Corporate Governance

In a legal and regulatory environment which is becoming increasingly complex, we assist companies and their officers with their governance frameworks, helping ensure that they keep pace with changes in law and best practice. We work with Boards, senior executives and legal and co-sec teams on all aspects of corporate governance and regulatory compliance.

Our Approach

We use our experience working with some of Australia’s leading companies, advising on a broad range of Corporate Governance issues, including directors’ duties, continuous disclosure and other listing rule compliance matters, AGM disclosures and process, remuneration issues, capital management initiatives and other issues that can arise from the increasing amount of shareholder activism we’re seeing in the market.

We work with our clients in a collaborative and continuous way to make sure they are fully across the most important corporate governance trends and developments. We liaise regularly with the Australian Securities and Investments Commission (ASIC) and the Australian Securities Exchange (ASX) to ensure we, and in turn our clients, remain up to date with approaches viewed as best practice by the regulators.  This also enables us to make judgment calls on key regulatory issues to ensure our clients’ businesses and transactions face minimal regulatory disruption.

We collaborate closely with our leading Disputes + Investigations team and Competition + Regulatory team, which have advised on some of the most significant regulatory investigations and litigations that have shaped this area of the law.

Our services

  • Designing broad governance packs for boards of listed and unlisted companies.
  • Advising listed companies on compliance with the ASX Corporate Governance Principles and Recommendations.
  • Advising listed and unlisted clients on a range of corporate law issues, including:
    • board composition and procedures;
    • directors' duties, liability and protection;
    • related party transactions;
    • changes to share capital (including capital reductions and share buy-backs);
    • fundraising and disclosure regulation;
    • financial services licensing and disclosure requirements; and
    • voluntary deregistration and winding up processes.
  • Advising on the formation of various legal structures including corporations, incorporated and unincorporated joint ventures, trusts and partnerships.
  • Advising on corporate restructures and capital reorganisations.
  • Advising on reporting requirements and general meeting procedures.
  • Advising on executive and employee remuneration structuring and regulatory compliance (including incentive and termination arrangements).
  • Providing training for both legal teams and the broader organisation to better anticipate compliance, risk and governance needs arising from changing laws and to promote greater discipline and efficiency in the business.