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Acclime Corporate Snapshot – December 2023.

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Changes to ASX listing fees: A reminder

ASX has again flagged forthcoming changes to listing fees, especially relating to employee incentive schemes.

The changes include a move to a percentage-based listing fee, already in effect and set at 1.50%; a re-design of aggregation rules from 1 January 2024; and new monthly invoicing. Scheduled for 2024, the fees payable for the quotation of additional securities will be itemised and sent in one monthly invoice. Further updates will be shared as they become available and communicated through the Listed@ASX Compliance Update.

The changes will feature in an updated Guidance Note 15 – you can compare the changes to the existing Guidance Note here. (Employee incentive scheme changes are covered on p.6)

Positive duty on employers to eliminate sexual harassment

Three years after the Respect@Work Report, there’s now a positive duty on all employers to take reasonable and proportionate measures to eliminate workplace sexual harassment and other harmful conduct.

The AICD has been researching ASX 300 boards’ preparedness for these new obligations, and their report, Positive duty: preventing and responding to workplace sexual harassment – Insights from Australian directors, looks into board oversight practices, identifies common challenges that directors face and highlights better governance practices.

As might be expected, the key findings showed mixed levels of awareness and response. Interestingly, there remains a greater understanding of physical hazards in the workplace than psycho-social ones. The report also provides clear, targeted questions that directors may ask their management teams to ensure they adopt measures to address workplace sexual harassment.

ASX hands in homework on chess replacement

In late November, ASX Limited released a Special Report and an external Audit Report on its Portfolio, Program and Project Management Frameworks. These reports, called PPPM Reports, cover ASX’s delivery of the recently-announced CHESS replacement solution design.

ASX has now published all three of the special reports and accompanying audit reports it was required to provide to ASIC under notices described in previous Corporate Updates.

ASIC’s response is best described as cautiously welcoming: Chair Joe Longo said, “Replacing CHESS is a complex and technical program of work for ASX and industry. ASIC will closely monitor what regulatory actions may be needed to ensure that ASX’s project delivery meets the highest standards required in the replacement of this critical national infrastructure.”

You can read ASIC’s release about the PPM Reports here.

ASIC flags enforcement priorities for 2024

Staying with ASIC, the corporate regulator has released its annual forecast outlining enforcement activities for the year ahead. Areas of focus are said to include:

  • Compliance with design and distribution obligations (DDO) and combatting greenwashing.
  • The superannuation and insurance industries, with enforcement resources to be directed towards addressing:
    • Superannuation member service failures and misconduct result in the systematic erosion of superannuation balances.
    • Insurer claims handling failures.
    • Given the current economic climate and the rising cost of living, enforcement action is aimed at protecting vulnerable consumers.

Allens Linklaters has prepared a helpful summary of the enforcement priorities.

ASIC renews calls for greater cyber-vigilance

A recent ASIC report regarding its cyber pulse survey on the cyber capability of corporate Australia has identified significant gaps.

The voluntary self-assessment survey exposed deficiencies in cyber security risk management, indicating that organisations are reactive rather than proactive when it comes to managing their cyber security.

ASIC Chair Joe Longo said, “For all organisations, cyber security and cyber resilience must be a top priority. ASIC expects this to include oversight of cyber security risk throughout the organisation’s supply chain – it was alarming that 44% of participants are not managing third-party or supply chain risks. Third-party relationships give threat actors easy access to an organisation’s systems and networks.”

The report found that small organisations lagged behind in multiple metrics. For all entities, Joe Longo noted, “There is a need to go beyond security alone and build up resilience – meaning the ability to respond to and recover from an incident. It’s not enough to have plans in place.”

The ASIC media release, which also includes a link to download the report, is available here.

Industrial manslaughter to be legislated in NSW

Joining with most states, the Minns’ NSW Labour Government intends to introduce an industrial manslaughter bill to parliament in the first half of 2024.

SafeWork NSW will have oversight of the process and will roll out an extensive consultation program, including work health and safety experts, business groups, unions, legal stakeholders and families of people who have been killed at work.

When the bill passes, almost all Australian jurisdictions will have industrial manslaughter legislation in force, with only the Commonwealth and Tasmania yet to legislate. NSW already has laws under its workplace safety regime that impose penalties in cases of workplace fatalities, while the Commonwealth is looking to legislate in the near future.

For more about the planned bill, take a look at Ashurst Lawyers’ overview here.

Sources of information: Ashurst, Australian Securities Exchange Ltd (ASX); Australian Securities and Investments Commission (ASIC); Allens Linklaters; Australian Institute of Company Directors (AICD).

Disclaimer: Acclime Corporate Snapshot is only intended to provide a general overview on matters of interest. It is not intended to be comprehensive and is not legal advice. Acclime Australia attempts to ensure that content is current but we do not guarantee its currency. You should seek legal and/or professional advice before acting or relying on any content.

Acclime Corporate Snapshot – December 2023

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