Australia: Corporate Governance

Senior leaders from Australia's not-for-profit sector gathered to discuss the evolving challenges and opportunities facing their organisations in 2026. The boardroom lunch explored critical issues including governance frameworks, regulatory compliance, workforce sustainability, NDIS reform, and the strategic implications of artificial intelligence and data management for charitable organisations navigating an increasingly complex operating environment.

As Group 2 entities commence their first reporting period under Australia's mandatory climate reporting regime, ASIC's early observations highlight key disclosure expectations and areas for caution.

Boards are accustomed to overseeing cyber security and workplace safety as material risks requiring director-level attention. Immigration compliance is now joining that list, driven by expanded enforcement powers, personal liability provisions for officers, and a regulatory shift from complaint-driven oversight to proactive audits.

ASIC has intensified its enforcement campaign against companies failing to lodge financial reports on time, issuing over $5 million in infringement notices and prosecuting repeat offenders in court. Foreign-owned subsidiaries and large proprietary companies face heightened scrutiny as ASIC deploys data-driven surveillance to identify non-compliant entities at scale.

In this episode, we are joined by Catherine Brenner and John Mullen, two of our most distinguished Chairs. We talk about good governance, what it takes to be a good chair during a crisis, whether we need deep cyber expertise on the board and first-hand experience in cyber incident response.

Dividends are a common way for companies to distribute value to shareholders, but whether to declare or pay a dividend is not simply a commercial decision. Directors must ensure that any dividend complies with the Corporations Act 2001 (Cth) (Corporations Act), the company’s constitution and relevant governance requirements, while considering their duties to the company and its creditors.

From 1 July 2027, Director Identification Numbers will become mandatory for all director-related reporting in Australia, fundamentally changing how companies manage appointments...

The Federal Court's landmark decision in ASIC v Star Entertainment Group reveals critical governance failures that occurred well before matters reached the boardroom, with profound implications for general counsel, company secretaries, and in-house legal teams. This analysis examines how information flow breakdowns, inadequate risk escalation, and the blurring of legal and operational responsibilities created personal liability exposure for senior legal officers.

ASIC v Bekier & Ors clarifies how governance accountability is likely to be assessed, with courts and regulators focusing on whether governance systems ensure material risks reach the board in time for meaningful oversight rather than individual actions or decisions.