Board Brief

At the conclusion of the 2016 AGM season, we conducted our annual survey of remuneration report voting for S&P/ASX 100 entities. First strikes were at an unprecedented level for S&P/ASX 100 remuneration reports – 7 strikes, compared to 4 in 2015.

At a time when companies are considering their remuneration structures for the new financial year, we look back to the lessons learned from remuneration report voting during the 2016 AGM season.

From 1 March 2016, some important Commonwealth legislative reforms relating to false accounting practices became law.

As listed entities will be turning their attention to annual reporting and preparing for their AGM, this article looks at the results of our 2015 AGM season survey, including our review of remuneration report voting.

At the conclusion of the 2015 AGM season, we conducted a survey of the business of AGMs of ASX listed entities in 2015.

In preparing corporate governance statements in their annual reports, entities should consider two KPMG reports released by ASX.

Australia has adopted its version of an international accounting standard which requires audit reports to include detailed disclosure by auditors of “key audit matters” and how they were addressed in the audit.

In preparing financial reports for 30 June 2016, directors should be aware of the following developments and guidance.

In the week commencing 14 December 2015, the Commissioner will release the first tax transparency report for the 2013-14 income year (this being the first year that disclosure will apply) disclosing certain tax information of public companies whose total income is $100m or more. 

In November the ASX released a Consultation Paper seeking comments on whether a bidder company should obtain the approval of its shareholders for a scrip takeover bid, where the target company’s shareholders will become the majority in the bidder company – a so-called reverse takeover.

Australia’s foreign investment laws have undergone a complex rewrite, which came into effect on 1 December 2015. The complexity is mainly due to a proliferation of departures from the standard monetary and ownership thresholds for determining whether foreign investment approvals are required.

For many years, ASIC has been reluctant to support the notion that whistleblowers should be rewarded or receive compensation for blowing the whistle. This appears to reflect a view of Australian culture that you should not reward those who “dob in a mate”.