state manager’s

4
Hello and welcome to another edition of the NT Director. Productive working relationships between directors, the board and executive management are critical for good corporate governance. This can be difficult to achieve when individual directors and management are separated by vast distances, as is the case for Northern Territory-based directors of national corporations. In an era where good directors are hard to find and stakeholders are demanding more robust selection processes, a board announcing the appointment of a new director must be able to demonstrate why the candidate chosen was the most qualified. Good governance guidelines suggest a board should have a broad mix of skills and experience to be most effective in addressing the diverse issues brought to the table. The selection and appointment of a new director is a good opportunity to fill any gaps in a board’s collective expertise. Effective interpersonal relations between directors have also been shown to contribute to desired best practice boardroom behaviour. The “long distance” director has become a reality as boards have selected the best candidates for the job, regardless of their location relative to head office. Developments in STATE MANAGER’S COMMENTS David Spear MAICD information technology have supported the rise in remote directors, with the use of video conferencing becoming more widespread, the growth of email as a forum for discussion and vastly improved access to board documents anytime, anywhere thanks to broadband, wireless internet and intelligent mobile devices. Directors in the United States have also been introduced to the concept of board portals – online repositories of board information that enable streamlined communications and secure collaboration – with suggestions that the old method of binding and posting board papers will become a thing of the past as the popularity of portals increases. According to the Society of Company Secretaries and Governance Professionals, one in five boards in the US were using board portals last year. A number of US technology vendors offer specialised portal development, such as Thomson Boardlink, BoardVantage and BoardEffect. Whether this trend will catch on in Australia in the near future remains to be seen. David Spear MAICD State Manager, SA/NT Division NT COMMITTEE Peter Carew AM FAICD, Chairman Sue Richardson, NT Secretariat Greg Constantine MAICD Lorraine Corowa GAICD Linda Fazldeen FAICD Deborah Fracaro MAICD Tom Ganley FAICD Richard Giles MAICD Bob Hudson FAICD Julie Ross MAICD Ken Simpson MAICD APRIL 2008 NTDIRECTOR www.companydirectors.com.au AICD MEMBER SERVICES NT Corporate Supporter STATE MANAGER’S COMMENTS ... PAGE 1 MEMBER PROFILE ... PAGE 2 INTERNATIONAL COMPANY DIRECTORS COURSE ... PAGE 3 CONGRATULATIONS ... PAGE 3 NEW MEMBERS ... PAGE 3 INDIGENOUS GOVERNANCE PROGRAM ... PAGE 4

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Page 1: STATE MANAGER’S

Hello and welcometo another editionof the NT Director.

Productive workingrelationshipsbetween directors,the board andexecutivemanagement are

critical for good corporate governance.This can be difficult to achieve whenindividual directors and managementare separated by vast distances, as is thecase for Northern Territory-baseddirectors of national corporations.

In an era where good directors are hardto find and stakeholders are demandingmore robust selection processes, a boardannouncing the appointment of a newdirector must be able to demonstratewhy the candidate chosen was the mostqualified.

Good governance guidelines suggest aboard should have a broad mix of skillsand experience to be most effective inaddressing the diverse issues brought tothe table. The selection andappointment of a new director is a goodopportunity to fill any gaps in a board’scollective expertise. Effectiveinterpersonal relations betweendirectors have also been shown tocontribute to desired best practiceboardroom behaviour.

The “long distance” director hasbecome a reality as boards haveselected the best candidates for the job,regardless of their location relative tohead office. Developments in

STATE MANAGER’SCOMMENTS

David SpearMAICD

information technology have supportedthe rise in remote directors, with theuse of video conferencing becomingmore widespread, the growth of emailas a forum for discussion and vastlyimproved access to board documentsanytime, anywhere thanks tobroadband, wireless internet andintelligent mobile devices.

Directors in the United States havealso been introduced to the concept ofboard portals – online repositories ofboard information that enablestreamlined communications and securecollaboration – with suggestions thatthe old method of binding and postingboard papers will become a thing of thepast as the popularity of portalsincreases.

According to the Society of CompanySecretaries and GovernanceProfessionals, one in five boards in theUS were using board portals last year.A number of US technology vendorsoffer specialised portal development,such as Thomson Boardlink,BoardVantage and BoardEffect.Whether this trend will catch on inAustralia in the near future remains tobe seen.

David Spear MAICDState Manager, SA/NT Division

NT COMMITTEE

Peter Carew AM FAICD, Chairman

Sue Richardson, NT Secretariat

Greg Constantine MAICDLorraine Corowa GAICDLinda Fazldeen FAICDDeborah Fracaro MAICDTom Ganley FAICDRichard Giles MAICDBob Hudson FAICDJulie Ross MAICD Ken Simpson MAICD

APRIL 2008

NTDIRECTORwww.companydirectors.com.au

AICD MEMBER SERVICES

NT Corporate Supporter

STATE MANAGER’S COMMENTS... PAGE 1

MEMBER PROFILE... PAGE 2

INTERNATIONAL COMPANYDIRECTORS COURSE... PAGE 3

CONGRATULATIONS... PAGE 3

NEW MEMBERS... PAGE 3

INDIGENOUS GOVERNANCEPROGRAM ... PAGE 4

Page 2: STATE MANAGER’S

Bob commencedemployment inAdelaide withMoore StephensCharteredAccountants in1968 andcommenced as a partner inpractice in 1982with DeloitteantecedentPannel KerrForster.

During his time in professional accounting,working in Australia and the UnitedKingdom, he has had responsibilities for a number of public companies and non-listed company audits as well asconsulting to a number of clients informulating appropriate business plansand financial strategies. Other consultancyincludes investigating accountants reportsunder the Companies Code for listing ofpublic companies on the Australian StockExchange. During his period in AliceSprings 1983 to 1987, he acted as anAuthorised Auditor on behalf of the NTAuditor-General and was re-appointedsince relocating to Darwin in 1993.

During his time in the Territory, he hasworked on audit and consultingassignments for Local and CommunityGovernment Councils, variousassociations and religious organisations,private and public companies as well asacting on behalf of the Auditor-Generaland the Department of the Chief Ministeron a variety of assignments onGovernment Departments, and morerecently NGO’s situated in East Timor.

He was previously responsible for thefirm’s professional development and hasinitiated a number of specialised courses,including those specifically formanagement. He served as a member of the Institute of Chartered AccountantsProfessional Education Committee, haslectured and tutored in accountancy at aCollege of Advanced Education and theAustralian Institute of Company Directorsat NTU. He previously served on theCompanies & Securities AdvisoryCommittee as well as having theresponsibility of Managing Partner of theNorthern Territory practice of DeloitteTouche Tohmatsu.

Bob has also been involved withindigenous people for over 20 years. He has been responsible for indigenouscommunity annual compliance work aswell as working with various indigenousenterprises and their boards.

Bob retired from Deloitte in July 2007,and continues to act as a consultant and director.

1. What was your first job?My first job when I left school was withthe Investments Department with the AMP.

2. Do you currently hold anydirectorships?I am a Director of Larrakia DevelopmentCorporation and it's subsidiarycompanies and entities, various privateentities, and Deputy Chairman ofKormilda College Ltd.

3. What has been your best careerdecision?To join a firm of Chartered accountants,this gave me the opportunity to meet alot of very interesting people and beinvolved in their financial affairs and to live in different places.

4. What prompted you to become a member of the AICD?At the time one of my Partners inAdelaide, David Whitbread, was involvedin the AICD and he nominated me.

5. What do you like to do in yourspare time?Bush walking, travel, Yoga, spending time with family and friends.

6. What do you believe to be themost important qualities in adirector?Honesty, be receptive to new ideas, and always listen to others.

7. Who in corporate Australia wouldyou choose as a mentor and why?A difficult question, but I think JanetHolmes a Court, she has great vision ofher corporate enterprises, she hasdefinitely done it her way, she is a greatcontributor to the community andAustralian society in general and is a very nice person.

8. What is the best piece of adviceyou have received (personal orcorporate)?To always be yourself.

9. If you were re-incarnated who or what would you like to comeback as and why? I would be happy to come back asmyself, I have a wonderful wife, threegreat daughters, great friends, and so far my life has been interesting andchallenging.

10. How do you achieve work/lifebalance? Maintain a sense of humour.

MEMBER PROFILE

Bob Hudson FAICD

PA G E 2

AICD DIRECTOR AND BOARD DEVELOPMENT

COMPANYDIRECTORSCOURSE – 2008 DATE NOW AVAILABLE

The Company DirectorsCourse (CDC) is Australia’sonly program covering allimportant areas ofdirectorship, taught bypractising directors.

• Receive the latest informationon directors’ duties andliabilities

• Learn how to effectivelyassess risk and evaluatestrategy

• Discover what a directorneeds to know aboutassessing a company’sperformance

• Gain essential tools and materials to help consolidate your career

Join over 15,000 graduates.Whether you are already apractising director or a seniormanager who aspires to a roleon the board, this course is for you.

5-9 May 2008Crowne Plaza Darwin8.30am to 4.00pm each day

Please contact MeganGalpin on 08 8236 2800 [email protected] to reserve yourplace today.

Page 3: STATE MANAGER’S

The International Company DirectorsCourse (ICDC) is the only program ofits kind that helps directors and seniorexecutives understand their roles andresponsibilities in the global context.Directors and executives of companieswith offshore operations or significantexports report that they have found thisprogram particularly valuable. The lastprogram held in Sydney in December2008 attracted 13 Australians, 4 fromPapua New Guinea, 1 from Singapore,1 from Jordan and 1 from Nigeria.

INTERNATIONAL COMPANYDIRECTORS COURSEDUBAI, 23-27 NOVEMBER 2008

Mrs Anne BradfordRegional Manager, Defence Support Group in the Northern Territory andKimberley Region

Ms Tracey BrandChairman, Tangentyere Job Shop

Mr Roy ChisholmPresident, Northern Territory Cattlemen’sAssociation

Ms Helen EganBarwon Management Group

Mr John LintonGeneral Manager Generation, Power Water Corporation

Mr David McLeodDeputy Chief Operating Officer, GreatSouthern Ltd

Dr Hung NguyenDirector Medical & Cultural Education,Northern Territory General PracticeEducation Ltd

Bishop Gregory ThompsonAnglican Diocese NT

Dr Michael Wilson Executive Director, NT General PracticeEducation

NEW MEMBERS DECEMBER 2007, JANUARY,FEBRUARY AND MARCH 2008

PA G E 3

AICD EVENTS

Tuesday, 6 May 2008

BOOMS, BUSTS, BUMS AND BOARDS

Luncheon with Mr David Beatty O.B.E, ManagingDirector, Canadian Coalition for Good GovernanceDavid will look at recent developments in corporate governanceincluding a look at rogue traders and disgraced American CEOs andtheir fates. He will trace the changes now going on in corporateboardrooms and give you a sense of the many different ways there are to run boards of public companies.

Time: 12.00pm to 2.00pmVenue: SkyCity Darwin

Please contact Stacey Simpson on 08 8236 2800 or email [email protected]

Booms, Busts, Bums and BoardsSomething Worth Attending

Mrs Carole Frost FAICDMinisterial Adviser, Office of MinisterVatskalis

Dr Diana Leeder FAICDExecutive Director, Department ofNatural Resources, Environment & The Arts (Arts & Museums)

10 YEARS

CONGRATULATIONS

The NT Committee takes pleasure inacknowledging those who have achievedthe milestones of continuous membershipduring December 2007, January andFebruary 2008.

Paul Toussaint-Jackson, ExecutiveDirector, Perkins Shipping, NorthernTerritory has attended the ICDCprogram and found it “highlycontemporary and practical and anessential requirement for any Territorydirector”.

The program includes internationalguest speakers, a formal dinner, adirector in residence who has stronginternational experience and afinancial tutorial. Participants whosuccessfully complete the fullassessment (examination andassignment) are awarded the ICDCDiploma.

The next program will be held in Dubai from the 23-27 November 2008.

Please contact Liz Jeffrey at AICD on 02 8248 6620 or [email protected] for further information.

Page 4: STATE MANAGER’S

The Australian Institute of Company Directors (AICD) is pleasedto announce that the Indigenous Governance Program is almost ready. The new, comprehensive modules designed toaddress governance issues within indigenous organisations and communities are expected to be launched in mid 2008. The program will be available within the Northern Territory and all states.

The AICD would like to acknowledge the efforts of our NTCommittee in developing these modules. The NT Committee has championed the creation of an Indigenous GovernanceProgram for years and has been integral in bringing the trainingcourse to fruition.

As a result of the feasibility study conducted by AICD, a pilotprogram was initiated and made possible by IndigenousBusiness Australia (IBA) who provided critical funding for thisproject. To date, AICD has proudly completed three modules forthe pilot program. In the next stage, a rigorous review of thecurriculum will be undertaken to ensure it addresses the publicand non-public sector’s needs and reflects standards ofexcellence.

Progress to date is as follows:

• To ensure the program is delivered and sustained by highlyqualified facilitators, two candidates based in the Darwinregion have been interviewed. AICD hopes to announce the appointees in the near future.

• Two programs for interactive workshop delivery, The Role of the Director and the Board and Introduction to FinancialStatements for Directors, are almost complete.

• New materials on directors’ duties under the CATSI Act have been confirmed and reviewed.

• A logo to be used on the customised materials has beendesigned and approved, but will not be displayed until theofficial launch mid year.

• Revised materials for the second financial module will soonbe received.

AICD believes the introduction of these modules is timely andcritical to provide organisations with opportunities for improvinggovernance training and maximising effectiveness of their boardsand committees.

If you are involved in an indigenous organisation and areinterested in board development, please contact Megan Galpinon 08 8236 2800 or [email protected]

AICD WELCOMES YOUR SUGGESTIONSWE AT THE AUSTRALIAN INSTITUTE OF COMPANY DIRECTORS (AICD) VALUEYOUR OPINIONS

• Is there a specific AICD professional development briefingoffered in the past that you would like us to reintroduce?

• Are there any NT-specific directors’ issues that you feelshould be addressed within your business community?

• Do you have a particular networking opportunity in mindthat would be advantageous for NT directors?

Please feel free to contact David Spear MAICD, State Manager, SA/NT Division on 08 8236 2800 or [email protected].

We look forward to hearing from you!

INDIGENOUS GOVERNANCEPROGRAM

PA G E 4

AICD DIRECTOR ANDBOARD DEVELOPMENT IN-BOARDROOM

Designed with Your Board in MindDirectors of organisations are coming under increasing scrutiny.

Whatever your issue, AICD’s In-Boardroomdevelopment service can provide a framework in which boardroom issues can be discussed,debated and resolved.

Cost efficient development for whole or part of the team

Confidential programs for in-boardroom

Knowledge rich material with tools for immediate application

Individual solutions no matter what your size

Credible facilitators who understand your needs

Tailor a solution around your board - contact Megan Galpin on 1300 783 566 oremail [email protected]

In-Boardroom SolutionsSomething WorthEmbracing