CEO pay package was down 17% on previous year due to political pressure, public disapproval and campaigning for pay restraint according to new report [read more]
August 7, 2017 12:25 PM |
Top Story: Governance Institute of Australia report finds 77% of Australians believe high CEO salaries are unethical [read more]
August 7, 2017 12:22 PM |
New report finds that growth in nonexecutive director pay has outpaced growth in annual CEO remuneration due to increase in workload [read more]
June 19, 2017 11:40 AM |
ASIC reportedly launches investigation into CPA; Xenophon introduces Bill into senate [read more]
June 19, 2017 11:36 AM |
Uber CEO to take indefinite leave of absence following release of results of investigation into workplace culture [read more]
May 29, 2017 3:04 PM |
MinterEllison partner Alberto Colla has provided some tips for boards in relation to key governance developments: reforming culture and engaging with proxy advisers [read more]
May 22, 2017 4:42 PM |
The UK Conservatives' 2017 Manifesto has promised: 'Fairer corporate governance, built on new rules for takeovers, executive pay and worker representation on company boards'. [read more]
May 15, 2017 12:42 PM |
NZX Limited has published its final NZX Corporate Governance Code, its first substantial update since 2003. [read more]
May 8, 2017 1:53 PM |
At Santos’ AGM, activist shareholders failed in their bid to request the company to comply with the recommendations of the FSB’s Task Force on Climate-related Financial Disclosures. [read more]
May 1, 2017 5:15 PM |
EY's latest survey on the use of nonfinancial performance by institutional investors in their decision-making has found that they are using it more often, but are disappointed by the quality of disclosure. [read more]
April 10, 2017 6:24 PM |
The UK Business, Innovation, and Skills parliamentary committee has made wide ranging recommendations to reform corporate governance, including phasing out long-term incentive plans. [read more]
April 10, 2017 6:12 PM |
AMP Capital has argued in favour of non-financial performance measures, but warned that boards need to get better at explaining how they will generate future shareholder value. [read more]
March 27, 2017 1:53 PM |
State Street Global Advisors has urged boards to focus on the risks a 'host of environmental and social sustainability issues' pose to long-term viability. [read more]
March 20, 2017 2:08 PM |
According to MinterEllison's second Perspectives on Cyber Risk report, boards need to step up their oversight of cyber security. [read more]
March 20, 2017 1:51 PM |
BlackRock has released its engagement priorities for 2017-2018, which include board composition, long term strategy, climate risk disclosure and human capital management. [read more]
March 13, 2017 1:20 PM |
Norges Bank Investment Management has released details of its responsible investment work in managing Norway's Government Pension Fund Global. [read more]
March 13, 2017 1:16 PM |
In the face of an increasingly complex operating environment, boards have been urged to think beyond shareholder returns in order to maintain their social licence to operate. [read more]
February 20, 2017 3:35 PM |
Bernie Fraser has delivered his report into not-for-profit super fund governance, rejecting calls for mandated minimum numbers of independent directors. [read more]
February 20, 2017 3:28 PM |
A study examining shareholder proposals at 198 ASX 300 companies over 10 years has found that 92% of the 877 proposals concerned the election or removal of directors. [read more]
February 13, 2017 11:42 AM |
According to State Street CEO Ronald O’Hanley, ‘addressing ESG issues is a good business practice and must be part of effective board leadership and oversight of long-term strategy’ [read more]
February 13, 2017 11:37 AM |
According to EY, this US proxy season investors will be focused on board composition, environmental and social risks, regulatory uncertainty, executive pay and short-termism [read more]
December 12, 2016 3:17 PM |
Strategy&'s latest CEO succession study has found that the median tenure of ASX 200 CEOs has increased to 5.5 years, suggesting improved succession practices. [read more]
December 5, 2016 2:52 PM |
The UK government has released its much anticipated Green Paper seeking input on a number of proposed corporate governance reforms, but commentators argue it's a let down. [read more]
November 21, 2016 3:11 PM |
ACSI’s latest survey of board composition and non-executive director pay in the ASX200 has found that boards are continuing to evolve, but have further to go. [read more]
November 7, 2016 2:29 PM |
APRA has released enhanced governance requirements for Registrable Superannuation Entity licensees, requiring a governance framework and policies for the nomination, appointment and removal of directors. [read more]
October 31, 2016 1:53 PM |
The US SEC has proposed controversial reforms to allow shareholders to vote for their preferred combination of board candidates in contested elections. [read more]
October 24, 2016 2:29 PM |
APRA has highlighted the sustained attention still required by the financial sector to develop a sound risk culture, and has set out how it intends to 'support and encourage' this effort. [read more]
October 17, 2016 11:14 AM |
Studies suggest that activism is spreading outside the US, and that Australia is becoming a key target (thanks in part to its corporate governance rules) [read more]
October 10, 2016 1:44 PM |
The UK FCA is consulting on new measures to strengthen the senior managers’ and certification regime as part of its continued focus on culture, including extending conduct rules to non-executive directors. [read more]
October 10, 2016 1:33 PM |
APRA member Geoff Summerhayes has urged financial institutions to focus on maintaining customer and community trust to preserve their social licence. [read more]
September 26, 2016 5:26 PM |
The UK FRC's chairman, Sir Win Bischoff, has argued that corporate culture needs to achieve positive outcomes for all stakeholders and for 'society itself' [read more]
September 19, 2016 2:56 PM |
The US Business Roundtable has asserted that 'an increase in shareholder access to the boardroom cannot come without a corresponding increase in shareholder responsibility'. [read more]
September 19, 2016 2:53 PM |
In the UK, a parliamentary inquiry has been launched on corporate governance, to consider directors' duties, executive pay and board composition (including employee representation). [read more]
September 12, 2016 10:19 AM |
The UK Institute of Directors has released its second ranking of the FTSE 100 based on corporate governance performance, and called on directors to learn from the research. [read more]
September 12, 2016 10:09 AM |
AMP Capital has released its 2016 Mid-year Corporate Governance Report, which sets out its proxy voting highlights and its current engagement themes. [read more]
August 29, 2016 3:21 PM |
Deloitte's recent global survey on crisis readiness in large organisations has found that directors are aware of crisis threats but may not be prepared to handle them. [read more]
August 29, 2016 3:10 PM |
ASIC has published its latest report on the regulation of corporate finance issues, among other things noting concerns with prospectus disclosure and giving pointers for the AGM season. [read more]
August 22, 2016 3:44 PM |
Announcing the results of APRA's stress test of the life insurance industry, APRA member Geoff Summerhayes noted that 'regulatory capital won't help institutions if they can't be trusted'. [read more]
August 22, 2016 3:40 PM |
A research project exploring the impact of the 'two strikes' rule in Australia has found, among other things, that shareholders are not as upset about pay as the media suggests. [read more]
August 8, 2016 1:44 PM |
A new leadership study has found that 76.62% of ASX 200 CEOs are Anglo-Celtic, and proposes steps organisations can take to improve cultural diversity (including adopting targets). [read more]
August 1, 2016 12:52 PM |
The UK Investment Association's Working Group on Executive Remuneration has proposed a 'far-reaching plan to simplify pay structures for company bosses'. [read more]
July 25, 2016 3:17 PM |
Some commentators are underwhelmed by the 'Commonsense Principles of Corporate Governance' released in the US by a group of high profile CEOs and heads of asset managers. [read more]
July 25, 2016 3:14 PM |
The UK's Financial Reporting Council has released a new report which highlights the role of the board in evaluating, overseeing and monitoring corporate culture. [read more]
July 25, 2016 3:11 PM |
Governance Institute of Australia has released its inaugural Ethics Index, which reveals that large corporations (and their senior executives) need to improve their image. [read more]
July 25, 2016 3:05 PM |
In a new report, PwC UK has asserted that there is urgent need for action to resolve public concerns over executive pay, but cautions against further regulation. [read more]
July 4, 2016 2:12 PM |
KPMG's 2016 Global CEO Outlook has found that although CEOs are keen to foster innovation, they are concerned they lack the time to do so (particularly in Australia). [read more]
June 27, 2016 4:12 PM |
ASIC chairman Greg Medcraft has discussed the role of directors and executives in supporting a strong culture, asserting that boards need be alert to 'red flags' and have their 'noses in'. [read more]
June 27, 2016 4:05 PM |
A US SEC official has suggested that culture should be seen as 'a sort of mitigant to all risks', but more specifically as a support for conduct risk. [read more]
June 20, 2016 12:57 PM |
MinterEllison's Sarah Barker and Maged Girgis have argued that recent international developments have raised the bar on climate change disclosure and governance. [read more]
June 20, 2016 12:48 PM |
The Federal Court of Australia has considered s 203D(1) of the Corporations Act, finding among other things that it does not provide an exhaustive codification of the mechanism for removal of a director. [read more]
June 14, 2016 2:36 PM |
The Full Federal Court has dismissed ACCR's appeal against the Federal Court's decision that CBA was entitled to exclude certain shareholder resolutions from its notice of AGM. [read more]
June 14, 2016 2:24 PM |
A recent report has found that in the UK many companies are improving the way their nomination committees operate, but that more can be done. [read more]
June 6, 2016 11:50 AM |
In the US, FINRA's chairman and CEO has discussed how regulators and the industry can work toward ensuring a culture in the financial services industry which puts clients' interests first. [read more]
June 6, 2016 11:43 AM |
ASIC has warned companies to adopt realistic valuations for asset values and appropriate accounting policies in their 30 June financial reports. [read more]
May 30, 2016 2:45 PM |
ASIC Commissioner John Price has suggested a number of ways that boards can promote a more positive culture within their organisations. [read more]
May 30, 2016 2:42 PM |
KPMG's new report has found 'considerable room for improvement' in the adoption of ASX Corporate Governance Council recommendation 7.4 on sustainability risk disclosure. [read more]
May 23, 2016 12:50 PM |
In its Cyber Security Strategy, the federal government has outlined its plans to assist the private sector strengthen its cyber defences. [read more]
May 16, 2016 11:45 AM |
In a recent speech on regulatory compliance, ASIC Commissioner Cathie Armour has stressed the importance of a 'customer-first' culture. [read more]
May 9, 2016 11:02 AM |
The federal government has released a discussion paper on the three measures aimed at improving bankruptcy and insolvency law agreed as part of its innovation agenda. [read more]
May 2, 2016 12:59 PM |
Following a 'first strike' against Woodside's remuneration report, chairman Michael Chaney has noted the 'impossible' challenge of structuring pay to satisfy all shareholders. [read more]
May 2, 2016 12:56 PM |
According to media reports, the UK is experiencing a second 'shareholder spring' as investors continue to protest against executive pay packages. [read more]
April 18, 2016 12:18 PM |
APRA has released the report on its investigation into the failure of Trio Capital, highlighting three key lessons for superfund trustees. [read more]
April 18, 2016 12:16 PM |
The Fair Work Ombudsman has asserted that big name brands need to take moral and ethical responsibility for workers in their networks, even if they have no direct legal responsibility. [read more]
April 18, 2016 12:14 PM |
The Governance Institute of Australia has released a risk management handbook for directors, to assist boards to integrate their governance and risk management frameworks. [read more]
April 18, 2016 12:11 PM |
MinterEllison partners have predicted that activism may be on the rise (particularly in WA), and advise boards to engage with activists in a 'neutral and open-minded way'. [read more]
April 11, 2016 12:58 PM |
APRA deputy chairman Helen Rowell has emphasised the role of superfund boards in sound governance, strategic planning, setting investment strategy and ensuring transparency. [read more]
April 11, 2016 12:52 PM |
An intense debate has emerged concerning the proper role of regulators in policing corporate culture at Australian companies. [read more]
April 11, 2016 12:46 PM |
The UK's Prudential Regulation Authority has released a supervisory statement relating to (collective) board responsibilities. [read more]
April 4, 2016 4:01 PM |
Shareholder activists, short-termism and culture (among other things) have been blamed for the recent events at Valeant Pharmaceuticals. [read more]
April 4, 2016 3:57 PM |
APRA is consulting on clarifications to the governance and risk management components of the 'Level 3 framework' (and will defer implementation of conglomerate capital requirements). [read more]
April 4, 2016 3:54 PM |
ASIC has released its latest enforcement report: looking forward it will continue its focus on market integrity, corporate governance and misconduct in the wealth management industry. [read more]
March 23, 2016 5:02 PM |
ASIC has encouraged all AFS licence holders to carefully review its report into culture, conduct and conflicts management practices in vertically integrated funds management businesses. [read more]
March 23, 2016 5:00 PM |
In a recent speech, ASIC chairman Greg Medcraft said that culture 'is not something that can be regulated with black letter law', but is an issue that companies themselves must address. [read more]
March 23, 2016 4:57 PM |
A new study of controlled firms on the S&P 1500 has asserted that the findings challenge claims that such structures benefit all shareholders by insulating management from market pressures. [read more]
March 16, 2016 2:08 PM |
A recent survey has found that a 'significant number' of FTSE 300 boards have formed committees to focus on sustainability, ethics and values (but warns this is not always the best approach). [read more]
March 16, 2016 1:44 PM |
Australian commentators have highlighted a number of challenges companies face in establishing and protecting a healthy corporate culture. [read more]
March 16, 2016 1:40 PM |
According to As You Sow's 2016 proxy preview, more shareholder proposals filed at US companies relate to climate change than ever before. [read more]
March 9, 2016 1:20 PM |
ASIC has called on the financial services sector to share threat intelligence and collaborate with industry peers to improve cyber resilience practices across the industry. [read more]
March 9, 2016 1:19 PM |
Rio Tinto's board has endorsed a special resolution requisitioned by shareholders which requires greater disclosure in relation to certain climate change issues. [read more]
March 9, 2016 1:13 PM |
AMP Capital has released its 2015 full year Corporate Governance Report, which discusses AMP's proxy voting over the period as well as its approach to shareholder engagement. [read more]
February 24, 2016 1:49 PM |
A new research report from the UK has provided guidance for boards addressing ‘extraordinary disruption’, asserting that corporate governance codes may be of limited help [read more]
February 17, 2016 12:43 PM |
Global Proxy Solicitation's preliminary review of 2015 board skills matrix disclosures of 161 ASX 200 companies has found that 79 were 'poor', and 32 'not disclosed'. [read more]
November 11, 2015 4:47 PM |
The Senate Economics Legislation Committee has recommended that the Superannuation Legislation Amendment (Trustee Governance) Bill 2015 be passed. [read more]
November 4, 2015 3:29 PM |
According to ACSI, its latest report on board composition and non-executive director pay in ASX200 companies shows there is more to be done on diversity, and to ensure directors have 'skin in the game'. [read more]
October 14, 2015 11:47 AM |
According to PwC, the findings of its 2015 annual survey of US public company directors indicate that boards have oriented themselves toward a longer-term governance focus. [read more]
October 7, 2015 11:39 AM |
AMP Capital has discussed its expectations in relation to the ASX Corporate Governance Council's new recommendations relating to disclosure of risk management and board composition. [read more]
October 7, 2015 11:36 AM |
AMP Capital has reported on its proxy voting decisions in the 2014/2015 financial year, including in relation to board composition, remuneration reports and share incentive plans. [read more]
October 7, 2015 11:33 AM |
Proxy adviser Institutional Shareholder Services has released the results of its annual global voting policy survey, which includes responses concerning director 'overboarding' and capital allocation. [read more]
August 26, 2015 3:27 PM |
As the Australian reporting season unfolds, commentators are divided over whether it is investors or boards who are too focused on the short term, and why. [read more]
August 19, 2015 2:21 PM |
The Governance Institute of Australia has released a new Good Governance Guide to assist company secretaries and boards complete pre-appointment checks for non-executive directors. [read more]
August 19, 2015 2:06 PM |
Dr Ulysses Chioatto has discussed recent research on the state of board evaluations, and called for an 'enhanced approach' by Australian companies. [read more]
August 5, 2015 2:36 PM |
Companies may benefit from increasingly 'active' institutional shareholders, but directors should not allow their business judgment to be usurped, claims a prominent US lawyer. [read more]
August 5, 2015 2:31 PM |
An AFR special report has focused on some current issues facing Australian boards and directors, including digital transformation, bribery and corruption, diversity and ethics. [read more]
July 22, 2015 11:12 AM |
The Australian Taxation Office has released a new guide to assist large and complex corporations self-evaluate their governance frameworks and strategic and operational tax risks. [read more]
July 15, 2015 5:48 PM |
The debate on how phoenix activity should be addressed has continued, following the Governance Institute of Australia's support of director identity numbers. [read more]
July 15, 2015 5:47 PM |
Board term limits might not be a good thing, as MSCI data suggests companies with longstanding board members have outperformed their competitors globally. [read more]
July 15, 2015 5:47 PM |
Board term limits might not be a good thing, as MSCI data suggests companies with longstanding board members have outperformed their competitors globally. [read more]
July 8, 2015 1:49 PM |
A Conference Board paper has provided guidance in relation to the increasing expectations on boards of UK and US companies to oversee risk culture. [read more]
July 1, 2015 6:10 PM |
A new paper has argued that directors who are affiliated with substantial but non-controlling shareholders should still be considered as independent. [read more]
June 24, 2015 7:16 PM |
The Federal Court has found that Mariner Corporation directors did not breach their duties of care and diligence, and are entitled to rely on the business judgment rule. [read more]
June 17, 2015 1:17 PM |
The Supreme Court of NSW recently considered the validity of a board meeting in circumstances where a director who was overseas had not been given notice of the meeting. [read more]
June 10, 2015 12:41 PM |
Google investors re-elect directors despite ISS recommendations, Wal-Mart ignores calls for an independent chair and Nabors declines director resignations. [read more]
June 10, 2015 12:37 PM |
ASIC has released an information sheet which aims to assist directors and audit committees in considering whether to impair non-financial assets. [read more]
May 20, 2015 4:49 PM |
Trian Fund Management has failed in its bid to appoint its nominees to DuPont's board, which might inspire other companies to stand up to activists. [read more]
May 20, 2015 4:34 PM |
John Winter, CEO of ARITA, has argued that AICD's proposal for an 'honest and reasonable director defence' is not appropriate in turnaround situations. [read more]
May 20, 2015 4:30 PM |
Malcolm Broomhead supports a new 'honest and reasonable director defence', while Ownership Matters' Dean Paatsch and the Governance Institute's Judith Fox both disagree. [read more]
May 13, 2015 3:02 PM |
The market continues to debate the pros and cons of founders managing or controlling public companies. [read more]
May 13, 2015 2:57 PM |
AICD contends that results from its latest Director Sentiment Index support the need for a new 'honesty defence' for directors to prevent fear of liability holding back business. [read more]
April 29, 2015 5:05 PM |
Calls for greater sharing of intelligence and improved risk management systems as the Australian Signals Directorate says cyber-attacks on Australian businesses and government increased by 20% last year; and in the US two cyber-security information sharing Bills pass the House of Reps. [read more]
April 29, 2015 4:59 PM |
AGM news from Australia: the Leighton Holdings AGM. [read more]
April 29, 2015 4:56 PM |
ISS approves activist hedge fund Third Point's controversial ‘golden leash’ for two of its director candidates at Dow Chemical, which may provide some guidance to other activists on how to structure such arrangements. [read more]
April 22, 2015 5:23 PM |
The Supreme Court of New South Wales has found that two former directors of Lyon Form had separately breached their duties by assuming the mortgage repayments of another group entity and approving personal payments at a time when Lyon Form was insolvent or likely to become insolvent . [read more]
April 22, 2015 10:30 AM |
The latest developments in US activist investor campaigns. [read more]
April 15, 2015 3:05 PM |
Commentators in the US are continuing to debate the effectiveness of activist hedge funds, with critics claiming they have an adverse impact on target companies and their creditors. [read more]
April 15, 2015 3:01 PM |
The prominent message from a recent roundtable on the evolution of risk is that tone must be set from the top. [read more]
April 15, 2015 3:01 PM |
The prominent message from a recent roundtable on the evolution of risk is that tone must be set from the top. [read more]
April 15, 2015 2:57 PM |
Fiji's new Companies Bill, which was drafted by a team of Minter Ellison lawyers led by chairman Bruce Cowley, has been introduced to the Fijian Parliament and referred to the Standing Committee on Justice, Law and Human Rights. [read more]
April 15, 2015 12:17 PM |
The Governance Institute of Australia has released guidance on how to deal with issues relating to voting, proxy forms and meeting adjournments that may surface during the AGM season. [read more]
April 15, 2015 12:14 PM |
To effectively prepare for potential activist campaigns in any country, a PwC report advises companies to 'put themselves in the shoes of an activist'. [read more]
April 1, 2015 12:16 PM |
Nominee director approving a deal breached his fiduciary duty by failing to independently consider the interests of the company, and the persons instructing the director were found to have dishonestly procured or assisted the breach. [read more]
March 31, 2015 8:58 AM |
ASIC responds to claims that it is hampering activists' efforts to propose a board spill. [read more]
March 25, 2015 12:04 PM |
'Alpha male' independent chairmen hurting performance of top UK companies, contend American fund managers. [read more]
March 25, 2015 12:03 PM |
Superannuation trustees facing a number of industry changes and challenges, as APRA emphasises its focus on conflicts management. [read more]
March 25, 2015 11:59 AM |
General news in shareholder activism. [read more]
March 18, 2015 2:17 PM |
Federation Centres investors left without vote on proposed takeover due to loophole in ASX listing rules. [read more]
March 18, 2015 2:13 PM |
Deputy chairman of APRA contends that remuneration should be linked to desired culture and behaviour. [read more]
March 18, 2015 2:08 PM |
Computershare report summarises meetings trends, noting that less companies are receiving a 'second strike' on their remuneration reports, online voting is on the rise and attendance is declining. [read more]
March 11, 2015 10:50 AM |
Institute of Directors has published proposals to strengthen corporate governance standards centred around long-termism at board-level. [read more]
March 11, 2015 10:45 AM |
Global shareholder activism campaigns. [read more]
March 4, 2015 2:09 PM |
Shareholder activism campaigns in the US. [read more]
March 4, 2015 12:35 PM |
Citigroup announces support for proxy access reforms that, if passed, would allow shareholders to nominate their own candidates for appointment to the board of directors. [read more]
February 25, 2015 11:03 AM |
Bank of England and Prudential Regulation Authority have clarified the applicability of the Senior Bankers Regime and have only extended criminal liability to certain non-executive directors. [read more]
February 25, 2015 11:00 AM |
The NZ Financial Markets Authority releases guidance for directors who are considering a public offering. [read more]
February 25, 2015 10:56 AM |
Macy's reaps the benefits of a diverse and younger board as most Fortune 500 company boards fall short of gender parity. [read more]
February 25, 2015 10:55 AM |
An increasing number of US corporations are employing external advisers to evaluate boards and help tough decision-making. [read more]
February 18, 2015 10:58 AM |
Boards are falling short: McKinsey marks their cards. [read more]
February 18, 2015 8:41 AM |
NYSE publishes corporate governance guide. [read more]
February 18, 2015 8:37 AM |
Nasdaq report reveals trends in the activism industry, noting exponential growth and a shift in focus. [read more]
February 18, 2015 8:35 AM |
Harvard professor Guhan Subtamanian publishes his proposal for 'Corporate Governance 2.0', a governance revamp that seeks to resolve many of the issues hindering meaningful dialogue between boards and shareholders. [read more]
February 18, 2015 8:32 AM |
KPMG's recently released survey findings on audit committees reveal a growing workload and difficulties in managing risk oversight responsibilities. [read more]
February 11, 2015 11:42 AM |
Recent hacking of Anthem Inc should ring alarm bells for the healthcare industry and prompt an overhaul in the sector's attitude towards cyber-security. [read more]
February 11, 2015 11:36 AM |
More activist campaigns in the US. [read more]
February 11, 2015 11:33 AM |
Activist campaigns in the US. [read more]
February 11, 2015 11:31 AM |
The expanded workload of Audit Committees. [read more]
February 4, 2015 10:34 AM |
Global report reveals that Australia is lagging behind in its representation of digital expertise in the boardroom. [read more]
February 3, 2015 5:00 PM |
Shell announces support for shareholder resolution which calls for greater disclosure around the company's exposure to climate change. [read more]
February 3, 2015 4:53 PM |
ASX releases update to Listing Rules Guidance Note 27 Trading Policies which tackles the perception of wrongdoing as well as actual misconduct. [read more]
February 3, 2015 4:52 PM |
Ousting of McDonalds' CEO signifies a change in boardroom attitude towards succession, asserts Fortune. [read more]
January 28, 2015 10:32 AM |
Additional activist campaigns running in North America. [read more]
January 21, 2015 10:52 AM |
The Delaware Supreme Court's decision to uphold fee-shifting provisions in a Delaware non-stock company's bylaws has prompted calls for the state's legislature to intervene and override the ruling. [read more]
January 21, 2015 10:50 AM |
New Assistant Treasurer Josh Frydenberg announces intention to reform superannuation industry. [read more]
January 21, 2015 10:50 AM |
Florida company institutes a minimum support threshold for shareholder litigation, the latest in restrictive bylaws. [read more]
January 19, 2015 10:00 AM |
The modern auditing function needs to respond to continuing accounting fraud scandals, contends The Economist. [read more]
January 19, 2015 9:58 AM |
Activist Nelson Peltz wages proxy war against chemical giant DuPont, asserting underperformance and outdated governance of spinoff. [read more]
January 14, 2015 8:44 AM |
FTSE 100 companies willing to farewell long serving non-executives. [read more]
January 14, 2015 8:36 AM |
David Murray's proposed reforms for super sparks an initial backlash. [read more]
December 10, 2014 3:08 PM |
David Murray's Financial System Inquiry has released its final report which takes aim at the superannuation industry and big banks. [read more]
December 10, 2014 11:09 AM |
In a recent case, Murphy J viewed the additional responsibilities borne by the chairman of a board more broadly than that contemplated by earlier case law. [read more]
December 10, 2014 11:09 AM |
In a recent case, Murphy J viewed the additional responsibilities borne by the chairman of a board more broadly than that contemplated by earlier case law. [read more]
December 3, 2014 11:55 AM |
Diversity policies in Australian workplaces declared mere 'window dressing' compared to practical strategies, as Germany introduces a quota for female directors. [read more]
December 3, 2014 11:53 AM |
Brickworks to face-off with Perpetual in the Federal Court. [read more]
November 26, 2014 3:16 PM |
Australian survey reveals that females are paid less than men in all industries, with the highest pay difference of 36% in the finance and insurance sectors. [read more]
November 24, 2014 10:26 AM |
The different proposals for amending the statutory business judgment rule put forward by Dr Bob Austin and the AICD have been considered in a recent article. [read more]
November 19, 2014 1:57 PM |
US law professor argues that the significant role of multiple directorships in influencing corporate governance practices lacks the legal discussion it deserves. [read more]
November 12, 2014 12:22 PM |
Delaware Court finds that representatives of investors who sit on corporate boards are at risk of personal liability for breach of loyalty if their decision-making is found to be advantageous to the represented investor or hedge fund but contrary to the interests of shareholders generally. [read more]
November 12, 2014 12:17 PM |
The push for governance reform of Australian superannuation funds centres on questions of board independence and union influence, an academic contends. [read more]
November 12, 2014 12:14 PM |
Companies should prepare to protect themselves against activist campaigns by regularly engaging shareholders and assessing their strategy, governance and other topical issues such as executive pay on an ongoing basis, argues an American lawyer. [read more]
November 5, 2014 2:09 PM |
A surge of retirements by chairmen indicates a 'new era' in many Australian boardrooms. [read more]
November 5, 2014 12:59 PM |
US courts continue the trend of applying the business judgment rule and dismissing cases concerning board fiduciary duty and corporate control. [read more]
November 5, 2014 12:57 PM |
US judgment highlights the importance for boards to be proactive in their management of cyber-security. [read more]
October 29, 2014 1:07 PM |
Tesco's shortcomings have prompted discussion about external board evaluations and the endorsement of a Board Confidence Index. [read more]
October 22, 2014 10:13 AM |
Proxy advisers are focusing on board tenure which could unfairly target valuable directors [read more]
October 16, 2014 8:59 AM |
Industry body National Seniors has called for a change in legislation which will require all superannuation boards to have independent directors. [read more]
October 16, 2014 8:54 AM |
The Basel Committee has proposed a set of revised governance guidelines which includes placing greater responsibility on bank boards to oversee the business's risk management systems [read more]
October 15, 2014 12:12 PM |
APRA seeks to remind banking and insurance directors of their extra responsibilities. [read more]
October 9, 2014 10:44 AM |
Survey reveals corporate governance practices of top 100 US companies. [read more]
September 25, 2014 4:43 PM |
Study finds that financial sector boards would rather 'dodge' a risk committee than an audit and remuneration committee. [read more]
August 25, 2014 12:22 PM |
A new paper puts the case for outsourcing board services. [read more]
August 18, 2014 11:12 AM |
The England and Wales Court of Appeal has identified a number of practical points to consider when determining whether an individual is a de facto or shadow director. [read more]
August 18, 2014 11:09 AM |
A report into NBN Co's corporate governance practices says the former board lacked an appropriate 'mix of skills and experience' and failed to identify strategic risks. [read more]
August 6, 2014 9:42 AM |
Penn West Petroleum Ltd has announced a voluntary internal review by its audit committee in relation to accounting irregularities, but governance experts argue audit committee members should not be involved in the review. [read more]
August 6, 2014 9:41 AM |
Dr Bob Austin, head of CHQA, has called for the definition of independent director to be amended so as to recognise substantial shareholders as independent. [read more]
August 4, 2014 8:41 AM |
Independent directors destroy up to $50 billion of shareholder value, undermining independence requirements, asserts Professor Swan. [read more]
August 4, 2014 8:38 AM |
Think tank Tomorrow's Company has produced a series of letters to provide 'much-needed advice' to new UK chairmen faced with the 'important and difficult' task of chairing a board. [read more]
July 9, 2014 9:44 AM |
Virgin Australia has appointed the CEOs of Air New Zealand, Etihad Airways and Singapore Airlines to its board. [read more]
June 5, 2014 3:41 PM |
Deloitte's global study of the prevalence of board-level risk committees finds they are 'well-established and widespread'. [read more]
May 27, 2014 3:14 PM |
Governance concerns have been raised by the payment of a USD591 million share bonus to the CEO of , shortly before it first traded on NASDAQ [read more]
May 23, 2014 2:29 PM |
A new academic paper argues that the distinction between powerful and non-powerful independent directors may explain why any robust link between independent directors on boards and firm value has so far proved elusive. [read more]
May 19, 2014 3:48 PM |
An algorithm has reportedly been appointed to the board of a Hong Kong venture capital fund. [read more]
May 6, 2014 5:09 PM |
McKinsey & Company contend there are two key factors that define a high-impact board. [read more]
April 11, 2014 12:19 PM |
The Federal Court recently held that for a director to be 'knowingly concerned' in a corporate contravention of industrial laws and hence attract accessorial liability, the director must have actual knowledge of the essential facts that constitute the contravention. [read more]
March 27, 2014 8:37 AM |
The dual questions of what makes a director independent and whether board independence adds value for shareholders have been explored in a new article. [read more]
March 27, 2014 8:29 AM |
According to The AFR, highly regarded chairman David Gonski believes excessive expectations of boards are sapping them of risk-taking initiative and hampering long-term performance. [read more]
March 18, 2014 12:11 PM |
A new director survey claims that 'CEO succession and the desire for more time for strategic planning' are the main challenges for US public company boards. [read more]
March 10, 2014 2:24 PM |
Treasury committee chair criticises 'Byzantine' governance structure at the Bank of England. [read more]
March 7, 2014 3:23 PM |
EU directive limits the number of boards that a bank director may sit on. [read more]
February 24, 2014 12:42 PM |
Bentham IMF Limited has announced a potential shareholder class action against the failed Forge Group Limited, 'alleging misleading and deceptive conduct and breach of continuous disclosure obligations'. [read more]
February 3, 2014 9:56 AM |
Several recent news items have reported criticisms of the composition of Australian boards. The Australian board demographic is said to be 'males with an average age between 60 and 69'. The small number of female company directors is the subject of frequent comment. Now other deficiencies are being asserted. [read more]
January 30, 2014 12:39 PM |
Australian boards need more technology and innovation expertise, argues the founder and CEO of a social media monitoring company. [read more]
December 24, 2013 1:06 PM |
New risks for New Zealand company directors. [read more]
December 13, 2013 10:24 AM |
Bob Austin and John Steven discuss the trend of shareholder activism, examining what it is, where it came from and how it applies in Australia. Video | Shareholder activism [read more]
December 6, 2013 2:59 PM |
Leading American lawyer, Martin Lipton, has written about some of the corporate governance challenges facing US boards in the year ahead. [read more]
December 5, 2013 5:01 PM |
Singapore's national regulator of business entities and public accountants, the Accounting and Corporate Regulatory Authority, recommends that senior executives bear more responsibility for risk governance. [read more]
December 2, 2013 5:18 PM |
The requirement for a majority of directors of a listed company to be independent is one the central propositions of corporate governance. But where did this proposition come from, what exactly does it mean, and is it under challenge? Mark Standen, Bob Austin and Lysarne Pelling discuss.
Video | Independent directors: challenges to a governance model [read more]
November 27, 2013 3:48 PM |
US lawyer Martin Lipton has provided insights on the tactics of shareholder activists and strategies for dealing with activist campaigns. [read more]
November 26, 2013 2:31 PM |
Crisis planning, management and mitigation are an essential component of an effective risk management strategy. [read more]
November 19, 2013 11:57 AM |
The requirement for independent directors has been questioned by an American academic. [read more]
November 18, 2013 8:59 AM |
Johnson & Johnson must reform its compliance structures and have a chief compliance officer who is independent of the general counsel and chief financial officer. [read more]
November 12, 2013 3:20 PM |
The Australian Institute of Company Directors has urged the Productivity Commission to impose regulatory restrictions on litigation funders and class actions. [read more]
November 12, 2013 11:51 AM |
ASIC is reportedly investigating share purchases made by two David Jones' non-executive directors in the days leading up to the retailer's release of sales figures. [read more]
November 1, 2013 4:36 PM |
APRA has warned banks to 'maintain adequate capital buffers' by limiting dividends. [read more]
October 17, 2013 11:55 AM |
The Queensland Government has reduced the yoke of director liability. [read more]
October 17, 2013 11:54 AM |
Barclays allegedly made improper payments to Qatar ruling family. [read more]
October 17, 2013 10:59 AM |
Boards beware: conflicted bankers may undermine the objectivity of professional M&A advice. [read more]
October 7, 2013 2:32 PM |
Allegations of corruption against Leighton Holdings reduces the company's market capitalisation by nearly $1 billion. [read more]
September 30, 2013 1:51 PM |
A greater presence of women on boards is linked to better performance. [read more]
September 26, 2013 1:45 PM |
Female directors slowly fill more boardroom seats. [read more]
September 26, 2013 1:41 PM |
BHP explains away the lengthy tenure of some directors. [read more]
September 16, 2013 11:25 AM |
Some of the UK's largest institutional investors have demanded less frequent revisions of executive rewards schemes, claiming too much time is taken up responding to remuneration consultations. [read more]
September 16, 2013 11:24 AM |
The UK Business Secretary proposes ban for rogue company directors. [read more]
September 12, 2013 11:20 AM |
Boards grapple with how best to present pay numbers in remuneration reports. [read more]
September 10, 2013 11:07 AM |
A major UK investor issues edict to FTSE CEOs on remuneration. [read more]
September 9, 2013 11:06 AM |
ASIC is targeting illegal 'phoenix' activity. [read more]
September 9, 2013 11:04 AM |
UK directors cannot justify tax avoidance on the grounds that it is their 'duty' to enhance shareholder returns. [read more]
September 5, 2013 9:59 AM |
Professor Peter Swan defends his study's findings that independent directors are associated with a reduction in company value. [read more]
September 4, 2013 9:57 AM |
Board Intelligence debates in the UK find 'smaller boards are better boards'. [read more]
September 2, 2013 10:49 AM |
Does your company have a policy which addresses the risks inherent in electronic communications with and between directors? [read more]