Governance News 15 July 2020

45 minute read (PDF download)  14.07.2020 Mark Standen, Siobhan Doherty, Kate Hilder

This issue of Governance News, includes coverage of a) the global decrease in levels of activist activity over the first six months of 2020; b) various disclosure and reporting related developments; c) financial services and regulatory developments including ASIC's consultation on deploying its product intervention power to target certain payday loans; and d) UK audit developments.

Full coverage of this weeks content is now available. Past issues are available

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Remuneration Navigation Show below Hide below

  • Equilar finds that median CEO pay remained overall stable in 2019, the impact of COVID-19 on pay is as yet unclear

Shareholder Activism Navigation Show below Hide below

  • Snapshot of activist activity H1 2020: Activist Insight report reveals activist activity in Australia has declined 50% on H1 2019 levels

Institutional Shareholders and Stewardship Navigation Show below Hide below

  • (Potentially) shutting the door on ESG investments?  Proposed DOL rule changes would make it difficult for US pension funds to make ESG investments, unless they are able to justify doing so purely on the basis of financial returns

Disclosure and Reporting Navigation Show below Hide below

  • SEC proposes to do away with the requirement for 'smaller' institutional investment managers to report quarterly on their US stockholdings
  • What does effective reporting on stakeholder issues look like? The FRC's financial reporting lab is set to conduct a review of corporate stakeholder reporting including s172 statements
  • COVID-19: Trends in COVID-19 disclosure by US companies
  • No need? SEC Commissioner Elad L Roisman thinks SEC shouldn't mandate ESG disclosure for public companies (but should consider doing so for asset managers)

Financial Services Navigation Show below Hide below

  • Top Story | Proposed product intervention order: ASIC proposes to target continuing credit contracts
  • COVID-19: Four month extension of temporary emergency capital raising relief
  • BCCC will inquire into compliance with the vulnerability provisions in the Banking Code
  • First enforcement action by a regulator against a financial institution for dealings with Jeffry Epstein: Deutsche Bank has agreed to pay $150m penalty
  • Leadership change at ME Bank: CEO to step down at the end of July
  • COVID-19: So far funds have paid out $19.1bn under the government's early release of superannuation scheme 
  • In Brief | Westpac has announced that KPMG Partner Michael Rowland has been appointed as Westpac's CFO, subject to regulatory approval.  Acting CFO Gary Thursby will continue acting in this role until Mr Rowland joins Westpac later in the year
  • In Brief | Better than outsourcing as we know it? Academics have suggested that introducing a 'mentorship regime' to provide a 'reliable regulatory framework' for partnership agreements between fintechs and regulated banks would put outsourcing of banking services on firmer footing
     

Accounting and Audit Navigation Show below Hide below

  • Results of FRC audit inspections: 33% of firms still falling short
  •  Professionalising directors? Preventing future audit scandals will require looking not just at auditors but at boards says the IoD
  •  Ensuring international audit standards are responsive to the public interest: The Monitoring Group has released recommendations to strengthen the international standard setting system
  • In Brief | A failure of corporate culture? Columbia academic Todd Baker has written a summary of what is known so far about the Wirecard scandal.   One conclusion he draws is that the company's supervisory board appears to have failed in their oversight duties.  'Theirs [the supervisory board] is a failure of corporate culture and of independence and integrity – reflected in their blind loyalty to management despite mounting problems and their hostility to shoe who asked legitimate questions about the company's operations'

Risk Management Navigation Show below Hide below

Climate risk

  • Certified as 'carbon neutral': Telstra and separately Local Government Super have announced they have each been certified as carbon neutral by Climate Active
  • First State Super divests fossil fuel investments
  • UNSW report finds Australia is the world's largest exporter of fossil fuel emissions and therefore a major contributor to global climate change
  • In Brief | Study confirms that pricing carbon works to lower emissions: Analysis of data from 142 countries over more than two decades has concluded that countries with carbon prices on average have annual carbon dioxide emissions growth rates that are about two percentage points lower than countries without a carbon price

Technology, Cybersecurity and Privacy

  • ClearView AI Inc's use of 'scraped data' and the biometrics of individuals is under investigation: Joint UK/Australian probe into Clearview AI Inc announced
  •  Investment Association warns investors about the risk of 'impersonation scams' after a sudden spike in scam activity
  •  In Brief | A major cyber incident could have more of an economic impact that COVID-19? AustCyber found that a four-week digital disruption resulting from a significant cyber incident could cost the economy AU$30 billion, the equivalent of around 1.5% of GDP

Other Developments

  • Brexit: IoD research finds less than a quarter of directors feel their organisation is fully prepared for the end of the Brexit transition period, the IoD has called for a phased approach to introducing changes 

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https://www.minterellison.com/articles/governance-news-15-july-2020