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Corporate Governance

The responsibilities of directors are significant and the regulatory requirements for directors and other company officers can be complex and onerous. There are a myriad of reporting requirements to comply with and financial management issues to contend with each day so dedication to compliance is crucial.

We can offer support and guidance on corporate governance issues such as board composition; structuring and development of governance systems, including delegations of authority, document approval and execution protocols; and contract review processes.

Senior members of our team have worked closely with boards of directors, company secretaries and governance officers on a wide variety of corporate governance matters over many years. A number of our Partners and lawyers have held, or currently hold, board positions on both ASX-listed and private companies. Others of our team have held senior in-house positions (including General Counsel and Company Secretary roles) in ASX-listed entities, or worked on secondment in such organisations.

Our experience includes advising and training directors and other officers on their duties and liabilities, preparing corporate governance policies, board and general meeting notices and minutes, preparing constitutions, advising on indemnities and insurance, reviewing annual directors’ reports and liaising with regulators such as ASIC and ASX.

EXPERIENCE
  • Directors and other company officers on their the duties and liabilities along with the obligations of companies under the ASX listing rules and Corporations Act;
  • Boards and officers on the provision of training in due diligence and corporate governance obligations and preparation of compliance manuals, reporting guidelines and investigation and privilege protocol systems;
  • Listed companies on the preparation for and conduct of annual general meetings, including advising on specific shareholder approvals required under the Corporations Act and ASX Listing Rules and preparing notices of meeting;
  • Listed and unlisted companies on executive service agreements, termination entitlements for directors and executives, compliance with ASX listing rules and Corporations Act requirements regarding directors’ entitlements;
  • Listed companies the composition of boards in accordance with the ASX corporate governance guidelines; and
  • Listed companies and their Boards¬†on the preparation of suites of corporate governance policies, including a code of conduct, continuous disclosure policy, share trading policy and remuneration policy.