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1
AUSTRALIA\NSUTHERL\650442910.04
Company Law & Governance Update Index*
2002 – 2015
SUBJECT TITLE OF ARTICLE PUBLICATION DATE
Accounting Standards ASIC Regulatory Guide 230: Disclosing non-
IFRS financial information
December 2011
Disclosing financial information other than in
accordance with accounting standards – ASIC
Consultation Paper 150
April 2011
Analyst briefing Updated ASX Guidance Note 8 – analysing the
expanding guidance
July 2015
No surprises here: Proposed amendments to
ASX Guidance Note 8 on Continuous
Disclosure
March 2015
Annual General Meetings
(AGMs)
- see also General Meetings
Shareholder opinion resolutions rejected August 2015
Securities class actions in Australia: a growth
market
June 2014
Chairman permitted to cast undirected proxies
on remuneration report and spill resolutions
August 2012
2011 AGM's: 1 strike and the clock starts
ticking
February 2012
Ability of Chairman to cast undirected proxies
on the remuneration report resolution
September 2011
Corporations Amendment (Improving
Accountability on Directors and Executive
Remuneration) Act 2011
July 2011
Progress of the Corporations Amendment
(Improving Accountability on Director and
Executive Remunerations) Bill 2011
May 2011
Update on executive remuneration reforms June 2011
Anti-corruption Anti-corruption developments in Australia:
Facilitation payment defence likely to go
November 2011
2
AUSTRALIA\NSUTHERL\650442910.04
SUBJECT TITLE OF ARTICLE PUBLICATION DATE
Anti-bribery laws – a new sheriff from the UK June 2011
Bill on remuneration reform introduced into
Parliament
1 March 2011
Government response to Productivity
Commission: 'No vacancy', 'two strikes' and
bonus clawbacks
May 2010
Rethinking the AGM October 2008
Roundtable on Rethinking the AGM –
discussion paper
May 2008
Results of 2006 AGM Survey May 2007
AGM 2006: Constitutional amendments to
consider
July 2006
Review of 2005 AGMs: Were Shareholders
Engaged?
April 2006
'Tis the (AGM) Season December 2005
Director and executive remuneration (Non-
binding resolution on remuneration report)
May 2005
(Special edition)
'Tis the (AGM) season… (including the Whitlam
case)
November 2003
Australian Prudential
Regulatory Authority
(APRA)
APRA's approach to executive remuneration February 2009
New APRA governance standards June 2006
APRA Draft Prudential Standards on
Governance
June 2005
APRA Consultation Paper March 2004 ("Fit
and Proper" requirements)
March 2004
"As pure as the driven snow" – Who can run
ADIs and insurers? Some practical
considerations
March 2004
Australian Securities and
Investments Commission
(ASIC)
Employee incentive schemes: Updated class
order relief and proposed tax changes
16 December 2014
ASIC consults on financial reporting relief for
externally administered companies
8 October 2014
ASIC seeks feedback on proposed extensions December 2013
3
AUSTRALIA\NSUTHERL\650442910.04
SUBJECT TITLE OF ARTICLE PUBLICATION DATE
to its employee incentive scheme relief
No rubber stamps for directors and officers April 2013
ASIC Regulatory Guide 230: Disclosing non-
IFRS financial information
December 2011
ASIC publishes regulatory guide on insolvent
trading
September 2010
Access to documents connected with ASIC
examinations
February 2009
Australian Shareholders
Association
Change to ASA Policy on Equivalent
Directorships
October 2005
ASX Corporate Governance
Council Principles and
Recommendations
The 3rd edition of the ASX Corporate
Governance Council Principles and
Recommendations released
March 2014
ASX Corporate Governance Council consults
on proposed 3rd edition of the Principles and
Recommendations
August 2013
Corporate Round-up October 2010
Final ASX requirements for board diversity August 2010
ASX guidelines for gender diversity May 2010
ASX reforms to remuneration committees,
trading policies and analysts briefings
May 2010
Corporate governance reporting – focus on
risk disclosure
August 2008
The Revised ASX Corporate Governance
Council Principles and Recommendations
August 2007
Should the ASX concern itself with corporate
social responsibility
December 2006
Exposure draft amendments to ASX Principles
of Good Corporate Governance
November 2006
APRA Draft Prudential Standards on
Governance
June 2005
Director and executive remuneration (ASX
Requirements)
May 2005
(Special edition)
False or Misleading CEO/CFO declarations April 2005
ASX Corporate Governance Council – April 2005
4
AUSTRALIA\NSUTHERL\650442910.04
SUBJECT TITLE OF ARTICLE PUBLICATION DATE
Implementation Review Group Report
CEO/CFO Declarations December 2004
"If not, why not – that is the question…" April 2003
ASX listing rules Updated ASX Guidance Note 8 – analysing the
expanding guidance
July 2015
No surprises here: Proposed amendments to
ASX Guidance Note 8 on Continuous
Disclosure
March 2015
The 3rd edition of the ASX Corporate
Governance Council Principles and
Recommendations released
March 2014
ASX consults further on certain governance-
related Listing Rule amendments
March 2014
ASX Corporate Governance Council consults
on proposed 3rd edition of the Principles and
Recommendations
August 2013
ASX releases new guidance on continuous
disclosure
March 2013
ASX proposes new guidance on continuous
disclosure
17 October 2012
ASX's new trading policy requirements September 2010
ASX reforms to remuneration committees,
trading policies and analysts briefings
May 2010
ASX Developments February 2010
Director and executive remuneration
(Contents of Remuneration Report; ASX
Requirements)
May 2005
(Special edition)
Proposed Listing Rule Amendments – Change
of Implementation Date
April 2005
Audit independence Proposed audit enhancement reforms - update March 2012
Proposed Audit Enhancement Reforms December 2011
ASX Developments February 2010
Audit Letters and Legal Professional Privilege October 2005
Audit Independence
(see also CLERP 9)
March 2002
5
AUSTRALIA\NSUTHERL\650442910.04
SUBJECT TITLE OF ARTICLE PUBLICATION DATE
Auditing standards Proposed Audit Enhancement Reforms December 2011
Legally enforceable Auditing Standards June 2006
Board
composition/diversity
The 3rd edition of the ASX Corporate
Governance Council Principles and
Recommendations released
March 2014
ASX Corporate Governance Council consults
on proposed 3rd edition of the Principles and
Recommendations
August 2013
Proposed introduction of minimum gender
equality standards
March 2012
Federal Government proposes mandatory
reporting on gender diversity outcomes
April 2011
Shareholder approval required to declare no
board vacancies: new Bill introduced into
Parliament
1 March 2011
Corporate Round-up October 2010
Final ASX requirements for board diversity August 2010
ASX guidelines for gender diversity May 2010
CEO/CFO declarations ASX Corporate Governance Council consults
on proposed 3rd edition of the Principles and
Recommendations
August 2013
Ability of Chairman to cast undirected proxies
on the remuneration report resolution
September 2011
False or Misleading CEO/CFO declarations April 2005
CEO/CFO Declarations December 2004
Chairman Unsuccessful challenges to chairman's decision
to reject votes
October 2008
The Company Chair and the Weight of Glory
(ASIC v Rich)
March 2003
Class actions Securities class actions in Australia: a growth
market
June 2014
Appeal court held ASIC could resist production
of documents tending to identify
whistleblowers
August 2008
CLERP 9 New ASIC Consultation Paper 187 – Effective
disclosure in an operating and financial review
November 2012
6
AUSTRALIA\NSUTHERL\650442910.04
SUBJECT TITLE OF ARTICLE PUBLICATION DATE
CLERP anniversary: where to now? April 2010
Changes to Termination Payments Law February 2005
CEO/CFO Declarations December 2004
CLERP 9 – Applicability to Public Unlisted
Companies
December 2004
Some Practical Issues for Disclosure Policies September 2004
CLERP 9 has arrived July 2004
Stop Press – Update on CLERP 9 December 2003
CLERP (Audit Reform & Corporate Disclosure)
Bill 2003
October 2003
CLERP 9 September 2002
Company administration ASIC consults on financial reporting relief for
externally administered companies
8 October 2014
Company books Shareholders access to books and records September 2011
Shareholder inspection of company books May 2009
Company Secretary The 3rd edition of the ASX Corporate
Governance Council Principles and
Recommendations released
March 2014
Company regulation A Simpler Regulatory System – A practical
guide to the Corporations Legislation
Amendment (Simpler Regulatory System) Act
2007
July 2007
Company reporting Bill to introduce mandatory reporting of
payments by Australian extractive companies
to governments
8 December 2014
Changes to members' ability to request a
general meeting … but dividend reforms
delayed
23 October 2014
ASIC consults on financial reporting relief for
externally administered companies
8 October 2014
At last a simpler dividends test … and other
reforms
April 2014
Back to the future on dividends and more
executive remuneration disclosures
January 2013
New ASIC Consultation Paper 187 – Effective November 2012
7
AUSTRALIA\NSUTHERL\650442910.04
SUBJECT TITLE OF ARTICLE PUBLICATION DATE
disclosure in an operating and financial review
ASIC Regulatory Guide 230: Disclosing non-
IFRS financial information
December 2011
Dividend Regime Review December 2011
Centro penalty judgment September 2011
ASIC's civil penalty proceedings against the
directors and officers of Centro
July 2011
Payment of dividends and corporate reporting
reforms
July 2010
Corporate governance reporting – focus on
risk disclosure
August 2008
The relevance of climate change for company
reporting
13 June 2008
Rethinking regulation June 2006
Confidential information Handling confidential information and market
soundings" ASIC's proposed best practice
guidelines
February 2010
Conflict of interest The meaning of "material personal interest" June 2009
"Avoiding" versus "managing" conflicts of
interest for financial services licensees
February 2009
The Citigroup case August 2007
ASIC's proceedings against Citigroup June 2007
Constitutional amendments Members can't amend directors' statutory
duties
December 2007
Continuous disclosure Updated ASX Guidance Note 8 – analysing the
expanding guidance
July 2015
No surprises here: Proposed amendments to
ASX Guidance Note 8 on Continuous
Disclosure
March 2015
Securities class actions in Australia: a growth
market
June 2014
ASX releases new guidance on continuous
disclosure
March 2013
James Hardie – The final chapter November 2012
ASX proposes new guidance on continuous 17 October 2012
8
AUSTRALIA\NSUTHERL\650442910.04
SUBJECT TITLE OF ARTICLE PUBLICATION DATE
disclosure
High Court upholds Fortescue Appeal:
Fortescue and Mr Forrest successful
11 October 2012
James Hardie High Court Appeal Decision May 2012
Fortescue Metals appeal: Implications for
corporate disclosure and directors' duties
8 March 2011
The James Hardie appeals: implications for
directors and senior management
8 March 2011
The Content of Corporate disclosures
Litigation Update
21 February 2011
James Hardie Civil Penalty Proceedings Appeal
Decision
Litigation Update
12 December 2010
Director protections prove elusive February 2010
Continuous disclosure requirements depend on
context of information
May 2009
Infringement notices for alleged breach of the
continuous disclosure provisions
July 2008
CEO held personally liable for company's
statements to market
July 2008
Regulators increase focus on disclosure of
directors' share trades
July 2008
Directors fail to disclose share trades March 2008
Continuous disclosure and directors' margin
loans
March 2008
Chief executive not personally liable for
company's misleading statements
February 2008
Members don't come last March 2007
Profit upgrades and downgrades – Keeping the
market informed
November 2006
Jubilee Mines – The continuous disclosure
"judgement call"
November 2006
Recent court guidance on continuous
disclosure
September 2006
Best practice continuous disclosure system September 2006
9
AUSTRALIA\NSUTHERL\650442910.04
SUBJECT TITLE OF ARTICLE PUBLICATION DATE
Anomaly in Disclosure of Non-Audit Services February 2006
Some Practical Issues for Disclosure Policies September 2004
Control transactions Insider participation in control transactions May 2007
Corporate governance
- see also ASX Corporate
Governance Council
- see also Remuneration
The 3rd edition of the ASX Corporate
Governance Council Principles and
Recommendations released
March 2014
Corporate governance reporting – focus on
risk disclosure
August 2008
Corporate governance the greatest risk June 2006
Corporate law reform Changes to members' ability to request a
general meeting … but dividend reforms
delayed
23 October 2014
At last a simpler dividends test … and other
reforms
April 2014
Back to the future on dividends and more
executive remuneration disclosures
January 2013
Proposed Audit Enhancement Reforms December 2011
Dividend Regime Review December 2011
Bill on remuneration reform introduced into
Parliament
1 March 2011
Corporate Round-up October 2010
Government response to Productivity
Commission: 'No vacancy', 'two strikes' and
bonus clawbacks
May 2010
CLERP anniversary: where to now? April 2010
Parliamentary Joint Committee makes
recommendations for shareholder engagement
26 June 2008
Senator Nick Sherry's corporate law priorities March 2008
A simpler regulatory system – A practical
guide to the Corporations Legislation
Amendment (Simpler Regulatory System) Act
2007
July 2007
Status of Possible Reforms on Shareholder
Requisitions
September 2005
10
AUSTRALIA\NSUTHERL\650442910.04
SUBJECT TITLE OF ARTICLE PUBLICATION DATE
Personal Liability for Directors of Corporate
Trustees – Proposal for reform
June 2005
Corporate Law Reform – An update November 2006
Corporate social
responsibility
- see also Environmental
issues
The 3rd edition of the ASX Corporate
Governance Council Principles and
Recommendations released
March 2014
ASX Corporate Governance Council consults
on proposed 3rd edition of the Principles and
Recommendations
August 2013
Should the ASX concern itself with corporate
social responsibility?
December 2006
Corporate Social Responsibility August 2006
Corporate Social Responsibility September 2005
Corporations Amendment Bill 2 2005 April 2005
Destruction of documents Destruction of Documents: A New Victorian
Criminal Offence
February 2006
Directors' and officers'
insurance
Defence costs cover under D&O insurance
uncertain
October 2011
Directors' duties and
liabilities
- see also officers' duties
No rubber stamps for directors and officers April 2013
James Hardie – The final chapter November 2012
High Court upholds Fortescue Appeal:
Fortescue and Mr Forrest successful
11 October 2012
Directors' personal liability for unpaid
superannuation guarantee charge
August 2012
Victoria withdraws from National
Harmonisation of Work Health and Safety
Laws
August 2012
James Hardie High Court Appeal Decision May 2012
Centro penalty judgement September 2011
ASIC's civil penalty proceedings against the
directors and officers of Centro
July 2011
James Hardie: The saga continues May 2011
11
AUSTRALIA\NSUTHERL\650442910.04
SUBJECT TITLE OF ARTICLE PUBLICATION DATE
Officers' duties under the new national OHS
law
April 2011
Fortescue Metals appeal: Implications for
corporate disclosure and directors' duties
8 March 2011
The James Hardie appeals: implications for
directors and senior management
8 March 2011
James Hardie Civil penalty proceedings appeal
decision
Litigation Update
21 December 2010
Judgements in James Hardie appeals handed
down today
Litigation Update
17 December 2010
Unlawful workplace conduct – Implications for
boards
December 2010
De facto directors – not quite a shadow but
still liable
December 2010
Corporate Round-up October 2010
ASIC publishes regulatory guide on insolvent
trading
September 2010
Out of the shadows: Commercial dealings and
shadow directorships
July 2010
Court disinfects false AIDS claim: director held
liable for breach of duty and misleading ASX
announcement
April 2010
CLERP anniversary: where to now? April 2010
Director protections prove elusive February 2010
Shareholder inspection of company books May 2009
Lessons for directors and officers from the
James Hardie litigation
May 2009
Where to from here? Directing in interesting
times
March 2009
Director had a duty not to withhold
information from company
February 2009
CEO held personally liable for company's
statements to market
July 2008
Directors partially relieved by court form 13 June 2008
12
AUSTRALIA\NSUTHERL\650442910.04
SUBJECT TITLE OF ARTICLE PUBLICATION DATE
liability from loss resulting from insolvent
trading
Senator Nick Sherry's corporate law priorities March 2008
Chief executive not personally liable for
company's misleading statements
February 2008
Directors' duties on entering into break fee
agreements
February 2008
Is there a doctrine of caretaker directors? December 2007
Members can't amend directors' statutory
duties
December 2007
Former HIH CFO sentenced – Don't keep
things from the auditors or the board!
December 2007
ASIC v Vines: Reduced penalty on appeal for
GIO CFO
September 2007
"Yes, you really do need to be careful". June 2007
Change to ASA Policy in Equivalent
Directorships
October 2005
Proposed New Restrictions on Indemnification
of Directors and Officers
September 2005
Do I Really Need to be Careful? Executive
Responsibility for Due Diligence & "Sign Offs"
September 2005
Personal Liability for Directors of Corporate
Trustees – Proposal for reform
June 2005
Ray Williams & Rodney Adler Sentenced to
Gaol
May 2005
Directors' Prospectus Obligations May 2005
Final Note to the Adler saga April 2005
What you need to know about directors'
liabilities: what keeps the vigilant director
awake at night?
December 2003
Two Recent Directors' Duties Cases — US and
UK (Equitable Life and Disney)
December 2003
'Tis the (AGM) season… (including the Whitlam
case)
November 2003
Two Tragic Sagas (The Adler / "Pacific Eagle
Case"; the Whitlam Case)
November 2002
13
AUSTRALIA\NSUTHERL\650442910.04
SUBJECT TITLE OF ARTICLE PUBLICATION DATE
Director independence The 3rd edition of the ASX Corporate
Governance Council Principles and
Recommendations released
March 2014
ASX Corporate Governance Council consults
on proposed 3rd edition of the Principles and
Recommendations
August 2013
Directors – removal or
retirement
Corporations Amendment (Improving
Accountability on Director and Executive
Remuneration) Act 2011
July 2011
Shareholder approval required to declare no
board vacancies: new Bill introduced into
Parliament
1 March 2011
Government response to Productivity
Commission: 'No vacancy', 'two strikes' and
bonus clawbacks
May 2010
Director's retirement benefit held to be valid February 2009
Directors of public companies are entitled to
procedural fairness in proposals to remove
them
February 2008
Directors' "Pre-Nuptial" Agreements – For
Better or Worse?
September 2004
Directors' retirement
benefits
Director's retirement benefit held to be valid February 2009
Directors' share trades Regulators increase focus on disclosure of
directors' share trades
July 2008
Directors fail to disclose share trades March 2008
Dividends Changes to members' ability to request a
general meeting … but dividend reforms
delayed
23 October 2014
At last a simpler dividends test … and other
reforms
April 2014
Back to the future on dividends and more
executive remuneration disclosures
January 2013
Dividend Regime Review December 2011
Payment of dividends and corporate reporting
reforms
July 2010
When are dividends declared? March 2008
14
AUSTRALIA\NSUTHERL\650442910.04
SUBJECT TITLE OF ARTICLE PUBLICATION DATE
Due diligence ASIC v Vines: Reduced penalty on appeal for
GIO CFO
September 2007
"Yes, you really do need to be careful". June 2007
Do I Really Need to be Careful? Executive
Responsibility for Due Diligence & "Sign Offs"
September 2005
Employee share plans Employee incentive schemes: Updated class
order relief and proposed tax changes
16 December 2014
ASX consults further on certain governance-
related Listing Rules amendments
March 2014
ASIC seeks feedback on proposed extensions
to its employee incentive scheme relief
December 2013
ESOPs rise from the ashes July 2009
2009 -10 Federal Budget – Proposed changes
to employee share and option plans
May 2009
Equity Awards and the Secondary Sale
Provisions
September 2005
Employee Share Plans and Insider Trading December 2004
Environmental issues
- see also Corporate Social
Responsibility
The relevance of climate change for company
reporting
13 June 2008
Greenhouse reporting by Companies from July
2008
September 2007
The importance of good environmental
management systems
July 2006
Lifting the Corporate Veil on Environmental
Harm
December 2005
Executive remuneration Changes to members' ability to request a
general meeting … but dividend reforms
delayed
23 October 2014
At last a simpler dividends test … and other
reforms
April 2014
The 3rd edition of the ASX Corporate
Governance Council Principles and
Recommendations released
March 2014
ASX Corporate Governance Council consults
on proposed 3rd edition of the Principles and
Recommendations
August 2013
15
AUSTRALIA\NSUTHERL\650442910.04
SUBJECT TITLE OF ARTICLE PUBLICATION DATE
Back to the future on dividends and more
executive remuneration disclosures
January 2013
Chairman permitted to cast undirected proxies
on remuneration report and spill resolutions
August 2012
UK Government announces final proposals on
director's pay
August 2012
2011 AGMs: 1 strike and the clock starts
ticking
February 2012
Ability of Chairman to cast undirected proxies
on the remuneration report resolution
September 2011
Corporations Amendment (Improving
Accountability on Director and Executive
Remunerations ) Act 2011
July 2011
Update on executive remuneration reforms June 2011
Progress on the Corporations Amendment
(Improving Accountability on Director and
Executive Remuneration) Bill 2011
May 2011
Bill of remuneration reform introduced into
Parliament
1 March 2011
Government proposal to "clawback" executive
bonuses
1 March 2011
Corporate Round-up October 2010
Government response to Productivity
Commission: 'No vacancy', 'two strikes' and
bonus clawbacks
May 2010
Proposed changes to director and executive
remuneration
May 2008
APRA's approach to executive remuneration February 2009
Senator Nick Sherry's corporate law priorities March 2008
To hedge or not to hedge? That is the
question.
June 2006
Overcoming Duplication of Remuneration
Information
September 2005
Equity Awards and the Secondary Sale
Provisions
September 2005
Director and executive remuneration May 2005 (Special
16
AUSTRALIA\NSUTHERL\650442910.04
SUBJECT TITLE OF ARTICLE PUBLICATION DATE
Edition)
Remuneration Disclosure & Good Corporate
Governance
July 2002
External administration
- see Company
administration
Financial information Bill to introduce mandatory reporting for
payments by Australian extractive companies
to governments
8 December 2014
Securities class actions in Australia: a growth
market
June 2014
ASIC Regulatory Guide 230: Disclosing non-
IFRS financial information
December 2011
Centro penalty judgement September 2011
ASIC's civil penalty proceedings against the
directors and officers of Centro
July 2011
Disclosing financial information other than in
accordance with accounting standards – ASIC
Consultation Paper 150
April 2011
Facilitation payment Anti-corruption developments in Australia:
Facilitation payment defence likely to go
November 2011
Facilitation payment or bribe? July 2006
Financial services Bill introduced to reform margin loans, trustee
companies and debentures
July 2009
"Fit and Proper"
requirements
APRA Consultation Paper March 2004 March 2004
General meetings
- see also Annual General
Meetings
Changes to members' ability to request a
general meeting … but dividend reforms
delayed
23 October 2014
At last a simpler dividends test … and other
reforms
April 2014
Unsuccessful challenges to chairman's decision
to reject votes
October 2008
Shareholder direct voting September 2007
Corporate law reform – an update November 2006
Status report on shareholder requisition June 2006
17
AUSTRALIA\NSUTHERL\650442910.04
SUBJECT TITLE OF ARTICLE PUBLICATION DATE
reforms
Minutes of Company Meetings: How much
Detail?
October 2005
Status of Possible Reforms on Shareholder
Requisitions
September 2005
Group accounting relief Reform to ASIC relief regarding financial
reporting for wholly-owned subsidiaries
13 June 2008
Don't forget your ASIC Form 389 August 2007
ASIC Class Order 98/1418: Wholly Owned
Entities Amended
August 2005
HIH fall-out HIH Royal Commission Report May 2003
Two Tragic Sagas (The Adler / "Pacific Eagle
Case"; the Whitlam Case)
November 2002
Ray Williams & Rodney Adler Sentenced to
Gaol
May 2005
Final Note to the Adler saga April 2005
Indemnification (D&O) Proposed New Restrictions on Indemnification
of Directors and Officers
September 2005
Infringement notice Infringement notices for alleged breach of the
continuous disclosure provisions
July 2008
Insider participation Insider participation in control transactions May 2007
Insider trading Corporate Round-up October 2010
ASX's new trading policy requirements September 2010
Government crackdown on insider trading &
market manipulation
July 2010
ASIC's proceedings against Citigroup June 2007
Civil Penalties for Insider Trading – Calculating
the Price for an Offence
June 2005
Employee Share Plans and Insider Trading December 2004
Insolvent trading ASIC publishes regulatory guide on insolvent
trading
September 2010
Legal professional privilege Waiver of Privilege in ASX Announcements February 2006
Can In-House Lawyers claim Legal
Professional Privilege?
October 2005
18
AUSTRALIA\NSUTHERL\650442910.04
SUBJECT TITLE OF ARTICLE PUBLICATION DATE
Audit Letters and Legal Professional Privilege October 2005
Legal Profession Privilege and Communications
with Auditors
June 2005
Management buyouts Insider participation in control transactions May 2007
Market soundings Handling confidential information and market
soundings: ASIC's proposed best practice
guidelines
February 2010
Material personal interest
- see Conflict of Interest
Ministerial changes Ministerial changes July 2009
New York Stock Exchange New York Stock Exchange Governance Update September 2002
Recommendations for Enhancements to the
New York Stock Exchange Listing Standards
June 2002
Not-For-Profit sector Update: continuing reform of the Not-For-
Profit sector
August 2013
Reform of the Not-For-Profit Sector June 2012
Occupational Health and
Safety (OHS)
Victoria withdraws from National
Harmonisation of Work Health and Safety
Laws
August 2012
Officers duties under the new national OHS
law
April 2011
OHS due diligence – A guide for Directors and
CEOs
March 2007
Officers' duties No rubber stamps for directors and officers April 2013
James Hardie – The final chapter November 2012
Victoria withdraws from National
Harmonisation of Work Health and Safety
Laws
August 2012
James Hardie High Court Appeal Decision May 2012
James Hardie: The saga continues May 2011
Officers duties under the new national OHS
law
April 2011
The James Hardie appeals: implications for
directors and senior management
8 March 2011
19
AUSTRALIA\NSUTHERL\650442910.04
SUBJECT TITLE OF ARTICLE PUBLICATION DATE
James Hardie Civil penalty proceedings appeal
decision
Litigation Update
21 December 2010
Judgements in James Hardie appeals handed
down today
Litigation Update
17 December 2010
CEO held personally liable for company's
statements to market
July 2008
Chief executive not personally liable for
company's misleading statements
February 2008
Former HIH CFO sentenced – Don't keep
things from the auditors or the board!
December 2007
ASIC v Vines: Reduced penalty on appeal for
GIO CFO
September 2007
"Yes, you really do need to be careful" June 2007
Duties below board level July 2006
Preferential shares Out of the ordinary: High Court clarifies nature
of "preference share"
May 2013
When is a preferential dividend "in arrears"? June 2009
"Pre-nuptial" agreements Directors' "Pre-Nuptial" Agreements – For
Better or Worse?
September 2004
Priority of shareholder
interests in insolvency
Corporate Round-up October 2010
Reversing Sons of Gwalia – draft legislation
released for comment
May 2010
Insolvency law reform – good news for
investment and corporate rescue in Australia
February 2010
CAMAC report "Claims by shareholders against
insolvent companies: implications of the Sons
of Gwalia decision".
February 2009
Members don't come last March 2007
Privilege Legal Professional Privilege and
Communications with Auditors
June 2005
Prospectuses Equity Awards and the Secondary Sale
Provisions
September 2005
Do I Really Need to be Careful? Executive September 2005
20
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SUBJECT TITLE OF ARTICLE PUBLICATION DATE
Responsibility for Due Diligence & "Sign Offs"
Directors' Prospectus Obligations May 2005
Proxies ASX consults further on certain governance-
related Listing Rule amendments
March 2014
Chairman permitted to cast undirected proxies
on remuneration report and spill resolutions
August 2012
2011 AGMs: 1 strike and the clock starts
ticking
February 2012
Ability of Chairman to cast undirected proxies
on the remuneration report resolution
September 2011
Corporations Amendment (Improving
Accountability on Director and Executive
Remuneration) Act 2011
July 2011
Risks of sending proxy forms to intermediate
parties
October 2008
Dating proxy forms August 2008
Public sector After Uhrig – New Governance Arrangements
in the Commonwealth Public Sector
December 2004
(Focus on Public
Sector)
Register of members Register access reforms now law December 2010
Corporate Round-up October 2010
Government crackdown on insider trading of
market manipulation
July 2010
Limiting access to member registers and
stopping unsolicited off-market offers
February 2010
Cost of access to register of members –
decision affirmed
May 2009
Cost of access to the company's register of
members
July 2008
Related party transactions ASIC releases revised guidance on related
party transactions
April 2011
ASIC Consultation Paper 142: Related party
transactions
October 2010
Remuneration
(see also executive
remuneration)
Changes to members' ability to request a
general meeting … but dividend reforms
delayed
23 October 2014
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At last a simpler dividends test … and other
reforms
April 2014
The 3rd edition of the ASX Corporate
Governance Council Principles and
Recommendations released
March 2014
ASX Corporate Governance Council consults
on proposed 3rd edition of the Principles and
Recommendations
August 2013
Back to the future on dividends and more
executive remuneration disclosures
January 2013
Chairman permitted to cast undirected proxies
on remuneration report and spill resolutions
August 2012
UK Government announces final proposals on
directors' pay
August 2012
Corporations Amendment (Improving
Accountability on Directors and Executive
Remuneration) Act 2011
July 2011
APRA's remuneration discussion paper June 2009
Overcoming Duplication of Remuneration
Information
September 2005
Director and executive remuneration
(Contents of Remuneration Report)
May 2005
(Special edition)
Remuneration disclosure and good corporate
governance
July 2002
Remuneration consultants Corporations Amendment (Improving
Accountability on Director and Executive
Remunerations) Act 2011
July 2011
Bill on remuneration reform introduced into
Parliament
1 March 2011
Risk The 3rd edition of the ASX Corporate
Governance Council Principles and
Recommendations released
March 2014
ASX Corporate Governance Council consults
on proposed 3rd edition of the Principles and
Recommendations
August 2013
Corporate governance reporting – focus on
risk disclosure
August 2008
Corporate governance the greatest risk June 2006
22
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Sarbanes-Oxley Act US Increases Accountability and Responsibility
for Financial Reports
September 2002
Shareholders Out of the ordinary: High Court clarifies nature
of "preference share"
May 2013
Shareholders access to books and records September 2011
Register access reforms now law December 2010
Limiting access to member registers and
stopping unsolicited off-market offers
February 2010
Insolvency law reform – good news for
investment and corporate rescue in Australia
February 2010
Proposed reform of access to share registers
and regulation of unsolicited off-market offers
July 2009
Shareholder inspection of company books May 2009
CAMAC report "Claims by shareholders against
insolvent companies: implications of the Sons
of Gwalia decision".
February 2009
Parliamentary Joint Committee makes
recommendations for shareholder engagement
26 June 2008
Shareholder requisitions Shareholder opinion resolutions rejected August 2015
Changes to members' ability to request a
general meeting … but dividend reforms
delayed
23 October 2014
At last a simpler dividends test … and other
reforms
April 2014
Status report on shareholder requisition
reforms
June 2006
Status of Possible Reforms on Shareholder
Requisitions
September 2005
Corporations Amendment Bill 2 2005 April 2005
Share trading ASX's new trading policy requirements September 2010
ASX reforms to remuneration committees,
trading polices and analysts briefings
May 2010
Superannuation Directors' personal liability for unpaid
superannuation guarantee charge
August 2012
Taxation Employee incentive schemes: Updated class 16 December 2014
23
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order relief and proposed tax changes
Directors' personal liability for unpaid
superannuation guarantee charge
August 2012
The Commissioner of Taxation and the anti-
avoidance rules
April 2005
Tax as a Corporate Governance Issue September 2004
Termination payments Back to the future on dividends and more
executive remuneration disclosures
January 2013
Termination payments for officers November 2009
Changes to Termination Payments Law February 2005
Uhrig Report After Uhrig – New Governance Arrangements
in the Commonwealth Public Sector
December 2004
Voting ASX consults further on certain governance-
related Listing Rule amendments
March 2014
2011 AGMs: 1 strike and the clock starts
ticking
February 2012
Bill on remuneration reform introduced into
Parliament
1 March 2011
Waiver of Privilege
- see also Legal
Professional Privilege
Waiver of Privilege in ASX Announcements February 2006
Whistleblowers Appeal court held ASIC could resist production
of documents tending to identify
whistleblowers
August 2008
Wholly-owned subsidiaries
- see Group accounting
relief
This publication is not intended to be a comprehensive review of all developments in the law and practice, or to cover all aspects of those
referred to. Readers should take legal advice before applying the information contained in this publication to specific issues or
transactions. For more information please contact us at [email protected].
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Enquiries may be emailed to [email protected]. Ref: 11 August 2015