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Transparency vow by funds

AUSTRALIA's retail superannuation fund sector has pledged to lift its transparency and governance to the standard required of listed companies, in a move it hopes will boost investor confidence in the $1.3 trillion super system.
By · 7 Mar 2012
By ·
7 Mar 2012
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AUSTRALIA's retail superannuation fund sector has pledged to lift its transparency and governance to the standard required of listed companies, in a move it hopes will boost investor confidence in the $1.3 trillion super system.

Proposed new policies flagged by the Financial Services Council, which represents retail or "for-profit" super funds, will require boards of super funds to appoint an independent chair and to have a majority of independent directors defined as someone not employed by the company running the fund.

The standards would also require funds to disclose in a way easily accessible to members the remuneration paid to directors and senior management, and would bar directors from holding multiple super fund board positions.

Funds would also be required to adopt and publish policies on environmental, social and governance risk, and to cast and disclose their proxy votes at company annual meetings.

The move follows loud criticism over what the 2010 Super System Review headed by former Australian Securities and Investments Commission deputy chairman Jeremy Cooper described as a lack of "systemic transparency" in superannuation, with standards of disclosure lagging those of listed companies, despite fund members being compelled by law to invest in super.

The new FSC standards are still to be finalised but will come into force in July 2013, when the Australian Prudential Regulation Authority will roll out its own new governance rules for super funds in a move linked to the federal government's Stronger Super reforms.

But FSC chief executive John Brogden said the council's new rules would go "over and above" APRA's yet-to-be-finalised standards.

APRA has flagged a likely requirement for funds to publish their remuneration policies and the pay of directors and executives, but has shied away from imposing a minimum number of independent directors on boards and an independent chair.

Mr Brogden said a lift in standards of governance was long overdue. "This is quite a radical step forward," he said. "Having said that, these standards are exactly what a superannuation fund would expect of a company in which they invest."

Mr Cooper, now chairman of retirement incomes at FSC member Challenger, said the FSC's move was a "really positive step" and resembled the measures recommended by the Super System Review.

While some funds had already adopted similar standards of transparency and governance, others would need to change practices to comply with the new polices, Mr Cooper said.

Mr Brogden challenged the rest of the super sector to meet the same standards, especially the rival industry super funds. Industry funds use an "equal representation" model for their boards, under which directors represent either employers and employees and are therefore not considered "independent".

But David Whiteley, Industry Super Network chief executive, said the equal representation model had served members well. He said there was "increasing expectations" in the community for higher standards of disclosure and transparency, "which the industry as a whole should be looking to meet, and go beyond".

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Frequently Asked Questions about this Article…

The FSC has proposed lifting transparency and governance to the standard of listed companies. Proposed measures include appointing an independent chair, having a majority of independent directors (defined as not employed by the company running the fund), disclosing remuneration for directors and senior management in a way members can easily access, banning directors from holding multiple super fund board positions, adopting and publishing environmental, social and governance (ESG) policies, and casting and disclosing proxy votes at company annual meetings.

The reforms respond to criticism highlighted in the 2010 Super System Review about a lack of systemic transparency in superannuation. Because members are legally compelled to invest in super, the FSC says funds should meet the same disclosure and governance standards expected of listed companies to help boost investor confidence in the $1.3 trillion super system.

The FSC said its standards will come into force in July 2013, timed with the Australian Prudential Regulation Authority (APRA) rolling out its new governance rules for super funds. The FSC also said its rules would go "over and above" APRA's yet-to-be-finalised standards.

Yes. The FSC's proposed standards would require funds to disclose the remuneration paid to directors and senior management in a way that's easily accessible to members. APRA has also flagged a likely requirement for funds to publish remuneration policies and the pay of directors and executives.

Under the proposals, funds would be required to adopt and publish policies on environmental, social and governance (ESG) risk. Funds would also be expected to cast proxy votes at company annual meetings and disclose those proxy votes to members, improving transparency around how funds use voting power.

The changes would push boards toward greater independence by requiring an independent chair and a majority of independent directors. They would also bar directors from holding multiple super fund board positions, aiming to reduce conflicts of interest and strengthen governance.

The FSC challenged industry funds to meet the same standards, noting their equal representation board model (directors representing employers and employees) means those directors are not classed as "independent." The Industry Super Network responded that the equal representation model has served members well but acknowledged growing community expectations for higher disclosure and transparency.

No. The article notes some funds had already adopted similar standards, but others would need to change practices to comply with the new FSC policies and the forthcoming APRA governance rules.