Now showing 1 - 10 of 38
  • Publication
    Top 2018 governance concerns: #SEMTEX
    (Governance Institute of Australia, 2018-09)

  • The acronym SEMTEX relates six critical or major concerns of corporate officers for 2018.
  • New risks can emerge quickly particularly in the evolving area of technology.
  • Consider including on the board agenda space to discuss the six topics of concern for your industry/organisation
  • Top of mind for all directors, and probably most governance professionals, is negotiating the natural tensions between performance and conformance. Performance is often carefully measured by way of agreed targets or goals (and specifically linked to remuneration and bonuses). Conformance is the requirements of compliance with the laws and regulations under the local jurisdiction (in Australia this can be both federal and state/territory laws, as well as industry-specific compliance) and the corporate internal policies and procedures.

    My research, as briefly described below, demonstrates that during the financial year 2018–2019, the six critical or major concerns of corporate officers can be expressed within the acronym SEMTEX.1 Remembering #SEMTEX could help directors avoid disasters that blow up and cause corporate and personal damage. The acronym SEMTEX stands for the following six areas of critical concern for all executives and directors:

    S = strategy

    E = evaluate of risks

    M = multi-generational (diversity)

    T = technology

    E = environment (CSR)

    X = toXic culture

  • Publication
    Australia: Greenwashing laws finally enforced with $125 million fine against VW
    (International Union for Conservation of Nature and Natural Resources (IUCN), 2022-04)

    During 2010, there were loud cries for specific laws to be passed by the Australian Parliament (Commonwealth and State/Territory) on the concept of "greenwashing". Around the world, consumers and citizens are increasingly concerned about environmental issues and this provides opportunities for additional marketing angles. What has become known as 'green- marketing' has become popular as it attracts environmental conscious consumers to buy green products. Such marketing campaigns have been used to sway public opinion and to endorse an organisation's green credentials.

  • Publication
    Australian Insiders' Views on Insider Trading
    (LexisNexis Butterworths, 1999)
    Freeman, Mark A
    ;
    There is a serious lack of Australian empirical literature on the effectiveness of insider trading regulations. This is due to the relative lack of relevant trading data compared to counterpart regimes (for example, the United States). Until recently, Australian corporate insiders were not required to disclose their interests in their company to the ASX. In an attempt to fill the literature gap, this article adopts the empirical approach of surveying a large sample of senior corporate insiders regarding their trading motives and attitudes in order to gauge the likely information content of their trades. A significant proportion of respondents indicated a propensity to time their trades based on inside information. The results have major implications for regulatory reform regarding insider trading and disclosure laws.
  • Publication
    Does increasing criminality make for better reform of the financial services industry?
    (LexisNexis Butterworths, 2002)
    This article examines the research conducted by Michael Adams and Jeremy Green into the Changes in Liability for the Superannuation Industry that was commissioned by the Fund Executives Association Limited in August 2001. The surprise result was that the number of criminal offences found in Ch 7 of the Corporations Act 2001 (Cth) will increase by 289% after 11 March 2002. The Financial Services Reform Act 2001 (Cth) has many subtle changes caused by policy and legislative changes. The impact of the Criminal Code Act 1995 (Cth) and the transfer of ‘tandem liability offences’ from the Superannuation Industry (Supervision) Act 1993 (Cth) have also had a significant impact. Finally, a policy discussion as to whether severely increasing criminal offences actually provides an improvement in the behaviour of financial services industry players.
  • Publication
    20 Year Snap-Shot of the Developments in the Regulation of Small Corporations
    (Victoria University, 2009)
    This paper explored the history of the regulation of corporate bodies through State and Commonwealth systems beginning in 1989 that resulted in the development of the legislation impacting on small proprietary company for over 20 years. The introduction of the Corporate Governance Principles for listed companies by the Australian Securities Exchange added another layer of regulation intended to promote transparency and accountability. Research into corporate governance in small companies showed that, in contrast to opinions about the US Legislation, very few Australian companies expressed negative views about corporate governance regulation. The most recent addition to corporate governance regulation has been the expectation that companies have a responsibility for corporate social responsibility. This was illustrated by the James Hardy Industries case.
  • Publication
    Board diversity and corporate governance: lessons from Australia, India and Asia
    (Coventry University, Law School, 2017-07)

    There have been a number of developments across Asia, including India, Japan, China, Singapore and Hong Kong, which provide a different paradigm from the traditional Australian comparisons with the United Kingdom, America and even Europe. There currently exists a significant volume of global research on the role of gender, as a part of the board composition and there are positive returns, with some caveats. This article begins to examine and question as to whether there are positive links to a broader concept of board diversity, including gender, age and ethnicity. One of the long term research questions for the multi-disciplinary study of corporate governance has been the link between good governance and share price or other measures of value. This has been quite difficult to establish in either the legal or finance or management disciplines, but there appears to be clear evidence of corporate sustainability where quality governance practices are applied consistently. The hardest question is whether we should have targets or mandatory quotas.

  • Publication
    Australian Corporate Law
    (LexisNexis, 2023-12-05)
    Hargovan, Anil
    ;
    ;
    Brown, Catherine J

    In the Preface to the 7th edition of this book, in 2020, we noted that the impact of the coronavirus pandemic on the economy has cast a long shadow on Australian corporate law. It spurred the debate concerning shareholder primacy versus stakeholder capitalism which continues unabated.1Similarly, it spurred policy discussions on law reform impacting continuous disclosure, company meetings, execution of documents and small business restructuring. Indeed, since then, we have witnessed significant law reforms that are covered in this edition.

  • Publication
    Preliminary review of over-regulation in Australian financial services
    (LexisNexis Butterworths, 2006) ;
    Young, Angus
    ;
    Nehme, Marina
    This article examines a preliminary review and the limited evidence of over-regulation in Australian financial services. The 1997 Wallis Report and the CLERP 6 paper, resulted in the amendments to Ch 7 of the Corporations Act 2001 (Cth) by the Financial Services Reform Act. Nearly a decade later the system based upon 'one-size fits all', dual track regime and a consistent licensing regime has greatly increased the costs of compliance. In the area of enforcement there has not been a dramatic change to the effective techniques applied by ASIC over other agencies, such as APRA. In particular there are clear economic arguments, as well as international experiences which state that a single financial services regulator is more effective than the multi-layered approach adopted in Australia. Finally, in the superannuation area of financial services, which is worth A$800 billion, there is unnecessary dual licensing and duplicated regulation, with little evidence of any consumer-member benefit, but at a much greater cost.
  • Publication
    Is Greed Ever Good?: Royal Commission's Impact on Agriculture Loans in Australia
    (Lupine Publishers LLC, 2019-04-29)

    In 2013, the media broke a scandal about the Commonwealth Bank of Australia (CBA) financial planning arm having corrupt practices. This led to a Senate Inquiry and by July 2014 there were loud calls for a royal commission. The next few years saw the momentum peak with CBA again being caught by AUSTRAC (the agency for anti-money laundering and terrorism financing) with 54,000 breaches of the law by way of their intelligent ATM network. Former High Court Justice, Kenneth Hayne, was appointed by the Governor General to conduct the Royal Commission in the Misconduct of Banking, Superannuation and Financial Services Industry, through 2018 and report by 1st February 2019. Public interest in the Banking Royal Commission (BRC) has been extraordinary, with over 10,000 public submissions, 30 background academic papers on the various issues, 20,000 exhibits at public hearings and over 4.5 million page views of the BRC website. The four major banks plus Macquarie Bank, make up half of the top ten ASX listed companies, with a combined market capital of over $400 billion. Most superannuation funds are invested in the top 50 ASX companies and the majority of home mortgages and business loans are via the four main banks.