An introduction to CLERP 9

McConvill, James 2004, An introduction to CLERP 9, LexisNexis, Chatswood, N.S.W..

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Title An introduction to CLERP 9
Author(s) McConvill, James
Publication date 2004
Total pages 231
Publisher LexisNexis
Place of Publication Chatswood, N.S.W.
Keyword(s) corporate law
economic reform
corporate governance
royal commission
audit reform
sarbanes oxley
Australia. Parliament. House of Representatives. Corporate Law Economic Reform Program (Audit Reform and Corporate Disclosure) Bill 2003
Australian Stock Exchange
Corporate governance -- Australia
Disclosure in accounting -- Australia
Financial statements -- Australia
Summary An Introduction to CLERP 9, as its title suggests, is aimed at providing legal practitioners and students with an overview of Australia’s corporate governance reforms, but more than that, it also analyses the events that led to the reforms and provides practical examples of how the amendments will change corporate practices.

The book begins by defining what is generally meant by good corporate governance. It then outlines the relevant recent events that led to introduction and commencement of the Corporate Law Economic Reform Program (Audit Reform and Corporate Disclosure) Act 2004 (CLERP 9) on 1 July this year. The corporate failures of Enron and HIH – and subsequent Royal Commission – in 2001, and the failure of private auditing firms to warn of their client’s problems are well summarised.

As well as the Sarbanes Oxley Act of 2002, the US equivalent to CLERP 9, the establishment of the ASX Corporate Governance Council and the release of its Principles of Good Corporate Governance and Best Practice Recommendations are examined in detail.

The book covers all the chief changes, including the new rules for audit independence, financial disclosure, whistleblowing, remuneration for directors and executives and continuous disclosure.

Throughout, the book provides a comprehensive and easy to understand commentary on how the CLERP 9 Act alters the Corporations Act 2001 and the ASIC Act 2001, as well as highlighting important changes that affect present practice. For example, the author notes that under the auditor independence rules, when an audit firm contravenes an independence requirement, liability is placed on all members and directors of the audit firm, not just the lead auditor responsible for a particular audit. This, he says, is aimed at introducing a “culture of compliance”.

As well as providing a quick reference guide to how the CLERP 9 Act amends the Corporations and ASIC Acts at the beginning of the book, the table at the end of the book comparing the corporate governance reforms in the US, UK and Australia will be very useful for practitioners trying to make sense of how multinational clients might be liable across different jurisdictions.

Notes Preface -- Conversion Table -- 1. Reflections on Contemporary Corporate Governance -- 2. Audit Oversight and Auditor Qualifications -- 3. Audit Reform - Audit Companies and Proportionate Liability -- 4. Audit Reform - Auditor Independence and Managing Conflicts of Interest -- 5. Audit Reform - Enforcement and Disciplinary Measures -- 6. Financial Reporting -- 7. Whistleblowing, Disqualification and Civil Penalties -- 8.Remuneration of Directors and Executives -- 9. Continuous Disclosure -- 10. Securities and Financial Services Disclosure -- 11. Shareholder Participation and Information -- 12. Officers, Senior Managers and Employees -- 13. Managing Conflicts of Interest by Financial Services Licensees -- 14. Register of Beneficial Owners -- Appendix 1: Comparative Table -- Appendix 2: The law of corporate governance in Australia -- Appendix 3: Joint Parliamentary Committee on Corporations and Financial Services Recommendations -- Appendix 4: List of key CLERP 9 reforms: Audit reform and corporate disclosure.
ISBN 0409321818
Language eng
Field of Research 180109 Corporations and Associations Law
HERDC Research category A1 Books - authored - research
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Document type: Book
Collections: Faculty of Business and Law
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