Governance News 22 February 2023

45 minute read + (PDF download) 22.02.2023 Mark Standen, Siobhan Doherty, Kate Hilder

This week's issue has a strong ESG focus. DEI has been a key investor concern for some time, and this looks to remain the case with multiple shareholder DEI-related proposals filed at US companies this year. There are also signs that regulatory focus on the issue is sharpening. In Australia, APRA has flagged consideration of DEI will figure into its planned review of CPS 510 Governance this year. The issue also includes coverage of a number of significant financial services and regulatory developments and more…

Boards and Directors Navigation Show below Hide below

Director ID: Relief for 'non-individual entities' and resigned directors

Diversity Equity and Inclusion Navigation Show below Hide below

DEI in focus | APRA gives financial firms a heads up
'Historic first': Minority directors now hold 20% of directorships at the largest 3000 US companies

Shareholder Activism Navigation Show below Hide below

New York State Common Retirement Fund ramps up DEI expectations, files multiple shareholder proposals, flags willingness to vote against directors
ICCR members have filed 377 proposals on a range of ESG issues so far this year, climate change and racial justice are the top two proposal categories
ShareAction calls on Barclays to rule out financing new oil and gas ahead of 2023 AGM

Institutional Shareholders and Stewardship Navigation Show below Hide below

UK FRC releases 'myth-buster' to 'dispel common misconceptions about corporate governance and stewardship'
Number of signatories to the UK Stewardship Code increases to 254

Disclosure and Reporting Navigation Show below Hide below

ISSB global sustainability reporting standards expected to take effect starting January 2024
Consultation on the introduction of internationally-aligned sustainability standards in Australia: Investors call for reporting to commence from FY2024-25
Laying the groundwork for the introduction of new ISSB-aligned sustainability standards in Australia: Treasury Laws Amendment (2023 Measures No 1) Bill 2023 introduced
In Brief | ASIC prosecuted fifteen companies between 1 July 2022 and 31 December 2022 for failing to comply with their obligations to lodge financial reports
In Brief | The Federal Court has handed down the largest ever penalty against a company for breaching continuous disclosure laws, ordering GetSwift Limited (in liquidation) to pay a penalty of $15 million. Three former GetSwift directors were also ordered to pay substantial penalties and disqualified from managing corporations for defined periods

Markets and Exchanges Navigation Show below Hide below

Operational Resilience: ASIC issues reminder about 10 March 2023 commencement date for new Market Integrity Rules
In Brief | CHESS replacement: ASIC has required ASX to provide additional audited 'special reports' to provide it and industry with 'necessary assurance' that ASX is 'taking all possible steps' to respond appropriately to the findings and recommendations of the External Review into the CHESS replacement program. ASIC Chair Longo stated that the audited special reports will assist the regulator in its 'assessment of whether any further regulatory action is required'

Regulators Navigation Show below Hide below

ASIC Chair says implementation of ASIC's new 'top level structure' is planned to commence from 1 July 2023
APRA Chair outlines key cross-industry and sector specific priorities in Opening Address to Senate Estimates hearing
In Brief | Writing in the AFR, former ASIC Chair James Shipton argues that ASIC is being asked to do 'too much with too little'. Mr Shipton suggests six possible reforms to address these issues including (potentially) spinning off a 'civil enforcement and prosecutorial agency'

Financial Services Navigation Show below Hide below

Top Story | The unexpected impact of DDO stop orders on general insurance
Pushing ahead with 'action initiation' in the CDR: CDR Bill has passed the House of Representatives
ACCC launches inquiry into how banks set interest rates for savers
Proposed new anti-avoidance provisions for credit product intervention orders: Draft Bill released for consultation
Consumer Credit | The government is consulting on draft regulations to support implementation of the SACC reforms
Treasury laws clean up: The government is consulting on draft legislation proposing to legislate certain ASIC instruments
The government is consulting on legislating a proposed 'objective of superannuation'
BNPL regulation: ASIC supports the most stringent of the three potential options put forward for reform
In Brief | The UK government has released draft legislation proposing to bring BNPL under the regulation of the Financial Conduct Authority
In Brief | National Advice Solutions Pty Ltd has been ordered to pay a $70,000 fine pleading guilty to one charge of breaching anti-hawking laws. ASIC Deputy Chair Sarah Court has flagged that the regulator stands ready to 'continue to pursue action in the court where we see a disregard for these [anti-hawking] laws'