3 Tips for Improving Your Physical Fitness, When You're Starting from a Pretty Bad Place

Fitness is one of the most important things in life for overall health and wellness – and maintaining a regular fitness routine has all sorts of potential benefits, ranging from better medical outco...

News Company - avatar News Company

Top 5 Events to Enjoy in the United Kingdom Every Year

The United Kingdom as any country holds numerous engaging festivals throughout the year. What makes the UK offer to stand out from the rest is their exciting travel landmarks and cities that nearly ...

Goran Kezić - avatar Goran Kezić

Friday essay: YouTube apologies and reality TV revelations - the rise of the public confession

A little over a year ago, former Australian cricket captain Steve Smith made a tearful confession and apology to the public, having been banned from cricket for 12 months for ball tampering. Smith&rsq...

Kate Douglas, Professor, Flinders University - avatar Kate Douglas, Professor, Flinders University

Population DNA testing for disease risk is coming. Here are five things to know

Screening millions of healthy people for their risk of disease can be cost-effective. But it raises ethical and regulatory concerns.from www.shutterstock.comDNA testing to predict disease risk has the...

Paul Lacaze, Head, Public Health Genomics Program, Monash University - avatar Paul Lacaze, Head, Public Health Genomics Program, Monash University

Why Sydney residents use 30% more water per day than Melburnians

Melbourne's water supplies are running low after years of drought.shutterstockThis week Melbourne’s water storage dropped below 50%, a sign of the prolonged and deepening drought gripping easter...

Ian Wright, Senior Lecturer in Environmental Science, Western Sydney University - avatar Ian Wright, Senior Lecturer in Environmental Science, Western Sydney University

From gun control to HIV: six ingredients of successful public policy

Australia’s national policy response to HIV/AIDS has been lauded as one of the best in the world.ShutterstockIn the lead up to the recent federal election, there was plenty of negative rhetoric ...

Joannah Luetjens, PhD Candidate, Utrecht University - avatar Joannah Luetjens, PhD Candidate, Utrecht University

How the dangerous evolution of Pakistan’s national security state threatens domestic stability

Protests followed the terrorist attack that killed more than 40 Indian military personnel in the disputed state of Jammu and Kashmir. AAP/Jaipal Singh, CC BY-NDIn February, a terrorist attack by Jaysh...

Robert G. Patman, Professor of International Relations, University of Otago - avatar Robert G. Patman, Professor of International Relations, University of Otago

Taming wild cities: the tall buildings of Australia show why we need strong design guidelines

Towering canyons of concrete and glass are an increasingly dominant feature of fast-growing cities like Melbourne.ymgerman/ShutterstockPrivate enterprise has shaped the skylines of Australia’s c...

Timothy Moore, PhD Candidate, Melbourne School of Design, Monash University - avatar Timothy Moore, PhD Candidate, Melbourne School of Design, Monash University

Let them play! Kids need freedom from play restrictions to develop

Playing in nature improves children's learning, social and emotional skills.MI PHAM/unsplashYou may have heard of play. It’s that thing children do – the diverse range of unstructured, spo...

Brendon Hyndman, Senior Lecturer and Course Director (Postgraduate Education courses), Charles Sturt University - avatar Brendon Hyndman, Senior Lecturer and Course Director (Postgraduate Education courses), Charles Sturt University

If you think less immigration will solve Australia's problems, you're wrong; but neither will more

More by luck than design, recent recent levels of immigration seem to be in a 'goldilocks zone' that balances economic, social and environmental objectives.www.shutterstock.comAre we letting too many ...

Cameron Allen, Researcher, UNSW - avatar Cameron Allen, Researcher, UNSW

Gamers use machine learning to navigate complex video games – but it's not free

Playing Dota 2? You can do better with a little help from machine learning.Shutterstock/hkhtt hj Some of the world’s most popular video games track your activity as you play – but they&rsq...

Ben Egliston, PhD candidate in Media and Communications, University of Sydney - avatar Ben Egliston, PhD candidate in Media and Communications, University of Sydney

Grattan on Friday: Shocked Labor moves on – but to what policy destination?

Bill Shorten has said he likes doing the family shopping, nevertheless Tuesday’s front page picture in The Australian did capture the savagery of changing political fortunes. There was Shorten, ...

Michelle Grattan, Professorial Fellow, University of Canberra - avatar Michelle Grattan, Professorial Fellow, University of Canberra

Narendra Modi has won the largest election in the world. What will this mean for India?

Narendra Modi's image was ubiquitous on the campaign trail – a sign of how much Indians have gravitated toward his cult of personality and nationalist rhetoric.Harish Tyagi/AAP The resounding vi...

Amitabh Mattoo, Honorary Professor of International Relations, University of Melbourne - avatar Amitabh Mattoo, Honorary Professor of International Relations, University of Melbourne

Inside the story: the ABC of screenwriting as demonstrated by ABC's The Heights

Roz Hammond as Claudia in The Heights.Bohdan Warchomij/ABCWhy do we tell stories, and how are they crafted? In this series, we unpick the work of the writer on both page and screen.The rule of three i...

Philippa Burne, Lecturer, BFA Screenwriting, Victorian College of the Arts, University of Melbourne, University of Melbourne - avatar Philippa Burne, Lecturer, BFA Screenwriting, Victorian College of the Arts, University of Melbourne, University of Melbourne

The Financial Services Royal Commission last week challenged the chair of the Commonwealth Bank Catherine Livingstone about her claim that she confronted management during a 2016 board meeting, saying it wasn’t recorded in the minutes.

“Do you understand that a failure to comply with the requirements in relation to the keeping of minutes under section 251A of the Corporations Act is an offence?” Counsel Assisting asked.

“The explanation is the minutes don’t usually record verbatim what is discussed at the board meeting,” Ms Livingstone replied.

Minutes came into question again on Tuesday.

Read more: Here's a tip that could make banks phenomenally successful: radical honesty

National Australia Bank chairman Ken Henry was invited to consider whether a board meeting had discussed a dispute between the bank and the Australian Securities and Investments Commission over adviser service fees.

Then he was shown the minutes of that meeting and asked to agree that it had not.

“It’s very probably the case. I can’t say for sure obviously, but it’s very probably the case, yes,” he conceded.

So, ought the minutes of company board meetings to be a complete record of what’s discussed?

Ought company secretaries to be “shaking in their boots” as a result of the Royal Commission hearings, as the Financial Review has suggested they are?

What’s a secretary to do?

All the law requires is that the “proceedings and resolutions” of directors’ meetings be recorded within one month of the meeting.

It offers no guidance about how to do that, and offers no template for the format.

Although it is usually assumed that it is the company secretary who takes the minutes, there is no actual statutory requirement for the person who occupies that position to do so.

Read more: The way banks are organised makes it hard to hold directors and executives criminally responsible

And some smaller companies operate without a company secretary.

Where there is one, that person does much more than take minutes.

With QUT research student Robyn Trubshaw, we have conducted a series of interviews with high profile company secretaries and discovered that what they think matters most is “courage” – the courage to call out lapses of process.

They said it was their job to ensure reasons for decisions were documented, and also, according to some, to act as a “filter” for deciding what was recorded.

By determining what went into the minutes in concert with the board they acted as “shared conscience” of the company.

On their toes

Our interviews also revealed a heightened awareness about the importance of getting the right balance between reporting outcomes and recording discussion.

Company secretaries are already acutely aware that every set of minutes of every board meeting might one day end up as evidence.

Read more: Solving deep problems with corporate governance requires more than rearranging deck chairs

So this suggests the royal commission will not be the game changer for company secretaries that some think it will be.

They are already on their toes.

Whether it’s a chess club, a bowls club, a school board, a small or medium sized enterprise or one of Australia’s largest corporations, the role of the secretary matters.

The good ones already know how to get the balance right.

Authors: The Conversation

Read more http://theconversation.com/so-whats-a-secretary-to-do-banking-royal-commission-raises-questions-about-whats-in-minutes-107509