The ASX Corporate Governance Council was established by the Australian Securities Exchange (ASX) in August 2002 and operates under a charter adopted in November 2012. It was formed to develop and deliver an industry-wide, supportable and supported framework for corporate governance to provide a practical guide for listed companies, their investors, the wider market, and the Australian community. It is an independent body that brings together a wide range of business, shareholder, and industry groups, each offering their individual insights and perspectives on governance issues.
The primary role of the council is to develop principles-based recommendations on the corporate governance practices to be adopted by ASX listed entities. The council also provides guidance resources on governance issues including diversity and reporting.
The Council is currently comprised with 19 independent representatives from major firms, some include:
- ASX Limited
- Association of Superannuation Funds of Australia Limited
- Australasian Investor Relations Association
- Australian Council of Superannuation Investors
- Australian Institute of Company Directors
- Australian Institute of Superannuation Trustees
- Australian Shareholders’ Association
- And several others
All ASX listed entities under Listing Rule 4.10.3, are required to benchmark their corporate governance practices against the Council’s recommendations. However, with the “if not, why not” approach companies are not required to adopt the Council’s recommended practices but if they do not conform, must disclose the fact and reasons why. The rule effectively encourages listed entities to adopt the Council’s recommended practices but does not force them to do so. It gives a listed entity the flexibility to adopt alternative corporate governance practices, if its board considers those to be more suitable to its particular circumstances, subject to the requirement for the board to explain its reasons for adopting those alternative practices.
The ASX Corporate Governance Council aims to promote investor confidence and to assist listed entities to meet stakeholder expectations in relation to their governance by developing and issuing principles-based recommendations on the corporate governance practices.
The ASX Corporate Council is an independent body of the ASX and as such receives funding from the main entity.
As lined in their 2021 annual report, most of their income derives from operating revenue these include, listings and issuer services, derivatives and over-the-counter (OTC) markets, trading services and equity post-trade services. Find out more.
