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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Corporate Governance in Other Membership based Organisations

Discussions about the constitution and how CPA Australia is run
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CG9999
Posts: 26
Joined: Thu Mar 30, 2017 3:37 pm

Corporate Governance in Other Membership based Organisations

Post by CG9999 » Fri May 05, 2017 12:33 pm

FINSIA has released its 2016 annual report. I did notice the Director roles are honorary

16. KEY MANAGEMENT PERSONNEL
DIRECTORS
The directors of Financial Services Institute of Australasia during the year were:
David Gall Warwick Negus
Victoria Weekes Mark Spiers
Catherine Aston Russell Thomas (resigned 18 January 2016)
Bruno Bellon Loretta Venten
Alasdair Jeffrey Christopher Whitehead (appointed 30 November 2016)
The non‑executive directors of the company are appointed on an honorary basis and as result do not receive
remuneration directly or indirectly in their capacity as directors from the company or any related party. The CEO was
appointed by the board as an executive director and is remunerated as an employee of the company.
42 FINSIA – FINANCIAL SERVICES INSTITUTE OF AUSTRALASIA
NOTES TO
ANNUAL
FINANCIAL
STATEMENTS
CONTINUED
Transactions entered into during the year with directors and their related parties were within normal customer
relationships on terms and conditions no more favourable than those available to other members or customers.
Christopher Whitehead* Chief Executive Officer & Managing Director (appointed 26 September 2016)
Glenn Meekin Chief Financial Officer & Company Secretary (appointed 15 June 2016)
Russell Thomas Chief Executive Officer & Managing Director (resigned 18 January 2016)
David O’Kane Chief Operating Officer & Company Secretary (resigned 30 June 2016)
Angie Corkhill Director, Member Relations (resigned 11 March 2016)
Jane Endacott** Executive General Manager – Commercial & Capability (resigned 16 December 2016)
* Christopher Whitehead was appointed Chief Executive Officer on 26 September 2016 and was appointed to board as Executive
Director on 30 November 2016.
** Jane Endacott was appointed Acting CEO on 18 January 2016 and held this position until the appointment of Christopher Whitehead
as CEO on 26 September 2016.
17. CONTROLLING ENTITY DISCLOSURE
As at, and throughout the financial year ended 31 December 2016 the parent entity of the group was Financial Services

Drain_The_Swamp
Posts: 27
Joined: Tue May 02, 2017 8:33 am

Re: Corporate Governance in Other Membership based Organisations

Post by Drain_The_Swamp » Fri May 05, 2017 3:40 pm

Great research. My guess is that plenty of CPA members would be willing to be directors either for free or a small honorarium.

That's $5.5 million right there for services to grassroots members.

CG9999
Posts: 26
Joined: Thu Mar 30, 2017 3:37 pm

Re: Corporate Governance in Other Membership based Organisations

Post by CG9999 » Mon May 08, 2017 12:18 pm

This is how FINSIA elect their Directors. Think the CPAA Board needs to include this one in their review! There is even a brief description of each candidate. How novel!!!!

Dear XXXXX,

I would like to encourage you to vote in the 2017 FINSIA Board elections. Voting opens today at 9am and will close at 5pm on Friday, 19 May 2017. Your vote is an important contribution to the composition of the Board and an opportunity for you to support the work we are undertaking on your behalf to shape the future success of FINSIA.

The Board wishes to thank all candidates who nominated in the 2017 election process and acknowledges that there are a number of excellent candidates standing for election.

The Board has considered the skills and experience it needs in light of the strategic direction of FINSIA and the importance of continuity of leadership in this period of transformation. The Board believes the re-election of Mr David Gall (President) and the election of Prof Robina Xavier will best meet the needs of FINSIA.

As a senior leader in the financial services sector, Mr Gall has been a strong contributor to the Board, and its subcommittees, over a number of years and, as President, has demonstrated strategic leadership and insight through a period of significant change. The Board believes Mr Gall will provide the right continuity of leadership at FINSIA.

The Board considers Prof Robina Xavier an exceptional candidate, who has a depth of knowledge, skills and experience across the financial services sector and strategic insight, which would make an important contribution to the development of FINSIA's strategy. In addition to her background in executive education, Prof Xavier is an experienced Board member who would bring to the Board a depth of commercial experience in marketing and communications, professional development and new technologies in financial services.

The Board recommends that members vote for Mr David Gall and Prof Robina Xavier.

A total of nine (9) candidates are standing for election for two vacant positions. In accordance with FINSIA’s Constitution and By-Laws, all candidates have met with the Director Nominations Committee who assessed each candidate’s suitability against a set of criteria established by the Board.

The Board Nominations and Remuneration Committee has considered the nominations taking into account input from the Director Nominations Committee, the skills needed for the future strategic direction of FINSIA and the need for continuity of leadership during this period of transformation.

The Board also wishes to thank Mr Alasdair Jeffrey who has decided not to seek re-election and will retire as a director at the upcoming Annual General Meeting. Mr Jeffrey, having been a director of FINSIA since 2010, has been a strong contributor to the Board and its committees. Mr Jeffrey is a strong supporter of the new strategic direction of FINSIA and supports Mr David Gall and Prof Robina Xavier in the Board elections.

Click here for details of candidates. Click here to vote now.

I would like to thank you all for the opportunity to serve as your Vice President and I look forward to an exciting and rewarding future for FINSIA.

fidgetspinner
Posts: 27
Joined: Wed Jun 21, 2017 3:02 pm

Re: Corporate Governance in Other Membership based Organisations

Post by fidgetspinner » Wed Aug 02, 2017 10:51 pm

What the above information from FINSIA shows is not democracy in the parliamentary form as we might understand it but something more like you get in a one party state.

Like almost every other board FINSIA can effectively select which director candidates are put forward to the members for election from the applicant pool.

In practice no matter how many candidates a board puts up most members vote with the board recommendations. Incumbent directors can also swing votes or blocks of votes.

The CPA arrangements with divisions are a different but the actual outcome may not be. The truth is that most boards generally manage to control their succession.

JWheldon
Posts: 332
Joined: Wed May 24, 2017 6:43 pm

Re: Corporate Governance in Other Membership based Organisations

Post by JWheldon » Thu Sep 07, 2017 5:29 pm

He is a CPA produced video on Not for Profit on "Bringing about enduring change in not for profit organisations"

Not-for-profit executives have to lead and embed change. Allen Blewitt, Chief Executive, Allen Blewitt & Associates, discusses a range of tactics to achieve lasting impact from change programs in the context of current regulatory and other challenges facing the not-for-profit sector.

This might be from 2011, but maybe the CPA Australia board need to watch this?

https://youtu.be/TlpfVBtLZs4

This and other videos from CPA Youtube page should be watched by the members of the CPA Australia board.

Just wondering if the old CPA board actually listened to this presentation in 2011 or watch the other videos??

https://www.youtube.com/user/CPAaustralia/videos

JWheldon
Posts: 332
Joined: Wed May 24, 2017 6:43 pm

Re: Corporate Governance in Other Membership based Organisations

Post by JWheldon » Sun Sep 10, 2017 5:21 pm

I would encourage the old board and new board members of CPA Australia to read Dr Eva Tsahuridu articles "In the Black" on ethics. I would also encourage Adam Awty, Jeff Hughes and management team to read these articles.

https://www.intheblack.com/contributors/eva-tsahuridu

Here is an interesting article, "Why leaders should face bad news head on" published in November 2016. Maybe Eva so something, that the rest of the membership didn't know at the time, when she wrote this article? Maybe something that was taking place at CPA Australia??


"Instead of suppressing bad news, senior leadership should use negative information as a learning opportunity.

Bad news dominates newspaper headlines and television bulletins. Why? Because that’s what people are interested in.

Despite the constant lament that watching, reading or listening to the news is upsetting and sad, research shows that we actually prefer bad news, pay more attention to it and remember it more, primarily due to our in-built negativity bias that helps alert us to threats.

Curiously, the same situation does not apply to our workplace – in fact, the opposite happens when it comes to bad news at work. Many of us feel obliged to put a positive spin on things, because in the vast majority of organisations, bad news is not welcome and its messengers are generally “shot”.

Senior management, in particular, often believes negative information can reflect badly on them. So good news not only travels up the work hierarchy faster than bad news, but it also tends to become more positive on the way up.

In order to look after our own wellbeing and career interests at work, we tend to consciously or subconsciously disguise bad news or “beautify” it.

This can often go against the rhetoric that says if you see something wrong in the workplace, then say something. Instead, “don’t look”, “don’t ask” and “don’t tell” are the realities in many organisations.

Professional Development: Introduction to workplace ethics

Just as paying attention to negative news in the wider world helps our ability to deal with potential personal threats, does bad news at work signal an assumed or actual threat to our wellbeing, self-interest and career advancement?

If that is the case, things will not improve in a hurry for ethical behaviour. Nor will organisational effectiveness, risk management and success be enhanced.

How can we fulfil our duty to provide accurate information when we are likely to be held accountable if that information is not rosy? How can we identify and report wrongdoing, especially as it is likely that it will not be believed or found credible?

Organisational misconduct falls into the “negative information” category and, as such, it is often hidden and not even discussed in many workplaces. Good news, on the other hand, is embellished, trumpeted, shared and celebrated.

We feed each other positive information – meetings are “productive”, ideas are “fantastic”, results “amazing” – because that is what is expected, accepted and rewarded.

The challenge is how to turn bad news into a safeguard against a threat to the organisation, instead of a threat to our self-interest. Only then can we identify and deal with wrongdoing and make organisations in all sectors more ethical and effective.

Dr Eva Tsahuridu is CPA Australia’s policy adviser, professional standards and governance.

Read next: The importance of ethical culture at work"



Dr Eva Tsahuridu

Eva manages CPA Australia’s accounting policy team and looks after the ethics, professional standards and governance policy portfolio. She escaped from academia but still enjoys learning, thinking and writing.



https://www.intheblack.com/contributors/eva-tsahuridu

theallseeingeye
Posts: 99
Joined: Sat Jun 03, 2017 4:23 am

Re: Corporate Governance in Other Membership based Organisations

Post by theallseeingeye » Sun Sep 10, 2017 8:45 pm

The mere presence of Dr Tsahuridu intrigues me.

One the one hand we have a regular page of ITB dedicated to her musings on ethics , leadership behaviours, whistle-blowing and so forth. All very appropriate and noble, I almost always read her article.

On the other hand, she works for an organisation where the management and Board are ready and willing to blame their membership for everything that is negative, from whistleblowing (Brett, et al, "those few rogue members" ) to poor attendance at AGM's (Mr Wade at the Senate Committee).

I shouldn't be reading allegations of bullying in an organisation with an effective Ethics Officer. There should not be the appearance, not the mere smell, of a Board that is milking directors fees (ranging from Mr Carlin's ~$300k a year, "one day a week" Presidency, to setting up subsidiaries and paying additional directors fees and claiming constitutional caps are not being breached). I bet I can find articles written by Dr Tsahuridu talking of the "spirit of the law, not just the letter of the law", yet we have a Board that hides behind "we did what the law requires " at every opportunity (from s202B disclosures , to Jim Dickson talking about moving the AGM to Singapore at the Senate Committee).

Yet this is the reality. Did Dr Tsahuridu turn a blind eye? Or is she so bad at her job that she had not a clue? Or did she have suspicions, and was either lied to, or told to keep schtum?

Your Honour, I call Dr. Tsahuridu to the stand.

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nakedadmin
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Location: Iceland

Re: Corporate Governance in Other Membership based Organisations

Post by nakedadmin » Sun Sep 10, 2017 9:30 pm

She'd say she was not required by law to do or say anything.
The Naked Webmaster

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Red_Ferrari
Posts: 77
Joined: Fri Apr 28, 2017 12:42 pm

Re: Corporate Governance in Other Membership based Organisations

Post by Red_Ferrari » Mon Sep 11, 2017 1:03 pm

.
nakedadmin wrote:
Sun Sep 10, 2017 9:30 pm
She'd say she was not required by law to do or say anything.
yea, from the Dickson Playbook, as recited last week at the Senate Committee hearing:

We complied with all the [minimum] legal requirements.

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