Stephen Jones (Whitlam, Australian Labor Party, Shadow Assistant Treasurer) Share this | Link to this | Hansard source

The Corporations Amendment (Meetings and Documents) Bill 2021 concerns the procedures by which public companies execute their government obligations under the corporations law. It makes permanent a number of temporary changes to those procedures—changes that were introduced to help public companies manage their obligations under the laws during the height of the COVID period. These temporary changes are mostly due to expire next year. Labor supports making them permanent by amending the Corporations Act.

The requirement to hold annual general meetings is the most significant of the governance procedures this bill is concerned with. For many decades, public companies have been required to hold their annual general meetings in person. Typically, depending on the size of the company, this was done in a public forum like a ballroom or similar. Clearly this arrangement was not suitable once the pandemic hit. Labor was happy, therefore, to temporarily move to virtual annual general meetings to avoid having shareholders and executives congregate in close quarters, which obviously would have been a breach of the public health orders then operative, and failing to have the annual general meeting would have been a breach of their obligations under the corporations law. It was a sensible and pragmatic workaround. We have always been guided by the best health advice, and clearly these arrangements did not fall within that advice.

For many months now annual general meetings have been conducted via teleconference, with participants dialling in, or by videoconference, with participants participating from their laptop computers, their tablets or their phones. This means the means by which these meetings are taking place has changed, but the purpose of the annual general meeting has not. AGMs serve as an important forum by which shareholders who own a company are given an opportunity to have their say in the running of that company. It gives them a means of scrutinising and holding to account the decisions of the executives in whom they place their trust and their investments. The purpose of annual general meetings is to elect directors and vote on senior executive positions and remuneration. Motions are debated and voted on. Questions can be asked of management with the expectation of an answer.

In Labor's view, it is important that the sanctity of these rights—shareholder rights, the company's owners' rights—be preserved. We are concerned about the potential for virtual AGMs to dilute them. It's not in the wording of the legislation, but there is potential for the practice to be misused. They effectively give the chair of the meeting the equivalent of the remote control to the TV, and as anyone sitting in their living room watching the TV of an evening knows, whoever has the remote control controls what everyone else watches. Potentially it's exactly the same thing. That's why our initial support of the move to virtual AGMs was contingent on them being in place temporarily for the duration of the pandemic, and that's why we will be moving amendments at the third reading stage of this bill that will establish a statutory independent review process of how these virtual AGMs are working.

It is important to note that it's not mandatory to have a virtual AGM. It'll be in the shareholders' hands in the first instance as to whether it's a wholly virtual, a hybrid or a traditional AGM. It's our intention that such a review would be conducted through a prism of preserving the shareholders' rights. There is no downside to such an approach. If a review finds that shareholders are being restricted from asking questions or properly debating motions and the remuneration and appointment steps are being frustrated, steps can be taken by this parliament, based on the recommendations of that review, to address those deficiencies. If, on the other hand, the review finds that there has been no dilution of rights, in fact or in practice, shareholders and executives can have both confidence and certainty that the new system is operating as this parliament intends it to.

We could have insisted on such a review before offering our support for the bill, but we recognised that our corporations need certainty before the exploration of the temporary arrangements next year. We do not want to stand in the way of such certainty, but we maintain the need for a review, and I strongly commend our amendment to the House, because the fact is that, if such a review can provide confidence in virtual AGMs, there will be some benefits out of that.

Anyone who has followed these propositions closely would know that there is some consternation amongst some of the shareholder groups and the accountability groups that it will be used as a forum to override shareholder rights. On balance, we don't think it does that, but those objections cannot be lightly dismissed, and the proposition that we advance will enable them to be ventilated. Without giving away anything else that I've said in my meetings directly with directors' representative organisations, quite simply, the challenge, the ball, is in their court. If these new powers are dealt with responsibly, the review will find that and shareholders will be happy with the new arrangements. As somebody who comes from a regional area, I'm quite certain that most of the shareholders who come from the electorate that I represent—as well as people who reside in regional New South Wales or in other parts of Australia, particularly if they are working—cannot take a day off work to travel all the way to Sydney, Melbourne, Brisbane or occasionally Perth, where most of the AGMs are to attend such an AGM In fact, there's a very valid argument that suggests allowing a mechanism for virtual AGMs is actually extending and expanding the capacity to participate in these important shareholder forums.

Despite the importance of AGMs to the proper execution of corporate governance, the fact is that only a small percentage of shareholders regularly attend them in person. As I said, it is particularly difficult for people who live in regional Australia or people in full-time work. Often large shareholders, for entirely valid reasons, attend via proxy using some of the excellent proxy services offered in the market to do so. But, for many smaller shareholders, attendance is made difficult by, for instance, lack of time through work obligations or even by the lack of disability support. Virtual AGMs do offer the potential means to surmount these tyrannies, which would be a welcome development.

But we do need to be mindful of ensuring that attempting to improve participation in AGMs by making them virtual does not have the opposite effect. If shareholders feel that they are less able to ask questions and hold executives to account, that is exactly what would happen. That is why we need a proper independent review, and that's why Labor calls upon the House to support our amendments to this bill. I commend the bill to the House, and I move:

That all words after "That" be omitted with a view to substituting the following words:

"whilst not declining to give the bill a second reading, the House calls on the government to ensure that an independent review of this bill is conducted within two years of its implementation, with particular emphasis on the ability of small shareholders to hold company directors to account through general meetings".

Kevin Andrews (Menzies, Liberal Party) Share this | Link to this | Hansard source

Is the amendment seconded?

Amanda Rishworth (Kingston, Australian Labor Party, Shadow Minister for Early Childhood Education) Share this | Link to this | Hansard source

Yes, I absolutely second this amendment.

James Stevens (Sturt, Liberal Party) Share this | Link to this | Hansard source

I rise to support the second reading of the Corporations Amendment (Meetings and Documents) Bill 2021, which has two core elements to it. Obviously, we've learned a lot in the last two years about how rapidly you can change and adapt to circumstances that unexpectedly befall you—that has been the case across the planet in so many ways because of the coronavirus pandemic—and how so many everyday things in our lives had to change almost instantaneously as we put in place health measures and restrictions to protect people from a health point of view but equally with far-reaching consequences for our economy and for our society. It is nice to be at the point now—with some trepidation due to the news in recent days—that we continue in this nation to open up economically and shed some of the final restrictions that have had to be in place for so long as we have managed the health challenges of the COVID-19 pandemic.

This is a bill, of course, that I suppose is very much from the experience that we had in responding to the pandemic. Like many other things, it's something that maybe now in hindsight we are surprised that we hadn't already addressed. Maybe, in hindsight, it does seem surprising that we hadn't already sought opportunities to undertake these kinds of progressive reforms, which in my judgement will certainly make administration for businesses a lot easier, a lot more relevant and a lot more modern. Equally, I think it will provide much greater transparency and access to information for people who should be entitled to that—namely, shareholders.

The first part of the bill is fairly straightforward and I don't think requires much dwelling upon. It is about expanding the way in which you can execute the signing of documents. What's being proposed here to allow companies to do that in more digitally friendly ways seems like the sort of reform that we would've been looking at regardless of health pandemics and those experiences, and I welcome the fact that the learning of the last two years around this sort of reform is fairly straightforward. To me, through the consultation that the minister has done on these changes and the experience that people have had through the temporary measures that were put in place, there has been no suggestion in any way that these changes are of any concern. Certainly, I think they will bring about a great deal of efficiency in the various legislative processes that are required for people to satisfy their governance requirements under the Corporations Act. I think that makes a lot of sense, and I don't think anyone has disputed that.

The second part of this bill is, of course, providing more flexibility and more options for the holding of meetings, particularly the annual general meetings of companies. I've certainly been to a lot of annual general meetings in my time as a member of the Liberal Party, but I will be honest and say I can't recall ever attending the annual general meeting of a corporation. I've certainly attended the annual general meetings of community groups et cetera, but I've not been to one as a shareholder despite being a shareholder in various ways throughout the entirety of my adult life and even before than that. My parents were very strong on financial education, and I became a shareholder at the very young age of 11 or 12. I remember having an interest in the processes of the way in which public companies, in particular, operated, but I never felt compelled to attend the annual general meeting of any of the companies I had a shareholding in.

However, I do remember always having the opportunity, always being invited. Although, living in Adelaide, it was never that much of a practical consideration, whether it was a shareholder like me or anyone else, to make the dedicated commitment to travelling to, perhaps, Sydney or Melbourne where the company was holding that annual general meeting to attend it. Of course, the other communications, the annual report of the business, the notice of meeting et cetera, gave you in some ways enough of an understanding of what was going to transpire there. The important thing is that I always knew, like any shareholder knows, that I had the opportunity, if I wanted to and if I could, to access the annual general meeting, and at that annual general meeting I might have the opportunity to ask some questions of the chair of the board, the CEO, other directors et cetera and perhaps raise issues I had about the direction of the company and the decisions the board was making.

This is particularly important for smaller shareholders, because large shareholders in companies—the particularly large ones—tend to have a direct line of sight into the boardroom of that company. Probably, if their holding is significant enough, they have a seat on the board, whether they take that themself or have someone that they've supported into that position, and they have access to a lot of information about the company and the decisions that the company is making. For smaller shareholders, who don't have the capacity to elect themselves or someone that they can regularly discuss issues related to the company's decision-making with, access to that annual general meeting and questioning of board directors is their once-a-year chance to raise issues they've got as an investor with the company they invest in.

In a different era, it was always very important that companies held their annual general meetings in a well publicised way and at a venue that could accommodate a reasonably foreseeable attendance of shareholders, regardless of the size of a person's shareholding, so that everyone had equal access to the AGM. I know that in South Australia there have been some prominent annual general meetings. News Corporation used to hold their annual general meeting in Adelaide, given Adelaide was where Rupert Murdoch first started his career in newspaper publishing when he inherited Adelaide paper The News at the death of his father. That tradition of having the meeting in Adelaide was kept for many decades, but, sadly, it is no longer. I remember in my childhood it was quite a significant event when the global directors of News Corporation would come to Adelaide.

Equally, BHP at times have held their annual general meeting in Adelaide. As I understand it, they have a rotation. A few years ago it was Adelaide's turn to host the annual general meeting of BHP, given of course we have in South Australia the substantial Olympic Dam mine, one of the most significant assets that BHP have. They had decided at times to have their AGM in Adelaide. Santos is a substantial South Australian company, the most significant South Australian headquartered company on the ASX. Apart from those companies that I've listed, the vast majority of ASX 100 listed companies do not have their annual general meeting in my lovely city of Adelaide. If you're a shareholder of some of the major companies on the stock exchange, it is unlikely that you are going to be able to physically attend each and every AGM of the companies you have a shareholding in by hopping onto a plane and going to either Sydney or Melbourne, where the vast majority of these annual general meetings happen.

The coronavirus pandemic and the restrictions around the physical congregation of people provided an opportunity to trial the concept of annual general meetings going virtual. To my own observation, this has been a great success. An annual general meeting in physical times might have been attended by a few hundred people, for the more significant companies with large shareholdings, at a reasonable expense as well. Holding an annual general meeting—booking a venue, having catering, coffee and tea and things—is not insignificant. They would be accessed by maybe a few hundred people, whereas a virtual annual general meeting or a hybrid model of some type giving every shareholder the ability to attend virtually will provide the opportunity into the future for many thousands rather than hundreds of people to attend. They will be able to hear from the leadership of the companies that they invest in, and the virtual meetings will, very importantly, provide an opportunity for shareholders to ask questions of the senior leadership of the companies.

I honestly believe that it's in the best interests of the companies to embrace that component of virtual annual general meetings in particular and to use it as an opportunity to take more questions and inquiries from their shareholders than has been the tradition in days gone by when they've had a limited physical meeting. I actually think it does the company a service and it shows their investors a confidence when the board of management takes more queries and inquiries from investors about what the company is doing and why. They will be able to provide an answer to questions not just to the person who's asked but to all the people who are attending the virtual annual general meeting. This process can be a real democratisation of access to shareholders so that they can get a better understanding of what decisions are being made by the companies that they are investing in.

Virtual annual general meetings are a very good opportunity for more people to participate in a very important annual process of hearing from the leadership of the company explain some of their decisions, some of their financial results et cetera and take questions. It will be very much embraced by a much larger cohort of people than were able to attend when the meetings were held physically. Clearly, running physical meetings means making a decision to have them in a particular city, usually Sydney or Melbourne, and therefore disenfranchising people who simply would not see it as being worth their while to undertake the personal expense of travelling to that meeting. Equally, as I said, the opportunity to have a virtual meeting will also provide for a lot more scrutiny and oversight of the decisions of the senior leadership of companies, and that is a good thing.

This does bring us into the 21st century. I think it's something we will continue to look at beyond just the provisions in this bill to deal with the requirements and governance requirements of corporations. I could see the issues within this around the signing of documents et cetera within the Corporations Act as potentially being something that becomes completely ubiquitous across society into the future. I know it's already very commonplace to use electronic signatures et cetera to prescribe documents. I can foresee that that probably will become the norm across most of the signing that we have to do—maybe not as quickly for members of parliament, necessarily. Nonetheless I think this will just become a common trait in the business world and beyond, and I wouldn't be surprised if it's something that takes off with equal speed in other jurisdictions outside of Australia.

Equally, there is holding virtual meetings or giving the opportunity for people to attend the annual meetings of companies virtually. I think in some ways it will surprise people, after we have implemented this, that it took us so long to see this opportunity. Thankfully, we have all learnt so much more about videoconferencing and virtual attendance at meetings et cetera because of the necessity of the global pandemic. This is one of the legacies of productivity gain that we will have from this period of time, this coronavirus period, because we have been able to rapidly educate people that wouldn't have necessarily had the confidence to understand things like videoconferencing. Now, of course, 18 or 20 months into a pandemic, they have embraced it. So I think there is a very high awareness out there of the opportunities and how to engage virtually.

Both these measures, on the document side and the meeting side, are good, progressive reforms, and I commend them to the House.

Andrew Leigh (Fenner, Australian Labor Party, Shadow Assistant Minister for Treasury) Share this | Link to this | Hansard source

The Corporations Amendment (Meetings and Documents) Bill 2021 is a bill relating to meetings and documents. I hope the House might indulge me for a moment in speaking about a great Australian historian who produced more documents than pretty much anyone else in the business. A week ago Australia lost Stuart Macintyre, someone who was one of our great national storytellers. He was a fellow of the Academy of the Humanities and of the Academy of the Social Sciences, where he served at its president. He served as the Dean of the Faculty of Arts at the University of Melbourne and published a spate of deeply researched books, including The Reds, The History Wars, Winners and Losers and Australia's Boldest Experiment. As Janet McCalman noted in an article about him for the Conversation:

He was assiduous. He always answered letters and later, emails, immediately. He was a close and constructive critic of his students' work and a dedicated supervisor.

Those in this place will know him probably most for The History Wars, launched by Paul Keating, though they may be less aware of the later reconciliation with some of those who were on the other side of that debate. I drew on his work on The Oxford History of Australia, Volume 4, 1901-1942: The Succeeding Age on the stories that he told about Australians that symbolise the inequality of the age despite Australia's egalitarian stories—stories about the tycoon father of a distinguished politician who became a baron, about Australia's finest lyric poet labouring in heartbreak land, forever longing for the lovely woman he was too poor and sick to marry. Stuart Mcintyre was a fabulous storyteller. As Janet McCalman noted, his penultimate monograph, Australia's Boldest Experiment: War and Reconstruction in the 1940s, does potentially tell the tale of where Australia should go post COVID, drawing on the lessons of Curtin and Chifley and the advice provided to them by HC 'Nugget' Coombs about how to rebuild a better nation after a crisis.

This bill deals with the issues of virtual and hybrid AGMs which have arisen as a result of the COVID pandemic There are advantages to virtual and hybrid AGMs in providing access to people living in rural, regional and remote Australia and to shareholders with disabilities who might otherwise feel comfortable about attending a meeting in person, but it is important also to recognise that this may have an impact on the scrutiny that is brought to bear upon directors.

It's perhaps no surprise that the Australian Institute of Company Directors has strongly supported this measure while the Australian Shareholders Association has been much more uncertain. The Australian Shareholders Association's submission to the Treasury review process noted:

We have experienced meetings of varying quality. While many companies have tackled the production of a virtual AGM with enthusiasm and goodwill, the atmosphere, and feeling of being heard by directors and management, is missing. Control over the questions remains with the company, with the potential to exclude question,s and shareholders not being aware of any areas of contention or doubt. The effectiveness of questioning someone face-to-face and and being able to follow up by asking for further explanation when the answer is not complete cannot be underestimated, With all the goodwill in the world a virtual AGM is, by comparison, often a flat lifeless affair.

The association goes on to note, talking about the benefits of an in-person AGM:

When the chair, the managing director and others are making these explanations, it is not to a flat screen or a camera, but to real people, which creates a dynamism which is often reflected in the increased excitement in the presenter's voice and manner. Then the shareholders, the owners, have the opportunity sometimes to praise the directors, but usually to ask those questions that they may have waited a year to ask. If they do not think the response fully answers their query, they can ask a follow-up question or the same question in a different manner.

The Australian Shareholders Association talks about the empowering nature of an in-person question-and-answer session in which someone is able to physically face the directors as a shareholder, a part-owner of the company.

Many of us in this place have experienced virtual committee hearings, which are, in my view, inferior to in-person hearings as a way of grilling witnesses. There simply isn't the ability to have that back and forth that characterises a really good conversation. It's why many courts have been concerned about moving to a purely online process. Members of parliament who've had the choice to come here or to be patched in by telepresence have almost always chosen to physically come here if they're able to make it work for themselves and their families. That's because physical parliament has a character that virtual parliament simply can't match.

Amanda Rishworth (Kingston, Australian Labor Party, Shadow Minister for Early Childhood Education) Share this | Link to this | Hansard source

Hear, hear!

Andrew Leigh (Fenner, Australian Labor Party, Shadow Assistant Minister for Treasury) Share this | Link to this | Hansard source

That is a 'hear, hear' from the member for Kingston, whose presence we have occasionally missed and whose telepresence doesn't make up for not having her physically here in the chamber. That's a concern that many have raised about the move to virtual AGMs and a concern that has led the Shareholders Association to suggest that hybrid approaches may be preferable, hybrid approaches that allow accessibility to people who can't get there and permit strong scrutiny from people who can.

It is these concerns that have led the shadow Assistant Treasurer, my friend and colleague the member for Whitlam, to foreshadow an amendment for an independent statutory review of the bill. We have to make sure that these changes improve accessibility to shareholder meetings, not simply allow directors to duck scrutiny. High-quality scrutiny within a general meeting can bring to light concerns and allow shareholders to work out which directors are managing the show well, which managers are doing the best job.

With those comments in mind, Labor will be supporting the bill, but it will be doing so with the intention of having an independent statutory review to ensure that the many promises the coalition has made about virtual AGMs are in fact not a way of watering down scrutiny of corporations.

Dave Sharma (Wentworth, Liberal Party) Share this | Link to this | Hansard source

I rise to speak on the Corporations Amendment (Meetings and Documents) Bill 2021. They often say that necessity breeds invention, and I think the pandemic has certainly taught us this. In any number of spheres of life we've found that the technology clock, or the digital transformation of our lives, has accelerated. Schooling, which had never previously been done remotely, or had never even been considered to be done remotely, suddenly became a full-time remote affair. People who may have worked from home for perhaps half a day a week or even less were suddenly working from home full-time. Things like electronic commerce, broadband usage, shipping of goods and sites like eBay and Amazon went through the roof. This pandemic has taught us, on the upside at least, that our society was more prepared for these innovations—and that, as individuals, we were more psychologically prepared for these innovations—than perhaps we had earlier given ourselves credit for.

The operation of the corporate world here is no different in this regard. When the pandemic struck suddenly, a large number of basic functions a company needs to do on a daily basis to remain compliant with various statutes and laws became very difficult. You could no longer meet in person. It was difficult to conduct AGMs. Even moving documentation around became difficult. On 5 May 2020, which was still in the very early stages of the pandemic, the Treasurer used the temporary powers available to the Treasurer under the Corporations Act to allow companies to use technology to satisfy their obligations relating to things such as meetings and document execution. That initial allowance provided by the Treasurer, using temporary powers, expired on 21 March, but it was renewed again on a temporary basis through the Treasury Laws Amendment (2021 Measures No. 1) Bill 2021. That current arrangement allowing for this is still a temporary or transitional arrangement; it will expire on 31 March. This bill will make that permanent.

There has been significant consultation on this. Many shareholders, many company secretaries, many boards and many directors have had some experience in doing these things over the past 12 to 18 months, and of course shareholders and the people who own these companies have also been involved. Generally speaking, with some small caveats and some small pools of resistance, the experience has been a positive one. Before coming into this place I was the chair of a publicly listed ASX company that had its operational base largely in Israel and many of its shareholders in Israel and America, so I was quite used to doing not only board meetings remotely and electronically—and often in unusual times—but also AGMs, where the number of shareholders physically present was actually quite small; the bulk of the shareholders were located in overseas jurisdictions. So we know this can be done, and the pandemic has given more traditional companies, where the ownership and control and corporate governance all tend to be domiciled in one jurisdiction, the experience of doing these things digitally and remotely—and the experience has been overwhelmingly positive.

This bill will make permanent the temporary relief that's already being granted both in respect of the electronic execution of company documents, allowing companies to sign and provide meeting related documents electronically—they could include the agenda for the annual shareholder AGM—and holding meetings electronically, using technology including hybrid meetings. Virtual only meetings—that is, where all the participants are not physically present—are only permissible if more than 75 per cent of shareholders have agreed to amend the company's constitution to allow such meetings. I would expect that, by and large, most of these new meetings will be conducted on a hybrid basis—that is, with some shareholders and directors physically present and others virtually present.

I think that will be important because, as many of us have noticed through this pandemic, holding meetings virtually has allowed us to open up whole new horizons of participation. Elderly people who find it difficult to travel or leave their home and people who suffer a disability or lack mobility broadly suddenly have been able to participate in meetings. I have noticed that, in a few church services that I have attended electronically, rather counterintuitively, the number of attendees has actually gone up. People who would find it difficult to go to church or perhaps wouldn't want to dress up in their Sunday finest or didn't want to drive somewhere or get a parking spot were now able to tune into the church service. So the congregation in a number of churches in my own electorate has grown. I expect this will be the same with AGMs, because people who might own shares in the Commonwealth Bank or Westpac, for instance, may not want to travel to the CBD in Sydney for the AGM; they might not be able to. They might not be in Sydney at all; they might be in another capital city. They will now be able to participate in these AGMs, ask questions, raise concerns and raise issues.

Similarly, I think it will also allow a greater enfranchisement of a large number of shareholders. At the moment, if you're not a large shareholder or not a particularly active or engaged shareholder, you would tend not to physically attend an AGM. You might watch it online, perhaps, but not participate in it, or you might just read the notice of the decisions, or you might vote in advance on any resolutions that are coming up, but you wouldn't actually attend. What this will allow shareholders to do is to play a more active role and participate more actively in the governance and decision-making of the companies in which they have a share.

I think the other changes are relatively modest, particularly the electronic certification of documents or the electronic execution of company documents and allowing the provision of meeting related documents electronically. Shareholders are obviously still able to request that these sorts of documents are provided to them physically, I suspect. Most people, like me, tend to opt out of that and ask for electronic transmission of documents, and many of us are also quite familiar with those platforms which have proliferated during this pandemic which allow for electronic signatures to be attached to documents in a way that is legally binding. What this legislation does is make sure, importantly, that those changes are given legal legitimacy, but it also makes these changes permanent.

Finally, I would say that, while these changes are relatively modest in the scheme of things, they are important, because they're about modernising our business practices and our ways of doing things; they are about creating more efficiencies by allowing those things to happen; and they're about empowering individuals, by and large, because they allow for participation and involvement in things like the governance of companies as a shareholder in a way that really wasn't possible before. For those reasons, I believe these are important reforms and I commend this bill to the House.

Matt Thistlethwaite (Kingsford Smith, Australian Labor Party, Shadow Assistant Minister for the Republic) Share this | Link to this | Hansard source

A lot of things changed in our world over the last couple of years because of the COVID-19 pandemic. Kids weren't able to go to school. Many Australians had to work remotely and weren't able to go to their normal place of work. We saw sporting competitions shut down. Of course, community sports and kids sports stopped for a period of time during lockdowns. And, indeed, a lot of face-to-face meetings and procedures in our economy and our society changed. One area where there was significant change was in the administration and management of companies and corporations, particularly through legislative changes that didn't require shareholders and boards to come together face-to-face at meetings, be it special meetings or general meetings. And of course the requirement for people to be in the same room to execute documents associated with the management of corporations or legal affairs also changed. These were sensible reforms that the Labor Party agreed to, to facilitate the ongoing management and administration of companies throughout the country.

This bill seeks to make permanent some of those changes to the Corporations Act that have been introduced over the last couple of years to allow a range of governance procedures and documents to be executed virtually. Most of these changes have already been made temporarily as part of the COVID-19 regulatory relief bills, which expire next year. This bill will allow for companies to hold their AGMs either in a hybrid model—that's both virtually and with physical participation available to shareholders—or entirely virtually. But I note that, to hold entirely virtual annual general meetings, a company's shareholders must vote to amend the company constitution to allow it to do so, and a significant majority—75 per cent of shareholders—are required to vote for this change.

Whilst almost all stakeholders support the implementation of hybrid AGMs, and we don't have a problem with that, shareholder activists are concerned that entirely virtual AGMs reduce the ability of shareholders to hold companies to account. I understand that concern, and that's why Labor has concerns about this bill, particularly that element of this change, and has suggested to the government an amendment for the review of these provisions of this bill to ensure that they are operating in accordance with their intended and stated aims in a couple of years time. I will get to that in a moment.

We all know that quite often doing things virtually is not the same as being face-to-face in the room. A classic example of that is this parliament. This parliament probably could not operate wholly on a virtual basis. We require members of parliament to come to this place to debate bills that are introduced by the government, to question the government and to hold it to account at question time, but also, importantly, to vote on bills that become laws for the governance of this country. Many of those laws required significant changes for the country to cope with COVID-19. We probably couldn't have done all of that virtually, and we didn't. Yet here we have the government asking companies to do exactly that—to have the option of holding all of their meetings in a virtual situation. When you've got literally thousands of shareholders in a public company, that can become quite difficult. It's not uncommon for people to report that their questions went unanswered in virtual settings, at either annual general meetings or other meetings of companies, and that it's more difficult to raise issues in general business at company meetings. Some of the significant reforms that the previous Labor government put into place to hold boards to account to their shareholders, particularly for controversial decisions such as remuneration reports, are undermined by a virtual-only platform setting for these types of meetings.

Going back a decade, remuneration reports for particular companies were quite controversial. We all recall the situation where particular directors and executives of companies were earning ridiculously inflated salaries—sometimes 40, 50 or 100 times the average wage of a person working in one of those corporations. There was an uproar. There was a movement of Australians that got together and requested reform from the government, and that is what the previous Labor government did by introducing the two-strike rule such that remuneration reports had to receive the overwhelming endorsement of the members or the shareholders of that company, and they might receive a strike. In other words, the shareholders voted down that remuneration report because they felt that it was unrealistic, that it was out of kilter with the remuneration of other executives within the company, or that the company wasn't performing to the expectations of the shareholders and therefore the bonuses that shareholders were receiving didn't meet the expectations of the shareholders.

A classic example of this is that, during the period of the crisis in financial services in this country that led to the banking and financial services royal commission, there were plenty of remuneration reports of the big four banks and many other financial institutions that were struck down, particularly in the first instance. Those laws and those changes allowed those boards to be spilled if there was a second strike on a remuneration report.

When Labor introduced these reforms, the opposition at the time screamed and howled and said that it would be the end of proper governance of companies, that Australian boards would be uncompetitive compared to international scenarios and that we wouldn't be able to pay our CEOs and executives fairly to attract talent to this country—the usual stuff that they do in sticking up for the boards and the excessive salaries of people in large corporations, particularly in the banking and finance sector in this country. But when those reforms were introduced, against the protestations of the then Abbott led opposition, they became widely accepted and they are now part of the corporate landscape in this country. They provide balance, reason and the opportunity for shareholders, through a democratic process, to hold their boards and executives to account for remuneration and other decisions. That was a sensible reform that has been left in place by the government. It has now accepted it as part of a prudent and accountable regime to ensure better outcomes and better management of corporations in this country.

We're now starting to see that shareholders want to make sure that their boards are accounting for and have proper risk management plans and strategies to deal with the increasing risk of climate change. That is a completely understandable scenario for shareholders. If I were investing in in a particular company and I knew there was a shareholder risk associated with climate change, particularly in the energy sector, then it would be prudent as a shareholders to know what actions that particular board was taking to mitigate those risks for shareholders and ultimately to do their bit to ensure that they are good corporate citizens and are doing everything they can to reduce the company's emissions footprint over time. These are important facets of the management of corporations that are best dealt with face to face, particularly if there's a particular motion that shareholders wish to put to a board and wish to speak on at an annual general meeting.

That is why Labor believes it is important that there is the option for shareholders to continue to have face-to-face annual general meetings and other meetings—to hold those boards and executives to account for the management of that particular company. The Australian Shareholders Association, which represents shareholders in this country, says that virtual-only meetings 'reduce access for retail shareholders and transparency by company boards and management' and the feedback from their members pointed to the perception that questions were going unanswered during virtual meetings, and some had concerns about companies in a virtual environment having more control with regard to not answering those questions.

This year we also saw initial technical problems, such as with bandwidth—you expect that with the dodgy NBN that's delivered by this particular government—along with other issues around resolving how people, from the chairman to management and shareholders, could interact from various locations. If you have a big company with a large number of shareholders, it's not uncommon in Australia, given this government's dodgy NBN, that at a particular meeting you have several board members and a few hundred shareholders all trying to get access to a meeting to have their say, but the bandwidth in Australia simply isn't good enough to cater for that, unfortunately. It simply isn't good enough to deal with those sorts of scenarios. That is why shareholders are saying, 'We want to make sure that there's the option to have face-to-face meetings in the future, when it's safe to do so and the health regulations permit it. In these instances, investors weren't able to put questions to any board member, and this raises issues of accountability. We know that for many retail shareholders the AGM is the only opportunity they have to see and hear from all of their directors and hold them to account and question them. Unlike institutional shareholders, these retail shareholders don't typically receive briefings from companies between AGMs, nor are company directors and senior management as accessible to retail shareholders as they are to institutional shareholders.

Dean Paatsch, a proxy adviser on service ownership matters, says that many investors are:

… wary of over-reach by boards and their advisors who might use COVID as a pretext for a permanent shift to online only to avoid scrutiny.

That's what we want to avoid here with this particular bill. We want to make sure that it is not used to provide opportunity for some boards to avoid scrutiny and accountability to their shareholders. This bill does have stipulations that require companies running virtual or hybrid AGMs to allow members as a whole to exercise those rights to ask questions and to make comments. But, as I said, if the line drops out and the meeting is concluded and you don't get the opportunity to have your say, it's very difficult for a retail shareholder to get that opportunity again. Virtual and hybrid AGMs also make it more likely that accessibility issues in rural and regional areas or with disabled shareholders may create some difficulties in accessing those answers.

During the last couple of years, with the pandemic, Labor supported the temporary emergency measures. But any permanent change must not tip the rights away from shareholders to company directors. That's why we see it is important that there is balance and the opportunity for shareholders to hold their boards to account, particularly those retail investors. That's why we've been suggesting to the government that they should consider amending this bill and to look for an independent review to be conducted within two years of implementation, with particular emphasis on the ability of small shareholders to hold company directors to account through general meetings. That would be a sensible reform to this bill—to ensure that that appropriate balance is there and that we can, as a parliament, check in a couple of years' time that the bill is performing as intended and that boards are being held to account by their shareholders, ensuring that we have good corporate governance in this country in all of our corporations into the future.

Jason Falinski (Mackellar, Liberal Party) Share this | Link to this | Hansard source

Thank you for the opportunity to speak on the Corporations Amendment (Meetings and Documents) Bill 2021. I shall not detain the House for many minutes on this, because it is clearly a very simple issue of allowing us to give greater flexibility to the way that we manage our listed companies and the way that shareholders can interact with their boards of directors. The fact that Labor is opposed is no surprise to me, because, as the member for Kingsford Smith—

Hon. Members:

Honourable members interjecting—

Jason Falinski (Mackellar, Liberal Party) Share this | Link to this | Hansard source

Well, we will wait and see when the vote comes. It's because, of course, they want to ignore governance. We've seen with AustralianSuper, just today, that the chair of ASIC has made the point that what has been going on at Australian Super is, plain and simple, a breach of directors' duties. So we understand why the Labor Party is so keen to ensure that directors, especially those from industry super, are not subjected to the law, to review or to any of the things that matter when it comes to the governance of a corporation.

Lucy Wicks (Robertson, Liberal Party) Share this | Link to this | Hansard source

The member for Mackellar will resume his seat. The member for Whitlam, on a point of order?

Stephen Jones (Whitlam, Australian Labor Party, Shadow Assistant Treasurer) Share this | Link to this | Hansard source

I'm always delighted to hear the member for Mackellar, but relevance is the point of order. This is a bill about virtual AGMs, not about superannuation, not about directors of superannuation funds—

Lucy Wicks (Robertson, Liberal Party) Share this | Link to this | Hansard source

The member for Whitlam has made his point. The member will resume his seat. I would ask the member for Mackellar to return to the substance of the legislation.

Jason Falinski (Mackellar, Liberal Party) Share this | Link to this | Hansard source

I appreciate that, Madam Deputy Speaker, and I shall do that. At this point I will now begin an educational session for those opposite on how companies operate. I am so glad that they get to vote on bills that define how our companies operate. What happens is that there are these things called superannuation funds and they invest in listed companies. What the chair of the Australian Securities and Investments Commission—who knows a little bit about Corporations Law and who knows a little bit about corporate governance—was saying today was that those superannuation funds have been misusing their position and been involved in insider trading. In doing so, they have been in breach of their general duties as directors in terms of the way they have been conducting themselves.

When we get to virtual AGMs, which is what this bill is about, it would suit those opposite to ensure that the investors elected by big super, who are the big donors to the Labor Party, are not subjected to the sort of rigorous examination that the owners of a company should normally have. What we have here is a bill that brings our corporate governance and the way that our annual general meetings operate into the 21st century. We have those opposite moving their usual amendments and other things so that theyvoteforyou.org.au can have a little go and spread their fake news and misinformation, which is what they love doing, because that's how those opposite operate. If they really thought the Australian people agreed with them, they'd tell the Australian people what they think.

Where was I? Relevance. Where we're at now, as I speak for the next 10 minutes and 37 seconds, is the following—the member for Whitlam can't handle the heat in the kitchen, so he has to leave the chamber. Member for Whitlam, I dare you to stay; I dare you to listen to the truth, which is that big super is, at this moment, undermining the very importance of what it is for our listed companies to have corporate governance. I welcome the member for Whitlam back to the dispatch box. No, he's just lurking.

What we have here is a piece of legislation that will ensure that we can do what is required to make it possible for us to bring corporate governance and annual general meetings into the 21st century. Why is this important? It's important for a number of reasons. The first is that, during this pandemic, Australians got very used to conducting business online. They got very used to how important it is and how easy it is to do. Secondly, it actually broadens the number of people who can attend these meetings. That means that directors and boards will be subjected to more oversight because, simply put, there will be more investors and more owners of those companies at these meetings.

When they're at these meetings, two things will happen. The first is that they will be given the opportunity to ask questions of directors and of management to ensure that their investments are being undertaken in the interests of both shareholders and customers. I wonder how many of these very large corporates would be such advocates and funders of all the woke causes they are advocates and funders of if investors, their owners, were able to ask them questions like: how does it benefit employees, how does it benefit customers and how does it benefit us, the owners of the corporations?

As we know, most of this funding goes on because it benefits management. They get invited to all the swanky dinner parties where they can all tell each other what a great job they're doing and how they're saving the world as they fly from one end of the world to the other in a private jet—no doubt using shareholder funds to achieve this—and lecture other people about the importance of corporates needing to be involved in all these very important and earnest public policy issues.

I understand why some directors and some proxy advisers are so opposed to this idea. If they were in favour of this idea of not just blindly following what the proxy adviser tells management and the board to do, and owners actually had a say, owners could attend these meetings and ask difficult questions on behalf of customers and employees. I don't mean to shock the intolerant and regressive Left by making this point. They say, 'People before profit,' but without people there is no such thing as a profit. The whole point of profit is that someone, somewhere, is voluntarily willing to hand over their money for a good or service that you are willing to provide to them voluntarily. That is why the market works so much better than government: because we take money from people without asking them—often, if they had a choice, they would never give it to us—and then provide them with services that in some cases they don't want, in most cases they don't need and in many, many cases do more harm than good. If government were a company, where people had a choice about whether they wanted to buy the service or good that we were providing, I can tell you now I'm not sure that we would survive one reporting season. That is why market economies work so much better than centralised government economies.

At the moment, I'm involved in a great inquiry to determine why housing in Australia is so unaffordable. We have this situation where we have more land than basically any other nation in the world in terms of per capita landmass. Our densities are the lowest in the world outside the penguin population on the South Pole! We have the highest average weekly earnings in the world, though those opposite, once again, seek to falsify information to say that we don't. Yet we have the most unaffordable housing in the world. Why is that the case? It's because we have a centralised planning system in the provision of housing.

So we have these AGM reforms, which are actually about bringing more people into the discussion about how companies are operated, and those opposite seek to pretend somehow that this is a bad idea. It's not. The more people who have access to democracy, the better democracy is. I would also point out to those opposite that in this democratic system that is shareholder capitalism, you have to identify that you own some shares. You see, voter IDs work very well in all sorts of different elections. But the point that I would primarily make in all of this, the point that I would strongly make in all of this, is that if you can't get access to the meeting it doesn't work.

We see here that big super is opposed to this. We see that proxy advisers are opposed to this. We see all these sorts of things going on ad nauseum. Why are people opposed to them? It's because they're opposed to ordinary, average Australians, the working men and women of this country, being able to have a say on how companies that they're invested in both operate and behave. Those opposite would prefer that the working men and women of Australia give all their money to big super, to Industry Super, and then Industry Super will tell these companies how to operate.

We've already seen how this has started to happen. We've seen Industry Super in breach of their legal obligations, forcing companies to enter into enterprise agreements even though that is not in the interests of employees, shareholders or customers. Once again I encourage APRA to do their job and actually uphold the law when it comes to Industry Super. The more I think about it, the more I understand why those opposite are so opposed to shareholders having a say in the organisations that they have ownership in—because those opposite would prefer the collective in industry super to have a say, so of course they want to keep people offline. They would probably prefer that all these AGMs occur in the boardrooms in Collins Street where industry super presides. That's where they want them all—where the directors of those companies, according to the chair of the Australian Securities and Investments Commission, have been gathering insider information and then trading on that information. It's extraordinary that those opposite come in here and lecture us this side about the Hayne royal commission but fail to point out that all of the investigations into industry super, and all the misappropriate and inappropriate governance in those areas, are falling over, one by one, like bowling pins. Of course, the more democracy we have, the more transparency we have, which you would have—

Lucy Wicks (Robertson, Liberal Party) Share this | Link to this | Hansard source

The member for Mackellar will resume his seat. The member for Whitlam?

Stephen Jones (Whitlam, Australian Labor Party, Shadow Assistant Treasurer) Share this | Link to this | Hansard source

A question to the member speaking—

The DEPUTY SPEAKER: Does the member for Mackellar accept a—

I was going to ask you whether you're aware that—

Jason Falinski (Mackellar, Liberal Party) Share this | Link to this | Hansard source

No.

Lucy Wicks (Robertson, Liberal Party) Share this | Link to this | Hansard source

The member for Whitlam will resume his seat. The member for Mackellar has the call.

Jason Falinski (Mackellar, Liberal Party) Share this | Link to this | Hansard source

I knew he couldn't stay away. I knew he'd go back to his office, he'd hear this great speech, and he'd want to know more—he'd want to be a part of it. He couldn't help himself. The member for Whitlam is nothing if not a sucker for a good speech. That's why he attends so many of my speeches! Once or twice he has called quorum on me. I don't want to give him any ideas, but he has done that once or twice. I don't think it was fair or nice of him to do that.

Lucy Wicks (Robertson, Liberal Party) Share this | Link to this | Hansard source

Order! The member for Mackellar should return to the substance of the legislation.

Jason Falinski (Mackellar, Liberal Party) Share this | Link to this | Hansard source

Of course. Where were we? I was talking about Industry Super and their lack of governance. I was talking about how having virtual AGMs will bring more shareholders into those AGMs, where they can see how their money is not being managed to their benefit and so they can see how big super—who are the big donors of the Labor Party— are taking shareholders' money and using it to run their own political organisations through the boardrooms of Australia, without reference to their legal obligations under the financial test and the sole purpose test. I call on APRA to do their job, because they haven't been doing their job. They haven't been. That's why this legislation is so necessary—so more Australians can get in there and see what APRA have not been doing. (Time expired)

Katie Allen (Higgins, Liberal Party) Share this | Link to this | Hansard source

I thank the member for Mackellar for his eloquent contribution to the public discourse of this bill. I rise to support the Corporations Amendment (Meetings and Documents) Bill 2021. The changing world is led by the changes of business, and the legislation passed in this place needs to keep up with this fast-paced environment. As someone who has worked in the real world, outside of this place, I know how frustrating it can be when legislation does not keep pace with the real world. But the bill before us today stands to recognise this, understanding that regulations forcing business to hold in-person meetings and sign documents by hand are outdated and that a technology-minded approach allows for easier running of companies.

This bill reduces the regulatory burden on Australian businesses, allowing our companies to operate more efficiently and more competitively. And, in a post-COVID economy, speed and efficiency are going to be what helps the Australian economy recover. We need our businesses to be globally competitive. The pump-primed economy that the Morrison government has delivered to Australia means consumers are ready to spend as we move into a post-COVID economy.

This bill serves to allow companies to hold hybrid meetings, with shareholders either attending in person or remotely, and to use technology to execute and sign relevant documents. In May of last year an amendment of the Treasury laws under Treasury Laws Amendment (2021 Measures No. 1) Act 2021 allowed companies and registered schemes to hold virtual meetings and electronically sign and send documents, an amendment which serves to continue until 31 March next year. Of course, this was due to restrictions from the COVID-19 pandemic and was referred to as 'temporary relief'. This bill serves to make the change permanent as well as some further modifications to provide even greater flexibility and technology-neutral provisions.

I'm a bit of a tech head, I would say. I believe healthtech, smart tech and new energy climate tech are going to help lead this country to a brighter future. This bill is going to be very helpful as a technology-neutral provision and will help an outcome focused approach to the introduction of legislature as opposed to a technology based approach. This is an example of how COVID has provided the world with an opportunity to do things differently. In fact, in 2021 I think the most popular word that I heard was 'pivot'. The world was pivoting to doing things in a new way.

Companies have obligations under the Corporations Act 2002 in relation to meetings and documents. This bill serves to reduce regulatory burden, as traditional means of holding meetings physically, sending documents in hard copy and executing documents physically no longer need to be adhered to. Of course we're in favour of a more streamlined and efficient approach of utilising technology. Instead, technology-neutral laws give the option to meet obligations using technology which makes conducting business quicker, simpler and more cost effective.

The Morrison government has been considered in the writing of this bill, with three options examined—firstly, allow the temporary relief to end with no further legislature on this issue; secondly, make the temporary relief permanent; and thirdly, and ultimately the pathway this government has taken, make the temporary relief permanent but modify and improve the legislation to benefit the businesses of this country. This third option has incorporated broad stakeholder feedback to ensure that this government's legislation is informed by the very people it acts to serve. This option was selected so that where the statutory requirements can be met using digital technologies the law will allow companies to do just that. Moreover, there is a provision that will ensure that a review of the effectiveness of the legislative reforms will be undertaken in two years from commencement to ensure that this legislation is serving its purpose.

While this bill broadly serves to extend existing legislation, there are numerous new features also included. The government has determined these features to be beneficial through accessing the stakeholder feedback that it had undertaken, because this government understands that legislation must be motivated by the requirement for real change. This government understands that industry is core to Australia.

Make no mistake: this bill has broad importance. In fact, an estimated $430 million per year for 10 years will be saved by this reform. You might say, 'How can this be?' Well, we all know the old adage that time is money, and businesses saving time allows for businesses to work more efficiently and therefore save on costs. Decision-makers will no longer be forced to travel extensively simply to fill the archaic requirements of hand-signed documents. I know that the passage of flights between Melbourne and Sydney is one of, if not the, busiest air routes in the world, and that is because Melbourne and Sydney are the financial centres in Australia. We will possibly see less movement along the air passage because of this bill today.

This bill serves to allow businesses to streamline in the way they should be allowed to: to not focus on printing paperwork and signing it, but to designate their ingenuity to productive business activities—producing goods and services. That's what this side of parliament stands for; we stand for supporting businesses to prosper. We understand businesses are the backbone of the economy, and enabling those businesses to flourish, to function efficiently, means the economy will function efficiently, the economy will be strong and Australia will prosper. That prosperity enables us, therefore, to invest in the essential infrastructure, hospitals, schools and climate action that this country needs.

The benefits of this bill cannot be limited just to efficiency, however. The bill also works to increase accessibility of the workplace to all Australians. Gone are the times when staying at home caring for children meant an end to career aspirations. In fact, at a roundtable forum at which I was speaking, a very eminent businessman was asked what he thought was the most important outcome from COVID, from a business activity point of view, and he made the comment that he thought the future would mean a more flexible time for Australians in the workplace and the ability to work from home. My response to that was that it would be an increase in flexibility for men to work from home, since I think it's pretty reasonable to say that women have been leading the way for some time with regard to flexible workplaces and working from home. With the government recognising this, women especially are now more supported in the workplace than ever, with the comfort of increased accessibility to business activities. In fact, workplace participation is of crucial importance to the Morrison government, and small steps like this will lead to a more equal playing field in the future.

On top of this bill, we've seen similar virtual technologies find great success. Most notably, we've seen that, with the global pandemic, people have moved to using telehealth here in Australia. That's something that I think is well and truly a great success story, not just here in Australia but right around the world. Since 2011, in fact, phone and video calls with medical professionals have been available in Australia, helping to ensure that people in regional and remote Australia have access to high-quality health care. As a former medical professional myself, I've certainly used telehealth frequently, but its use hasn't had the uptake that you would hope for. What I would say is that, with COVID, the pivot to the use of telehealth has been enormously beneficial to people in Australia.

At the beginning of COVID, we found that it allowed medical professionals who may not have had access to PPE, or personal protective equipment, in the early stages of the COVID pandemic to work safely via the telehealth Zoom line. This meant that, when we were having shortages because of supply issues with PPE around the world, we could keep our healthcare professionals safe in the early stages of the COVID pandemic. It also meant that people could dial in more easily and efficiently for their scripts and save time so they wouldn't have to take half a day off work and sit in a medical doctor's office while waiting for their appointment. So the enormous benefits of telehealth have been made clear not just in regional areas but also for those who live in cities, which can be congested. You no longer have to wait for a doctor if you can access a telehealth care line. The COVID-19 pandemic has served to illuminate the need for such services, with 88,251 practitioners delivering 79.6 million telehealth services to 15.7 million patients since March of last year. This is an enormous change in the way that digital health has helped Australian patients.

Even this very parliament has used video teleconferencing to aid its operation. Of course, I'm sure we are all well and truly Zoomed out, but nonetheless it has allowed important work to go ahead despite the COVID pandemic. This bill serves to expand accessibility of operations in the sphere of business, as has already been done in the areas we've talked about, health care and politics.

Setting aside the immense savings born out of efficiency, this bill stands to reaffirm the Morrison government's commitment to Australian business—to listen to business, to understand what will help them and then, most importantly, to act and to deliver on their behalf. A government like ours is rooted in making sure we are attuned to the changing world. It is a government that is proving yet again an ability to adapt, in ways that benefit not just businesses but all Australians, to ensure our future prosperity.

COVID-19, of course, has been a great tragedy, but it's also been a catalyst for change—a catalyst that Australians are embracing with enthusiasm to pivot to new ways of doing things. It's opened doors for more transparent and accessible business operations. It is now our opportunity to take advantage of the positives we've discovered in light of the virtual world that we've lived with over the last two years.

This bill serves a simple purpose. It allows businesses on Australian soil to run more efficiently and be more competitive by removing red tape that has been limiting their operations. Legislation passed in this place must keep up with the real world. The bill before us today is yet another example of the Morrison government's awareness of issues faced by Australian companies and our commitment to supporting businesses in this country. This bill reinforces the temporary relief provided by the government, turning this into legislation that will be a legacy for the future. On this basis, I commend the bill to the House.

Tim Wilson (Goldstein, Liberal Party, Assistant Minister to the Minister for Industry, Energy and Emissions Reduction) Share this | Link to this | Hansard source

Firstly, I would like to thank those members who have contributed to this important debate. The Corporations Amendment (Meetings and Documents) Bill 2021 makes permanent changes to the Corporations Act 2001 and Corporations Regulations 2001 that will provide the flexibility to use technology to meet regulatory requirements. It will modernise the Corporations Act 2001 and enable businesses to become more efficient. Specifically, it will allow companies and registered schemes to hold a physical, hybrid or, if permitted by the entity's constitution, virtual meeting. Members will also have the flexibility to receive documents electronically or in hard copy. Finally, the bill allows for documents to be validly executed in flexible and technology-neutral ways, including using electronic or wet-ink signatures.

The government will conduct a 12-month opt-in review of the annual general meetings. The aim of the review will be to encourage companies and shareholders to engage with technology with a view to considering whether future permanent reforms are needed to support companies to use technology to engage with their members effectively. These reforms will support more effective engagement between companies, registered schemes and their members; ensure members have reasonable opportunities to participate in meetings; and provide the regulatory settings to support Australia's economic recovery plan.

Of course, like many members dealing with this legislation, we're very well aware of the challenges faced by shareholders in wanting to be full participants in annual general meetings and the like and we want to make sure that there isn't a power imbalance emerging between those who sit on the board and shareholders in their capacity to exercise their authority. Making sure we get the necessary legislative framework right is critical. We've all learned a lot over the past two years as a consequence of COVID-19 and the emergency measures that were introduced last year, which obviously have a slightly greater longevity, and a proper assessment needs to be made about the efficacy in the long term. But making sure that shareholders can be full participants, particularly in a context where travel may be involved or where there may be barriers that are faced as a result of matters like pandemics or other issues, is an important part of making sure that we are futureproofing the conversation around corporations and their management.

I'd like to thank all members in particular for their contributions. I particularly enjoyed the contribution from the member for Mackellar in the conversation. He always enlivens the parliament when he speaks, particularly with his passion for scrutiny and accountability not just of corporations but of other entities, including trust based models for the management of people's financial interests. We always welcome that, as well as other members, including, of course, the member for Higgins, who I was also very happy to see here, who was particularly concerned about the full participation of women in the workplace as well as their full participation in financial markets. The more flexibility we can provide to empower and enable Australians to be not just financially literate but financial participants in the economy, the more we will have a stronger and healthier economy. That's, of course, the foundation of liberalism itself—the empowerment of individuals, families and communities, rather than corporates, capital and Canberra imposing their will down. On that basis, I commend this bill to the House.

Rick Wilson (O'Connor, Liberal Party) Share this | Link to this | Hansard source

The original question was that this bill now be read a second time. To this, the honourable member for Whitlam has moved as an amendment that all words after 'That' be omitted with a view to substituting other words. The immediate question is that the amendment be disagreed to.

Question agreed to.

Original question agreed to.

Bill read a second time.