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Governance

Ensuring compliance with the rules, practices and processes by which a company is directed and controlled, is vital to success. Having a strong corporate governance framework assists to mitigate risk and safeguard accountability and transparency with all stakeholders.

Governance

Our expert team, drawn from a number of legal practice areas, can assist in navigating the responsibilities of corporate governance for leadership teams, management, and stakeholders.

Expertise

Corporate governance is not an easily defined term as it covers a number of areas. 

The OECD has defined it as follows - Corporate governance involves a set of relationships between a company’s management, its board, its shareholders and other stakeholders. Corporate governance also provides the structure through which the objectives of the company are set, and the means of attaining those objectives and monitoring performance are determined.

Our governance group brings together specialist expertise across our areas of practice and industry specialisations to provide practical and accessible whole-of-organisation corporate governance advice.

We work closely with companies as well as their directors, key executives, company secretaries, corporate governance advisors, risk management personnel and other related company officers.

Our team understand the governance issues and the regulatory environment, including how the regulators work, advising clients how best to navigate complex governance issues to meet their responsibilities and obligations and avoid executive liability.

We can assist in a range of areas including:

  • Corporations Act requirements
  • Directors’ and officers’ duties
  • Australian Financial Services Licensing (AFSL) requirements
  • Competition Law compliance
  • Environmental compliance
  • Executive Officer and Manager personal liability
  • Whistleblower policies and investigations
  • Preparing and reviewing Modern Slavery Statements
  • Executive remuneration and disclosure
  • Foreign bribery and corruption
  • Foreign investment and dealing with FIRB
  • Listings and market disclosures
  • Preparation and review of annual reports
  • Privacy and data protection
  • Probity advice
  • Supply chain of responsibility compliance 
  • Work Health and Safety compliance.

Experience

Our experience includes:

  • assisting with compliance with the Corporations Act 2001 (Cth), the ASX corporate governance principles; ASIC regulatory requirements and constituent documents
  • assisting in the implementation of corporate governance frameworks
  • reviewing compliance statements for alignment with its corporate governance policies and charters, and assisting with annual review and updates of all corporate governance documents
  • preparing annual Board and Committee evaluation questionnaires and Board Skills Matrix
  • governance training for senior leadership teams
  • assisting clients in managing regulators’ monitoring and enforcement visits 
  • advising and acting in relation to investigations by ASIC, APRA, Australian Crime Commission and other statutory investigatory bodies 
  • reviewing communications and disclosures, including product disclosure statements, prospectuses, and periodic disclosures
  • drafting policies, charters and delegation frameworks for managing corporate risk
  • advising on Australian Consumer Law issues, including misleading and deceptive conduct
  • preparing and lodging all required ASIC notifications and forms.

Recent Posts

20 August 2024 - Knowledge

Federal Court imposes $11.3 million penalty in ASIC’s first greenwashing case

#Environmental, Social and Governance (ESG), #Competition & Consumer Law, #Governance, #Superannuation, Funds Management & Financial Services

The Federal Court has fined Mercer $11.3 million in the Australian Securities and Investments Commission’s (ASIC) first greenwashing case. What can businesses learn from this decision and how can they avoid making misleading claims?

02 July 2024 - Knowledge

When a staff update turns into a privacy breach

#Data & Privacy, #Governance

A recent case where an employer updated staff on a fellow employee’s wellbeing serves as a reminder to take precautions before sharing personal information at work to avoid breaching privacy laws.

25 June 2024 - Knowledge

Preparing for mandatory climate reporting in the construction industry – what you need to know

#Construction, Infrastructure & Projects, #Environmental, Social and Governance (ESG), #Governance

Draft legislation has been introduced to require large and medium-sized companies to comply with new financial disclosures on climate impacts. We outline what the requirements are and how construction companies can prepare.

02 April 2024 - Knowledge

Australian Governance Summit: Key takeaways

#Corporate & Commercial Law, #Governance

General Counsel Lyn Nicholson shares some of her key takeaways from the recent Australian Institute of Company Directors Australian Governance Summit.

13 September 2023 - Knowledge

Timely reminder to directors that your responsibilities do not end when a liquidator is appointed

#Corporate Restructuring and Insolvency, #Corporate & Commercial Law, #Dispute Resolution & Litigation, #Governance

ASIC’s recent decision to ban a director who was involved in three failed companies is a timely reminder to directors that their responsibilities do not end after the appointment of a liquidator.

22 August 2023 - Knowledge

Indemnity and D&O Insurance: A brief summary for directors and officers

#Dispute Resolution & Litigation, #Governance, #Regulatory

This article covers the key sources of financial protection for directors and officers, including indemnity under a company’s constitution and/or in a Deed of Access, Indemnity and Insurance, and Directors and Officers Insurance (D&O Insurance).

02 November 2022 - Knowledge

Applying for your Director Identification Number: FAQ

#Corporate & Commercial Law, #Governance

With the deadline fast-approaching, we answer some common questions to help company directors navigate the Director ID application process and how they can lodge their application before 30 November 2022.