Corporate governance is a system of rules, practices and procedures that determine how an organisation or business operates. This enables an organisation to make sure it is always meeting its objectives, while aligning with wider social and environmental issues, balancing the interests of all its stakeholders (shareholders, employees, suppliers, customers and the community), and maximising […]
The chief regulatory bodies which make and enforce governance standards in Australia are the Australian Securities and Investments Commission (ASIC) and the Australian Securities Exchange (ASX). ASIC is an independent government body and is Australia’s corporate regulator. ASIC administers the Australian Securities and Investments Commission Act 2001 (ASIC Act), and is generally responsible for administration […]
The Australian Institute of Company Directors (AICD) is a not-for-profit membership organisation for directors. The AICD advocates policies on issues of interest to directors and represents members on these issues. The AICD also works with legislators, regulators and other stakeholder groups on issues affecting directors and boards. […]
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The Corporations Act states that directors may be paid a fee for directorial services as set out by a member resolution. Directors may also be reimbursed for travelling and other expenses incurred in connection with the company’s business in general. Directors who hold executive positions with a company usually receive salaries or bonuses as an […]
In Australia there are no laws or rules requiring the separation of the positions of board chair and CEO. In smaller companies, commonly the chair or managing director performs the CEO’s duties, though larger businesses tend to separate the positions. The Corporate Governance Council Principles and Recommendations suggest that listed companies separate the roles of […]
The chair acts as a key link between the board and the organisation’s management through the company CEO. The role of the chair is not defined in the Corporations Act 2001, and many functions of the chair are customary rather than formalised by law. The chair is usually appointed by fellow board members, rather than […]
Generally employees have no legal corporate governance obligations, although those in executive positions or who sit on board committees can play a role in maintaining corporate governance standards. […]
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In order to be a director, a person must be at least 18 years old and must not be disqualified from managing a company under the Corporations Act. Individuals are disqualified from managing a company if they are an undischarged bankrupt, insolvent, have been convicted of fraud or insolvency offences or have been charged with […]
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The directors of a company can delegate functions to committees; however, it is not mandatory to do so for most companies. The ASX Listing Rules require larger listed companies to have audit and remuneration committees. Other than this, the Governance Council Recommendations recommend all listed companies should have, in addition to those, a nominations committee […]
Listed entities are required by ASX Listing Rules to publish an annual corporate governance statement, which discloses the extent to which the entity has followed the Corporate Governance Council Principles and Recommendations. Entities must either comply with the rule or give reasons for not following recommendations. […]
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