Naomi Edwards FAICD (pictured above) has been elected as the new AICD chair, effective 1 July 2024, following an external search process overseen by a subcommittee of the board. 

    An established figure in Australian corporate governance and leadership, Naomi Edwards FAICD succeeds John Atkin FAICD, who has been instrumental in guiding the Institute since November 2018.

    Edwards, an actuary by profession, brings to the table more than 15 years of experience across a diverse range of boards, including ASX-listed companies, superannuation funds, government entities and not-for-profits. Her role as the 2023 President of the Actuaries Institute of Australia, and her tenure on the AICD board from 2018–22, underscore her deep engagement with Australia’s governance and financial sectors.

    “As a former director of the AICD, I have seen first-hand the impact of AICD’s world-leading governance programs and policy leadership agenda,” says Edwards.

    “Directors are confronted with a raft of complex and pressing issues, and the Institute plays a critical role in ensuring directors and boards are well-positioned to manage both current and future challenges.”

    Her current board positions include roles as a non-executive director on TAL, Australia’s largest life insurer, and chairing its risk committee, alongside directorships at Propel Funeral Partners and Yarra Capital Management. Before stepping into these board roles, Edwards was recognised for her leadership and strategic insight at Deloitte Australia, where she led its financial services industry group, spearheading several mergers and acquisitions.

    Edwards commended her predecessor for his stewardship during a period marked by resilience and adaptation, particularly throughout the COVID-19 pandemic.

    “John Atkin has admirably led the Institute since November 2018 and I take on the role of chair at a time of strength. AICD managing director and CEO Mark Rigotti and his executive team have the organisation in an incredibly strong position and I look forward to working with the board to steer the Institute through its next phase of growth."

    Atkin recalls his sound working relationship with Edwards on the AICD board, noting his confidence that “she will bring a strong energy and passion as chair of the AICD”.

    Reflecting on his tenure, Atkin says it has been a privilege to work with both board and management teams.

    “I am proud of the way we responded to the challenges of the COVID-19 period and I look forward with confidence to the Institute continuing to deliver on its purpose of strengthening society through world-class governance.”

    Edwards spoke at the 2024 Australian Governance Summit (AGS), on the panel Securing your next board role. She told attendees that her recruitment to the TAL board stemmed more from her diverse industry experience rather than an actuarial speciality.

    ASIC wins first greenwashing civil penalty action 

    Vanguard Investment Australia has admitted in the Federal Court to conduct liable to mislead the public and to making false or misleading representations. 

    Federal Court Justice Michael O’Bryan in March found that Vanguard contravened the Australian Securities and Investments Commission Act 2001 numerous times when it made false or misleading representations about the ESG exclusionary screens applied to the Vanguard Ethically Conscious Global Aggregate Bond Index Fund.

    “By Vanguard’s own admission, it misled investors on a number of its claims,” says ASIC deputy chair Sarah Court. “In this case, Vanguard promised its investors and potential investors that the product would be screened to exclude bond issuers with significant business activities in certain industries, including fossil fuels, when this was not always the case... The case shows our commitment to taking on misleading marketing and greenwashing claims made by companies in the financial services industry. It sends a strong message to companies making sustainable investment claims that they need to reflect the true position.”

    The matter has been listed for further hearing on 1 August, when the court will consider the appropriate penalty to impose for the conduct. 


    Director Sentiment Index update

    The latest Director Sentiment Index (DSI) released by the Australian Institute of Company Directors (AICD) indicates a high level of uncertainty both on the economic front and on governance issues. Despite a slight increase in the DSI, which is up 0.5 from -19.7 in the last survey to -19.2 in the first half of 2024, the index has remained in negative territory for the fourth consecutive survey. 

    The perception of business conditions nationally, and across all states and sectors has continued to decline, as has the level of optimism about the current state of the economy. But directors see the prospects for the coming 12 months as somewhat brighter and the perceived risk of Australia going into recession has eased. The top four economic challenges facing Australian businesses have remained unchanged but cost of living (40 per cent) has now surpassed labour shortages (35 per cent) as the number one concern, followed by productivity growth (33 per cent) and inflation and interest rates (28 per cent). 

    Cyber security is still the number one issue keeping directors awake at night, followed by legal and regulatory compliance, and domestic economic conditions. 

    • 57 per cent say compliance and regulation is the main factor affecting their board’s risk appetite
    • 69 per cent say their board has effective oversight of cyber security threats
    • 43 per cent say they’re not confident their organisation has appropriate governance settings to manage AI opportunities and risks
    • 31 per cent say their main concern with mandatory climate disclosures is the complexity of reporting requirements
    • 44 per cent nominate increased affordable housing and investment in public  and/or social housing as the main ways to address the housing crisis
    • 58 per cent say they want more spending on education and training  Read more here


    AICD’s new Life Fellows

    At AGS 2024, the AICD announced a fresh set of Life Fellows. Life Fellows carry the post-nominal FAICDLife and are nominated for their outstanding work and contribution to governance over a long period of time.

    The recipients were:

    • Kathy Gramp FAICDLife 

    • Brand Hoff AM FAICDLife 

    • Merran Kelsall AO FAICDLife 

    • Graeme Liebelt FAICDLife 

    • Catherine Livingstone AC FAICDLife 

    • Dr Doug McTaggart FAICDLife 

    Access video interviews here

    FAR guidelines

    ASIC and APRA have published new information to help banks, insurers and superannuation trustees prepare for the commencement of the Financial Accountability Regime (FAR). Taking effect for banks from 15 March, and for insurance and superannuation industries from 15 March 2025, the FAR imposes a stronger responsibility and accountability framework to improve the risk governance cultures of APRA-regulated entities, directors and senior executives.

    Access FAR documents here

    This article first appeared under the headline 'AICD appoints new chair’ in the May 2024 issue of Company Director magazine.  

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