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Summary
of Weekly Review Articles
Corporate Governance and Business Policy |
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To obtain
a copy of any of these articles click on the title to download the
newsletter edition containing the article. |
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The Business Ethics Debate: What Impact?
The recent concern
about executive ethics should re-enforce some investment decision-making
guideposts. Companies which communicate well-defined corporate objectives
and which consistently report performance against those objectives are to
be preferred. |
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Investor Confidence: How Companies and Analysts Collude
Private investors,
unsuspectingly, have become the losers in the relationship between
companies and analysts. |
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Employee Share Options: Too Quick to Judgement
The move to expense
employee share options is a knee-jerk reaction which fails to come to
terms with the fundamental problem. |
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Corporate Sustainability: Capital v People
Organizational
sustainability could be put at risk by attitudes towards employees. The
high profile chief executive whose arrival is accompanied by expectations
of radical change could well be a destroyer of value over time. |
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CLERP 9: Not What Investors Need
The Treasurer’s latest
proposed changes to corporate governance practices should not make
investors feel more secure about committing funds to public companies.
The proposals try to deal with the few horses that have conspicuously
bolted, not the many still to escape. |
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Looking For Messages From The AGMs
thebigpicture suggests
you take the time to attend because AGMs can say a lot about a company –
even when it is unintentional. |
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'Market Darlings' to 'Fallen Angels': How Investors Can Cope
Several pending
corporate restructures highlight how short-lived is the success of the
typical Australian listed company. This should be a genuine concern for
long-term equity investors because it affects adversely the overall
valuation accorded the Australian market. |
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Succession Planning: A Test of Sustainability
The announcement by
Foster’s Group Limited that it had changed its executive responsibilities
in a management reshuffle highlighted succession planning as an issue for
listed companies. |
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Board Composition: The Need for Diversity
Board selection
criteria should emphasize the importance of independence but they should
also be extended to include diversity as an equivalent criterion. |
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Executive Rewards: Choosing Peers
Looking for alternatives
to executive share schemes is taking some companies further away from an
alignment with shareholder interests.
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Under Siege: A New World For Directors
Apparently directors of
listed companies are no longer enjoying the experience as much as they
once did. They need to alter the way in which they present themselves to
shareholders if investors are to make their lives easier. |
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Why Abandon Employee Options
Decisions by directors
to terminate employee share option schemes in favour of other forms of
executive rewards do not necessarily represent progress in reforming
executive remuneration standards. |
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Have You Heard? No More Rumours
The continuous
disclosure regime under which Australian listed companies must operate has
been toughened since 1 January. Now companies must respond, under certain
circumstances, to market rumours about their activities. This helps
private shareholders but also opens up new avenues for abuse. |
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What’s The Point of Analysts?
Is there any point in
looking to analysts any longer for earnings forecasts? Recent experience
is indicating that, when t counts, they offer little value for investors. |
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The Cuffe Kerfuffle: Another Lesson
The Cuffe kerfuffle at
the Commonwealth Bank contains many examples of how a company should not
communicate with its shareholders. |
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Accounting: More Changes, Less Clarity
Prospective changes to
accounting standards are an upcoming challenge for investors. Parallel
sets of accounts for investment decision-making purposes will likely
emerge, defeating some of the reasons for making the changes. |
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Corporate Reform: Making It Harder To Vote
Moves to reduce the
notice period for meetings of shareholders from 28 days to 21 days do
little to improve the prospects of shareholder participation. |
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thebigpicture’s Accounting Standards
Accounting standards
should give investors what they need: information to enable considered
decisions about the value of companies to which they subscribe their
savings. Much of the upcoming legislation, the plethora of governance
standards and revamped accounting practices will simply ensure that
companies wasting shareholder funds will conceal the evidence in a
prescribed fashion. |
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You Can’t Legislate Competence
The focus on audit
committee composition and the forms of company accounts as matters of
public policy will not necessarily afford greater protection for
investors. |
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HIH: Competence v Dishonesty
The $40 million Royal
Commission into the causes of the collapse of HIH may not have much
general applicability. Even the deterrence value of subsequent
prosecutions might be limited since the evidence suggests that the
collapse was more a consequence of incompetence than premeditation. |
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The Australian Market Shrinks….Again
The destruction of value
at AMP, once one of Australia’s leading financial institutions, throws up
further questions about the Australian continuous disclosure regime. It
also highlights that strategic failure, once evident, is not easily
rectified. And, of course, it is yet another example of Australia’s
golden rule of corporate behaviour: when in doubt, restructure! |
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St
George: How To Slay A Dragon
With a long trail of
corporate strategy failures among Australian listed companies, it lifts
the spirit occasionally to see a positive example to highlight how
business can be conducted. St George Bank is proving that the best form of
takeover defence is the rarely seen determination to make the company too
expensive for a predator. |
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Insider
Trading: There Must Be More
The prosecution of Rene
Rivkin for insider trading provides a welcome signal that authorities are
trying to level the investment playing field. But there are many weak
spots along the corporate information chain. This prosecution might simply
be a lucky stab in the dark for those seeking to protect investors from
the effects of insider trading. |
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Conspirators or Markets?
Are copper miners conspiring or simply
doing what the market requires?
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Dual Listings: Where Are The Benefits?
Australian dual listed
companies have failed to provide shareholders with many of their
advertised benefits. A recently published study by economists at the
Reserve Bank of Australia reviewing all the examples of dual listed
companies has confirmed that they have failed to deliver on key promises. |
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Are Three Bottom Lines Better Than One?
A triple bottom line is
an oxymoron. Adoption of the idea for corporate reporting might signal a
company being pulled in too many different directions. |
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Should Directors Hold Shares?
Holding shares is
supposed to help directors feel more like the shareholders they are
elected to represent. But it might be better for directors to feel
differently about their company’s performance. |
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Setting Standards: Accounting v Value
Australia’s accounting
standards do not measure up according to an international accounting
expert. Australian equity investments risked being ostracized. But do
accountants really know what constitutes value? That is the key issue
for an investor trying
to judge the debate. |
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The Dilemma: Grow Or Give Up
Australian companies
need to be more disciplined in their quest for growth. Past failures,
however egregious, should not cause us to throw in the towel. |
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Executive Pay: The Spin Stops Here
More detailed reporting
of CEO remuneration is beginning to occur but directors seem reluctant to
embrace the most important aspect of public disclosure. |
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Biotechs: Boom Or Malaise?
With around 80 companies
listed on the Australian stock market making a bid for medical history,
investor excitement should be running high. However, the experience of
Australian biotech companies is a sobering mixture of failure,
disappointed promise and, at best, modest accomplishment.
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No
More Earnings Surprises ?
Companies, not analysts,
are now responsible for profit forecasts. This is one of the significant
changes to occur as the reporting and disclosure regime has evolved in
recent years.
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The ACCC: Is It Restraining Growth?
Aggressive application
of competition policy might constrain how big an Australian company can
become. Ultimately, this has an impact on the type of investments
available to Australian investors. |
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Corporate Governance Or A Clash Of Egos?
Shareholder activists
are preparing for another AGM season. Directors are bracing their
defences. As politicians sense a demand for their services, more
regulations are being prepared. And, amidst the posturing, the real needs
of
genuine investors are
largely forgotten. But there is a way forward. |
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Guideposts
For
The
AGMs
It's AGM season. Should
you bother? thebigpicture suggests you take the time to attend
because AGMs can say a lot about a company - even when it is
unintentional. |
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Corporate Returns: Working Assets Harder
Improved financial
returns from Australian listed companies have come from working existing
assets harder. Business expansion has not been important. And, despite
some improvement in returns, larger industrial companies are barely adding
value for shareholders. |
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The Angels Keep Falling
One of the most
perplexing challenges for an Australian equity investor is dealing with
the propensity for self inflicted wounds among Australian companies. The
frequent conversion of market icons to fallen angels damages the standing
of the Australian equity market and complicates investment decision
making. |
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Market Titillation Or Proper Disclosure?
Stricter reporting standards should apply to announcements from early
stage technology companies. For disclosure rules to be effective, firmer
guidelines about what constitutes sound market communication need to be in
place.
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Share Plans: Opportunity or New Risk?
Capital raisings through share purchase plans are becoming a market fad
with a rising chance that they are more for the convenience of small
companies and less for the convenience of small shareholders.
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Directors: What Should They Do?
The recent experience of National Australia Bank has raised questions
about the roles of directors. Directors are becoming more like executives
in terms of the expectations to which they are being subjected. This will
not be good for corporate performance.
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Tell Everyone; Tell Everything
Coincidentally, at the top three Australian listed companies, the best
interests of investors are being subjugated to the self interest of others
as needless information gaps raise investment risk. Despite the rules,
investors are being forced to speculate.
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ASX: Where Conflicts Lurk
The choice of a new CEO for the Australian Stock Exchange (ASX) offers a
chance to contemplate his unique role. His differing stakeholders make for
potential conflicts.
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CEOs Facing The Pressure
One of the challenges faced by Australian executives is how to respond to
the constant demands for newsworthy business decisions. The pressures
might be pushing companies toward poor strategic outcomes.
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Corporations: Still Risk Averse
Corporations in the USA and Australia have been reluctant to employ or
invest. The new regulatory environment is aggravating the reticence to
take risks.
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Asset Values: The New Brooms
Asset revaluations on the accession of a new chief executive are now
commonplace despite being contrary to the interests of shareholders.
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‘Opportunism’ Is Not A Dirty Word
Opportunism is to be condemned. So say companies being subjected to
public bids. Shareholders should actually demand more opportunism and
reward it handsomely.
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Financial Reporting: What To Look For
Deciding what to look for in the mountain of information which comes with
the annual reporting season is a challenge for an investor. Here are some
guideposts to help take the value investor to the peak and back safely.
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Continuous Disclosure For Government, Too
Anyone with an interest in good policy should be concerned at the
disclosure rules which apply to the government as we approach a federal
election. There might be some lessons to be drawn from the continuous
disclosure regime applying to corporates.
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Accounting Standards: Benefits Questioned
Companies are presently channeling more resources into their accounting
functions to make their public reporting conform to international
accounting standards. This is to make them more attractive to offshore
investors. However, investors want more than a change in accounting
practices.
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Company Reporting: Too Many Rules
With June year end companies having to report annual results by 31 August,
a mountain of corporate financial information from listed companies became
available in the past few weeks.
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Do
Governance Rules Matter?
Corporate governance strictures seem likely to burden companies without
providing compensating investor benefits.
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Buy the Founder; Sell the
Kids
Today’s corporate governance rules imply that family control of public
companies is not in the best interests of portfolio shareholders. This is
too simplistic a view of life according to some recent research.
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The AGM Season: Let
Battle Commence
Shareholder activists are ready for another AGM season. Directors are
bracing their defences. And, amidst the posturing, many of the real needs
of genuine investors are forgotten. There is a better way.
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AGM Season: Why You
Should Bother
AGMs can say a lot about a company - even when it is unintentional.
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New Brooms And Fallen
Angels
A ferocious attack by the CEO of National Australia Bank on the bank’s
previous management has highlighted two important features of the
Australian equity market.
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Earnings Guidance: Does
It Help?
There has been increasing emphasis on earnings guidance as companies
report their results. The nature and value of the guidance on offer varies
considerably.
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Telstra has hit the headlines again as it fights to extricate itself from
a web of poor governance practices, structural failings and populist
policy making. The bigger picture is that its behaviour will have an
impact on how people around the world judge the Australian market.
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Amcor’s position in the industrial value chain might have had something to
do with its recently disclosed trade practices predicament.
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National Foods showed that there is a different way of handling an
unwanted takeover bid. But it requires directors to be confident about
the value of their company. Few appear to be.
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