Governance News 26 June 2019

60 minute read (PDF download)  25.06.2019 Mark Standen, Siobhan Doherty, Kate Hilder

This week's issue features among other things, coverage of APRA's Geoff Summerhayes' latest speech on climate risk; APRA's new guidance to assist firms in managing cyber risk; updates on the government's planned agenda for superannuation reform; and insights into the impact of the recent decision in Carter Holt Harvey Woodproducts Australia Pty Ltd v The Commonwealth [2019] HCA 20.

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

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https://www.minterellison.com/articles/governance-news-25-june-2019

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Remuneration Navigation Show below Hide below

  • Westpac has said it will rethink the way in which it calculates executive remuneration ahead of the upcoming AGM
  • Leadership changes announced at IOOF: New CEO will receive zero short term incentives 
  • In Brief | The AFR reports that data from a global banking standards body reportedly shows oversight of Australian banker pay is out of step with global standards

Diversity Navigation Show below Hide below

  • United States | Board diversity trends in 2019: The US is experiencing a significant shift in the composition of corporate boards, in line with changing market expectations/shifting environment according to ISS 
  • Switzerland | 30% target? Bloomberg reports that Swiss lawmakers have voted in favour of introducing a 'guideline' for the boards of listed companies to include 30% women
  • Malaysia | Evidence of the effectiveness of gender targets? Bloomberg analysis has found Malaysian banks are leading their Southeast Asian peers on board (gender) diversity
  • Japan | General shift towards the appointment of outside directors?

Meetings and Proxy Advisers Navigation Show below Hide below

  • Alphabet shareholder meeting result: As expected? A raft of shareholder proposals failed to pass despite employee concerns

Disclosure and reporting Navigation Show below Hide below

  • ASIC has announced that it has commenced proceedings against Murray Goulburn executives

Corporate social responsibility and sustainability Navigation Show below Hide below

  • 250 Australian listed companies to be included in FTSE Russell's ESG coverage
  • Mastercard has launched the True Names initiative: 'Our vision is that every card should be for everyone'

Financial Services Navigation Show below Hide below

  • ASIC Commissioner John Price has provided an update on ASIC's new enforcement and supervisory approach
  • ASIC red tape report: ASIC has released a report providing an overview of its decisions on relief applications 
  • Add-on insurance refunds now total over $130 million: ASIC has announced significant, additional refund programs by insurers for the sale of add-on insurance by car dealers
  • ASIC has amended fees and cost disclosure requirements to align with Protecting Your Super reforms
  • The meaning of statutory unconscionability: A majority of the High Court has found the 'book up' system is not unconscionable prompting Financial Counselling Australia and the Consumer Action Legal Centre to call for law reform
  • Failing to put fairness first? AFCA Chair David Locke has reportedly expressed frustration in the failure of firms to shift their approach to resolving complaints 
  • ASIC has urged superannuation trustees to prioritise member interests when handling insurance claims and complaints
  • APRA consultation on proposed changes to ownership of RSE licensees
  • Update | Planned superannuation reform in response to the Financial Services Royal Commission and the Productivity Commission's recommendations
  • Time to act on RG97?  Inconsistency in the way in which superannuation funds disclose administration fees is hindering members' ability to compare funds The AFR reports
  • Does ban on charging fees to inactive accounts include 'fixed term' accounts? The Australian suggests uncertainty over this issue may be a roadblock to PYSP implementation 
  • APRA has updated measurement of capital frequently asked questions
  • Improving member outcomes requires a rethink of the superannuation sector? 
  • Has anything changed?  The AFR reports that Graeme Samuel has questioned an expert panel on changes made in response to the lessons from the Financial Services Royal Commission
  • Banks need to deliver on farm management deposit offsets
  • 6.5% drop in bank fees is a direct result of banks listening to community concerns says ABA CEO Anna Bligh
  • Competition and technology adoption in the financial services sector will continue to be prioritised: The Prime Minister has outlined the government's immediate areas of focus including boosting competition and technology adoption in the financial services sector
  • Fintechs to be household names in five years? Assistant Minister for Superannuation and Australia's first fintech minister, Jane Hume has given an interview in which she said that her main goals in the first 100 days are to pass the comprehensive credit report and consumer data right laws and prepare for the beginning of open banking
  • Bank for International Settlements Annual Economic Report released: entry of large technology firms could make the financial services sector more efficient and increase access to services, but services such as payments, savings and credit also introduce new risks
  • Facebook to launch a digital currency, Libra
  • The mortgage broker channel has recorded the highest ever market share 
  • New Zealand | NZ RBA has ordered independent reviews of ANZ's capital and statements signed by its directors
  • In Brief | APRA has issued a response to the January 2019 consultation on proposed changes to prudential and reporting standards resulting from the Economic and Financial Statistics data collection implementation
  • In Brief | Australia Post has reported nominated AustralianSuper as the new default superannuation fund provider for new Australia Post employees.  Reportedly, over the financial year through to the end of May almost $15bn flowed into AustralianSuper.  It's suggested that this is indicative of a broader trend towards switching away from retail to industry funds following the Financial Services Royal Commission
  • In Brief | Looking beyond major banks? COBA says APRA's data shows customers are looking beyond the major banks for home loans, with data released by APRA showing the value of mortgages in the customer owned banking sector grew 8% over the past 12 months

Risk management Navigation Show below Hide below

Climate Risk
  • Top Story | Act now or risk a 'Kodak moment': APRA has released Geoff Summerhayes' latest speech on climate risk
  • The City of Sydney has officially declared a climate emergency
  • In Brief | A report by CSIRO, NAB and 20 other organisations, has found that Australia faces a 'slow decline' if it fails to act on significant economic, social and environmental challenges.  However, if these challenges are addressed, it could mean high GDP per capita, 'net zero' GHG emissions by 2050, strong economic growth and energy affordability and more liveable major cities 
Cybersecurity and Privacy
  • Updated guidance on managing information security risks including cybercrime: APRA has finalised updated guidance on information security to accompany CPS 234 ahead of its 1 July commencement date
  • ASIC's focus on 'technology-enabled offending': ASIC has announced that a computer hacker has been sentenced to three years gaol having pleaded guilty to 11 charges of insider trading and unauthorised access
  • IOSCO cyber task force: Final report released
Other Developments
  • United States | US Senators consult on draft bipartisan AML Bill the ILLICIT CASH Act 
  • United Kingdom | UK Law Commission recommends reforms to the SARs regime to address poor quality over-reporting 
  • In Brief | Walmart Inc agreed to pay the US Department of Justice and Securities and Exchange Commission $282m to settle allegations it violated the Foreign Corrupt Practices Act by paying an intermediary in Brazil for help obtaining construction permits and having weak anti-corruption internal controls 

Restructuring and insolvency Navigation Show below Hide below

  • Top Story | High Court delivers judgment in Amerind Appeal

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https://www.minterellison.com/articles/governance-news-25-june-2019