Why Shann Turnbull, an Australian expert in corporate governance recommended 'Corporate Senate'?
CS Professional · Ethics, Governance and Sustainability · PYQS · December 2015
Why Shann Turnbull, an Australian expert in corporate governance recommended 'Corporate Senate'?
Answer & Explanation:
The Australian Government has undertaken a set of reforms to improve Corporate Governance and disclosure norms of financial information and to update accounting rules. Shann Turnbull, a very well-known Australian expert in corporate governance recommended that there should be a 'Dual Board Structure' along with a 'Corporate Senate' to oversee the regular board functioning (senate means a council). The Corporate Senate was recommended to determine accounting policies, direct audit activities, arbitrate on board conflicts, advice AGM on director's benefits. The senate would also nominate directors on the Board and would act as trustees for any Employees Stock Option Scheme (ESOP). The Corporate Senate would comprise of maximum of 3 (three) members who would be elected on the basis of 'One Vote per Shareholder' instead of 'One Vote per Share' principle. The corporate senate would have no proactive power of any kind. However, it would have the 'veto' power over any activity in which the board has a conflict of interests, and even that can be overridden by a vote of 75% of the shares.
Topics: Corporate Governance
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