AUSTRALIA Trends and Developments Contributed by: Dennis Miralis, Kartia Zappavigna and Darren Pham, Nyman Gibson Miralis
While the Australian regulatory bodies and agen - cies have been reluctant to identify hard and fast rules for corporate governance, standards can be gleaned through guidance and schemes. For example, APRA’s recently introduced Finan - cial Accountability Regime requires regulated entities to have: • governance and leadership; • compliance and accountability frameworks; • risk assessments and risk management; • incident response; • remuneration management; and • avenues for internal and external reporting, including whistle-blowing. How companies can meet both requirements For both “adequate procedures” and “compli - ant corporate culture”, regulators have identified overlapping principles such as good govern - ance, frameworks, risk assessment, etc. The bare minimum is having an appropriate ABC programme. • Ensure there is a clear ABC programme, that is embedded in all governance and other frameworks. This may require updating the current programme, or a complete overhaul of the programme; frequent audits and risk assessments help determine the health of the ABC programme. • Have stringent procedures that give effect to the programme, so it does not only exist on paper. Procedures can include financial reporting or pre-bidding frameworks, and internal auditing processes. After this, good governance can be met by practising the following policies and procedures through a top-down approach.
• Ensure senior leaders are demonstrating active compliance with the ABC programme by ensuring the company’s strategy and ini - tiatives are compliant. • This includes undergoing frequent training, and being actively involved in updating and reviewing the effectiveness of the ABC pro - gramme and whether risk management has been properly considered. The top-down approach must capture the entire company structure. • Provide training programmes for all employ - ees, ensuring they understand the company’s core values and the importance of having the ABC programme that forms part of the com - pany’s compliant culture. • Provide practical training to help them under - stand how bribery and corruption can arise and to identify situations when they and the business may be at risk; training should be tailored for different jobs within the company. With the new foreign bribery laws, the ABC pro - gramme must also address individuals adjacent to the company structure. Therefore, companies must: • distribute clear and consistent ABC mes - saging, policies and procedures to all third parties including contractors; and • ensure that risk-based compliance due dili - gence checks are carried out on third parties that the organisation plans to employ with focus on high-risk jurisdictions and indus - tries. Formal contracts with these third parties should require them to behave in an ethical way and comply with all relevant legislation, including ABC legislation.
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