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Corporate Governance Advisory

How does your board and organisation measure up against priorities in Corporate Governance today?

In recent years there has been unprecedented interest in Corporate Governance and the work and role of boards. Community, government, and regulator expectations of “good’ Corporate Governance have shifted considerably. In 2019 the release of the 4th edition of the ASX Corporate Governance Council’s Corporate Governance Principles and Recommendations, and establishment of the Corporate Regulator’s first Corporate Governance Taskforce mean that it is more important than ever that boards and the organisations they lead measure up against priorities in Corporate Governance today.

These developments have been underpinned by crisis at the Board level, which we have seen directly impact Directors and the most senior leaders within many of our most respected organisations.

 Deloitte’s local Centre for Corporate Governance is at the forefront of priorities in Corporate Governance and brings extensive expertise and experience in delivering exceptional Corporate Governance solutions for clients. We deliver tailored Corporate Governance Advisory solutions to help our client boards and the organisations they lead rise to the challenge of governing in the 21st century. Our team can support clients in establishing, reviewing, and improving governance structures and arrangements. Our local team of experts is supported by the Deloitte Global Centre for Corporate Governance and its 60+ member centres, to provide best practice around the globe.

1. Active Stewardship Review

As the 2019 inaugural report of ASIC’s Corporate Governance Taskforce noted, boards need to exercise “active stewardship” if they are to have meaningful oversight of management and of the organisation. Boards need to be kept appropriately informed to hold management to account, and operate as true guardians of long term sustainability of the organisation.

At Deloitte our specialist team has responded to the regulator’s prioritisation of active stewardship by developing an approach and methodology that applies a holistic assessment of the board’s active stewardship of the organisation. We target the role of the board as guardian of purpose, value, and long term sustainability and assess the extent to which active stewardship is enabled by operating governance practices (particularly management information and decision-making processes).

2. Board Evaluation

An effective board and well-functioning corporate governance structure is a crucial element to safeguarding any business and is the foundation on which sustainable long-term success can be built. A regular external assessment of the effectiveness of the board is an excellent way of adding value to the organisation and ensuring effective decision-making at the top of the organisation.

Deloitte’s specialist team has considerable experience working with boards and board-level committees, ranging from privately held organisations, Not-for-Profits, to listed and regulated organisations.
We evaluate board performance by assessing qualitative and quantitative data against our Deloitte Corporate Governance Framework and our library of governance best practice hypotheses to provide insights and recommendations on board performance.

Deloitte’s custom-built board effectiveness assessment tool integrates all phases of the assessment process and is tailored to specific client needs.

3. Accountability Frameworks

Defining how accountability is exercised and controlled within an organisation is critical for effective Corporate Governance. Frameworks that define and support organisational accountability are increasingly concerned with the regulation of individual accountability.

Deloitte’s specialist team has extensive experience working with clients on the design and implementation of accountability frameworks. Our team has supported clients to define and test accountabilities and associated remuneration and consequence management structures, and to implement frameworks to support senior individuals to discharge their obligations. We have also supported clients in the design and implementation of regulatory accountability regimes such as the Banking Executive Accountability Regime (BEAR) and the upcoming Financial Accountability Regime (FAR).

Please click here to see our dedicated page on BEAR/FAR.

4. Governance Framework Review

Good Corporate Governance is usually underpinned by a sound and effective framework.

Deloitte’s specialist team has developed a framework that focuses on how the board is supported to discharge its key roles and fulfil its responsibilities. This framework forms the foundation of our Deloitte team’s review methodology for clients. Our team conducts a detailed assessment of the maturity of client’s governance documents, structures, processes, and operating practices against each of the elements of the Deloitte framework.

5. Special Assistance for Internal Audits

Corporate Governance should be a core part of Internal Audit’s remit and a review of the governance arrangements in place can provide valuable insight into an organisation’s culture and management’s commitment to embedding it.

Deloitte’s specialist team identifies relevant better practice hypotheses for structuring internal audits, and provides support and guidance to Internal Audit teams on what evidence to look for to prove the hypothesis/identify gaps. We can support the audit team in developing question sets for stakeholder interviews, and we often conduct or participate in interviews, as well as providing input and advice for the audit report and help the audit team position findings with management and the board.

Our Corporate Governance Framework

Deloitte’s Corporate Governance Framework forms the foundation of Deloitte’s Corporate Governance Advisory services. This framework focuses on how the board discharges its key roles and on the enablers that support the board in fulfilling its responsibilities. The dimensions falling under the top-half of this overlay generally indicate the areas of greater participation by boards as opposed to management.

For each of the elements of our Corporate Governance Framework, we can:

  • draw on our library of good governance hypotheses and test whether these hypotheses prove true, through a mix of qualitative and quantitative methods
  • make an assessment of governance maturity
  • surface practical insights that help our clients to better understand and achieve good governance practice.