What should be included in board minutes? Useful guidance from the joint statement by AICD and the Governance Institute
The Australian Institute of Company Directors (AICD) and the Governance Institute of Australia have recently collaborated to explore contemporary issues in board minute taking practices, and have outlined their perspective in a joint statement on board minutes.
Equity derivative positions back on the table - do you need to disclose your holdings? The Takeovers Panel considers revising its Guidance Note 20 on disclosure of equity derivatives
The topic of disclosure of equity derivative positions is back on the table following the release by the Takeovers Panel of proposed revisions to its Guidance Note 20 (Equity Derivatives).
4th edition of the ASX Corporate Governance Principles and Recommendations - what you need to know
In February this year, the ASX Corporate Governance Council (Council) released the 4th edition of the ASX Corporate Governance Principles and Recommendations (4th Edition).
Unlocking value and managing risk in buying or selling your business
Risk can erode your hard-won purchase price. Take these steps to manage risk.
Tips and traps in planning your company's IPO
Dwight D. Eisenhower once said that plans are worthless, but planning is everything. The first step in your company’s initial public offering (IPO) is to plan for the journey.
Overseas directors of foreign companies preparing for an IPO in Australia must inform themselves of the prospectus requirements and engage in the prospectus preparation process
Companies preparing for an initial public offering (IPO) that have directors who do not understand English or are not familiar with the Australian regulatory requirements for a prospectus should take note of the Court's findings in ASIC v Sino Australia Oil and Gas Limited (in liq) (Sino case).
3 things you need to know about how entering into a Shareholders Agreement may affect your rights under the Constitution and other documents
Most companies have a Constitution setting out the rules governing its activities and the rights and obligations of its shareholders and directors. It is not uncommon for shareholders in a closely held or joint venture company to also decide to adopt a Shareholders Agreement to regulate their relationship.
Takeovers Panel applications – A delay in making an application could be fatal
One of the main objectives of the Takeovers Panel is to determine corporate control disputes in a speedy manner. Consistent with this objective, parties considering making an application to the Panel should bear in mind the need to act without delay. There have been instances where a delay in making an application has led to the Panel declining to conduct proceedings.
Termination Benefits Policy: Does Your Company Need One?
A termination benefits policy (TB Policy) is a shareholder approved policy for the payment of certain benefits to managers and executives on their retirement1 from the employ of a company or its related bodies corporate.
Termination Benefits: How a Managing Director Got Stripped of Them
This is the sorry tale of how Howard Renshaw (Mr Renshaw), managing director of Queensland Mining Corporation Limited (QMC), an ASX listed company, fell foul of the termination benefits provisions of the Corporations Act 2001 (Cth) (Corporations Act) (section 200B) and was required to pay all his termination benefits back to QMC.
Laying Your Cards on the Table – Equity Derivative Positions in Australia Exposed by Crown and Echo Entertainment - Do You Need to Disclose Your Equity Derivative Holdings?
The issue of disclosure to the market of interests held through equity derivatives has been brought to the fore by the attention that the media has given to James Packer-backed Crown’s recent equity derivative holdings in Echo.