Merry Christmas to Peter Wilson. When it was suggested that Peter Wilson should be independent of the old board so that we can have a fresh start Peter responded with "That's your issue". Summary of the meeting here: viewtopic.php?f=23&t=594
A good summary of where we are up to by Joe Aston of the AFR, linked to from here: viewtopic.php?f=5&p=4137#p4137
If you are new to this website read the story so far: viewtopic.php?t=321#p1793
Check out some of the AFR articles, too many to list and check out some of the ABC reports: http://www.afr.com/business/accounting/ ... 215-h055ej http://www.afr.com/business/accounting/ ... 211-h02x1d http://www.abc.net.au/news/programs/the ... s,/8626662
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Directors - Resigned and still standing - Australian Institute of Company Directors

Let's look in detail at our directors individually so the term 'the board' does not minimise their individual responsibility for decisions made and oversight in relation to many of these issues.
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Time4Change
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Directors - Resigned and still standing - Australian Institute of Company Directors

Post by Time4Change » Mon Jun 26, 2017 12:26 pm

Question -
The past and current directors sitting on the board are members of the Australian Institute of Company Directors as below.

Those that have resigned and still standing do you think we could contact the Australian Institute of Company Directors and ask them to investigate and/or disciplinary actions of their members as they failed their fiduciary duties and responsibilities while sitting on the CPA Australia board.

Can we get them involved to investigate their members that failed their responsibilities and duties as directors. Just a thought.

James Dickson FAICD
Michele Dolin FAICD
Sharon Portelli GAICD
Graeme Wade FAICD
Jennifer Lang MAICD
David Spong GAICD

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Better Call Saul
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Re: Directors - Resigned and still standing - Australian Institute of Company Directors

Post by Better Call Saul » Mon Jun 26, 2017 6:35 pm

I agree Time4Change - you are thinking along the right lines.

Draft a letter for everyone to see, post it here, and we can all send our own personalised versions.

Good work and thinking laterally.....

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The Nude CPA
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Re: Directors - Resigned and still standing - Australian Institute of Company Directors

Post by The Nude CPA » Mon Jun 26, 2017 7:35 pm

I agree, too – the more angles of 'attack', the better.

They have an obligation to monitor/investigate the conduct of their members in the very same way CPAA needs​ to monitor/investigate us.

Eric Nacpa
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Re: Directors - Resigned and still standing - Australian Institute of Company Directors

Post by Eric Nacpa » Tue Jun 27, 2017 1:45 am

Hello AICD ???

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Brett Stevenson
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Re: Directors - Resigned and still standing - Australian Institute of Company Directors

Post by Brett Stevenson » Tue Jun 27, 2017 8:04 am

One of the failings of the AICD is that it is concerned with protecting directors not necessarily to make sure they fulfil their duties and responsibilities to the company or organisation they oversee.
One would like to think they go together and are not mutually exclusive but the experience of CPA is a stark reminder of the folly of drawing such a conclusion.
This is where the AFR is more prescient than most by seeing the failings in corporate governance in the wider nfp sector. The AICD is prone to the same power plays and lack of professional integrity that we have seen at CPA Australia.

slaa4044
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Re: Directors - Resigned and still standing - Australian Institute of Company Directors

Post by slaa4044 » Tue Jun 27, 2017 11:42 am

Surely we need to do this for their CPA designation first.

We must expell Malley and the crew from membership!

passedfc
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Re: Directors - Resigned and still standing - Australian Institute of Company Directors

Post by passedfc » Tue Jun 27, 2017 11:48 am

Life membership already given to Malley, Wade etc...
Is there mechanism to revoke ??

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The Cyclist
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Re: Directors - Resigned and still standing - Australian Institute of Company Directors

Post by The Cyclist » Tue Jun 27, 2017 12:09 pm

passedfc wrote:
Tue Jun 27, 2017 11:48 am
Life membership already given to Malley, Wade etc...
Is there mechanism to revoke ??
Absolutely- Its in the constitution. Once the new board gets in I will be asking for a motion to that effect.

43. Forfeiture of distinction
(a) The Board may determine that an Honorary Member has forfeited his or her
distinction as an Honorary Member for any reason the Board thinks fit. If
the Board determines that an Honorary Member has forfeited his or her
distinction as an Honorary Member:
(i) the Board must give written notice of its determination to the
Honorary Member; and
(ii) the Company shall remove the Honorary Member's name from the
Register.
(b) The Board may determine that a Life Member has forfeited his or her
distinction as a Life Member for any reason the Board thinks fit. If the Board
determines that a Life Member has forfeited his or her distinction as a Life
Member:
(i) the Board must give written notice of its determination to the Life
Member; and
(ii) the Company shall amend the Register to reflect such forfeiture.

passedfc
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Re: Directors - Resigned and still standing - Australian Institute of Company Directors

Post by passedfc » Tue Jun 27, 2017 12:31 pm

Thanks Cyclist.. thanks give some level of Comfort !!
Good to see someone is familiar with Constitution.. I must get up to speed on it.

JWheldon
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Re: Directors - Resigned and still standing - Australian Institute of Company Directors

Post by JWheldon » Tue Jun 27, 2017 10:37 pm

There appears to be a long list of individuals who should loose their distinction as a Life Member and Honorary member.

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The Cyclist
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Re: Directors - Resigned and still standing - Australian Institute of Company Directors

Post by The Cyclist » Tue Jun 27, 2017 11:17 pm

[quote=passedfc post_id=2811 time=1498530679 user_id=451
Good to see someone is familiar with Constitution.. I must get up to speed on it.
[/quote]

I think that many of us have poured over this document since this sorry state of affairs has unfolded. Sadly we didn't do so in the past as we might have been alerted to the changes that crept into it which entrenched the grip of the cabal and their self serving that have led us into this disaster.

JWheldon
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Re: Directors - Resigned and still standing - Australian Institute of Company Directors

Post by JWheldon » Wed Jun 28, 2017 7:50 am

My l suggest that there probably were members who in the past have reviewed the CPA Constitution and the accounts, but tired to go via the AGM and the CPA Party machine to get appropriate change. Unfortunately the party machine, shut down the small voice or got the YES corporate individuals to sell a story of Nothing to See hear.

We are accountants, yet the status of the financial reporting in the last twenty years has continued to be reduced to consolidated and summaries of financial reports which may provide very little information, but jigsaw data which you need months to expand.

The CPA Australia financial accounts reinforce how the corporate world has worked to provided summary reports almost to a point that it just says Total Revenue Less Total Expenses equals a result. It appears to try and hide the real situation in a cloak and dagger situation. Maybe its all "FAKENEWS".

One may say the original principles of providing financial reports which are useful for the intended stakeholders and meets their needs is thrown out the window. The Accounting Standards etc have been reduced and summarized and in some sense become useless. Sorry to say that, but the top end of town, appears to have a culture of saying good corporate governance, but on the other hand appear to provide reports which are useless. Unless they are forced to do something, then they don't. The corporate rules have change to continually force the top end of town to disclose and provide information. CPA Australia, was lead by so called highly educated, over qualified individuals who should have known better, but yet the sad minimal standard of financial reports provided to members was what the industry lead by these individuals has come to produce. CPA Australia management even boosted that they won an award for their so called financial reports. They plastered all over the financial report that it was an award winner, but this could be described as "Fakenews". The truth was stranger than fiction and an episode of "The Gruen Transfer". How to sell a financial report with lots of gloss, lots of pictures, lots of marketing and little on actual accounting.

The Not-For Profit Sector and the larger Not-For Profit organisations, have been out of control for years, and shown that they need more corporate regulations, because they only do the minimum in the financial reporting and disclosure. The government inquiry into the Not-For Profit sector has failed to pickup this problem. Maybe too many lion tammers (Monty Python reference).


CPA Australia is a so called accountants organisation, along with the Institute of Chartered Accountants, but the financial reporting produced are different and the financial information is consolidated and useless. This shows how the interpretation of the Accounting Standards and the application of the accounting standards can be so different. Now they want to follow more consolidated financial reports, because it is assumed the target audience doesn't want the full financial accounts or don't have time to read it. Yet is this true or just "Fakenews".

I can see sometime in the future that a book by a PHD student called "Creative accounting, the problem" will be produced and use the Alex Malley years and the financial accounts produced by his team and COOs and CFO as an example and case study, of how it worked and what went wrong.

Alot needs to change via the AASRB, APESB etc because it appears they have let the industry and the public down.

michaelk
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Re: Directors - Resigned and still standing - Australian Institute of Company Directors

Post by michaelk » Wed Jun 28, 2017 8:10 am

JWheldon wrote:
Wed Jun 28, 2017 7:50 am
The CPA Australia financial accounts reinforce how the corporate world has worked to provided summary reports almost to a point that it just says Total Revenue Less Total Expenses equals a result. It appears to try and hide the real situation in a cloak and dagger situation. Maybe its all "FAKENEWS".
See, with this item I think the external auditors have a lot to answer for, and in my opinion have failed in their duties. We (as accountants) place our reliance on the 'independent' auditors doing their job, and being critical of any misstatements or non-transparent financial statements. Same goes for their audit of the remuneration statement, which was meant to have been done in compliance with and consideration of the CPA Australia Constitution.

It appears to me that Deloitte have rubberstamped the accounts year-in, year-out, with zero regard to the actual usefulness and detail of the financial statements and remuneration report. I am comfortable with a condensed set of accounts if, and only if, the auditors are carrying out their duties in a stringent and meticulous manner. That does not seem to be the case here.

passedfc
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Re: Directors - Resigned and still standing - Australian Institute of Company Directors

Post by passedfc » Wed Jun 28, 2017 8:42 am

If today's AFR article is correct then a lot more to be explained by Deloitte

Time4Change
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Re: Directors - Resigned and still standing - Australian Institute of Company Directors

Post by Time4Change » Wed Jun 28, 2017 10:43 am

I will have to agree with Brett here. I went through AICD constitution and not in one place does it mentioned anything in regards to disciplinary actions or breaches of actions as a director. So how do they hold their members accountable or is it just a cash cow as well. The only I can find from AICD and again it only touch the surface and not part of their constitution, is their code of conduct attached to membership. Is that enough to write to them or a waste of time avenue??
Code of Conduct.GIF
Code of Conduct.GIF (86.42 KiB) Viewed 4200 times
Brett Stevenson wrote:
Tue Jun 27, 2017 8:04 am
One of the failings of the AICD is that it is concerned with protecting directors not necessarily to make sure they fulfil their duties and responsibilities to the company or organisation they oversee.
One would like to think they go together and are not mutually exclusive but the experience of CPA is a stark reminder of the folly of drawing such a conclusion.
This is where the AFR is more prescient than most by seeing the failings in corporate governance in the wider nfp sector. The AICD is prone to the same power plays and lack of professional integrity that we have seen at CPA Australia.

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nakedadmin
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Re: Directors - Resigned and still standing - Australian Institute of Company Directors

Post by nakedadmin » Wed Jun 28, 2017 4:13 pm

Interestingly that code of conduct is very close to the CPA Australia Director's code of conduct. Some important differences:

Instead of just saying that the Director must not make improper use of information, CPAA went on to say the Director cannot talk to anyone without the consent of the Chairman.
5. A Director must not (intentionally or negligently) make improper use of information
acquired as a Director, take improper advantage of the position of Director and must not,
without the prior consent of the Chairman or his/her delegate speak, confer or share
information concerning CPA Australia with the media (in all its forms) or any other person
or entity not formally associated with CPA Australia.
and
6. All Board Papers, Minutes and Minutes of Committees of and reporting to the Board,
procedures, actions and discussions are confidential and must not be discussed or
divulged (intentionally or negligently) to any person or entity not formally associated with
CPA Australia, without the prior consent of the majority of the Board.
Attachments
board-of-directors-charter.pdf
(128.87 KiB) Downloaded 57 times
Directors' Code of Conduct.pdf
(28.41 KiB) Downloaded 63 times
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Exmember
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Re: Directors - Resigned and still standing - Australian Institute of Company Directors

Post by Exmember » Sat Jul 01, 2017 5:45 pm

One of the CPA exams is Ethics and Governance. I guess its a case of if you can you do if you can't you teach. Disgraceful CPA should be a leader in good corporate governance and instead we get this.

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