PAULINE VAMOS FGIA FCG President and Chair of Governance Institute of Australia Ltd and of the Australian Division of The Chartered Governance Institute, and

MEGAN MOTTO FGIA Chief Executive Officer of Governance Institute of Australia Ltd and of the Australian Division of The Chartered Governance Institute

We are delighted to share with you, our members, this year in review which outlines our key initiatives, projects and plans from across our departments.

We think you will agree, it has been another big year at Governance Institute of Australia and a year of significant change for our organisation.

We wish everyone in our community the very best for the end of 2022 and the festive holiday season ahead.

A unique operating environment

The pandemic continues to present a unique operating environment where opportunity and challenge are continuously present.

The annual CPI movement, expected to peak at 8 per cent in the year to December, is the highest since 1990. This impacts those who pay their membership fees or education or professional development costs from their pocket.

It is clear as we approach the end of the year that governance and risk professionals are positioning their organisations for new opportunities and ways to offer greater stakeholder value.

They are responding to shifting customer needs and preferences and investing in enhanced technology to meet expectations. And following a recent string of high-profile cyber incidents, many are deeply aware that a strong focus on cybersecurity and privacy will be essential in 2023.

As the leading national authority on governance and risk management, Governance Institute is confident that our advocacy, training and thought leadership guidance will continue to support our members in their day-to-day role through these evolving and often challenging times.

A refreshed strategy

This year Governance Institute launched a refreshed strategy, retaining the focus on our key themes of outstanding membership value, phenomenal education, and prominent and influential voice but incorporating a balanced scorecard approach to provide greater transparency and more detailed metrics.

The governance review project continued in 2022 with the appointment of Michael Adams FGIA(Life) as a director and Chair of the Education Committee, the establishment of a new membership committee and the launch of a revised State Council Charter.

A focus on proactive, strategic media exposure, high-impact speaking opportunities, increased policy and advocacy activities, and continued engagement with key sectors and employers will all feature in the priority initiatives that the Board will oversight in 2023.

Member engagement, including a focus on engaging with newer members, will continue to be a priority, with close monitoring of member satisfaction and retention ratings.

Building our profile

Our reach is growing. Our media mentions tally this year currently sit at 735, a 34 per cent increase from 2021. Governance Institute has been featured across many major national news outlets and industry media publications this year, helping position our organisation as the leading authority on topical governance and risk issues.

Our senior managers are in demand, and we are fielding an increase in requests for Governance Institute to share expertise on the speaking circuit. We have participated in 33 speaking engagements this year. An increasingly tailored approach to our speaking engagements program ensures we are channelling our expertise to the sectors and audiences where we will have the highest impact and value for all participants.

LinkedIn continues to be a strong channel for communicating with our community. We were delighted to exceed the 30,000 followers milestone, an outstanding achievement given our member base and the size of our organisation.

Our News Update bulletin, distributed to more than 43,000 subscribers, recorded an average open rate of 39 per cent, an increase of 13 percentage points on last year’s average, as we utilise compelling video-based imagery, sharpen our news content and move to a monthly rather than fortnightly publication. That’s almost an extra 5,600 readers engaging with our news each month. Our Governance Directions email to members continues to achieve our highest average open rate of 58 per cent as we inform members about the latest articles on governance and risk management practice.

We see growth in our email marketing database — which has increased by more than 1,700 subscribers. Our website traffic is growing compared to last year, particularly in the number of new users.

Our brand ambassador program continues to be an effective way to help share our news. We engaged at key points of the year with our ambassadors, including in the lead-up to the National Conference, which helped encourage attendance and awareness of key themes and speakers.

Research continues into our brand awareness. A survey currently in market will provide valuable insights into how we are tracking with overall awareness compared to our competitors and whether there have been any movements in our recommendation index.

A growing community

This year we welcomed more than 740 new members to our community and now have over 8,000 members. Growing our membership base strengthens our governance and risk management community, brings new networks and connections to our members, and helps us maintain and build a sustainable organisation. This year’s ongoing growth is an outstanding achievement in a volatile external environment.

Policy and advocacy

This year we continued to work hard to represent the interests of our membership — lodging 14 submissions with regulators and government on a broad range of topics.

Policy and advocacy highlights in 2022 included:

• Following two years of engagement with ASIC, Treasury and other stakeholders, the permanent reforms to the Corporations Act 2001 to enable companies to use technology to hold meetings and to sign and send documents passed Parliament in February 2022. Responding to these changes, Governance Institute released Effective AGMs, a step-by-step guide to holding AGMs under the new laws.
• In March, we lodged a submission on the proposals to progress the recommendations of the Respect@Work report.
• In April 2022, we launched our new Guide for boards and management on the path to net zero. Designed as a practical resource for senior managers and directors as they build climate into their organisation’s strategy, the guide looks at the four key steps: governance, strategy, expectations and reporting.
• We continued to participate in the Modernising Business Registers project through our membership of the Business Advisory Group. We also assisted members in resolving issues around implementation of the director ID scheme and worked with the ATO on its communications campaign for the November 2022 deadline for all directors to obtain a director ID.
• In July 2022, we released our updated and very popular 2016 publication, Risk Management for Directors, which addresses the challenges boards and directors can expect in coming years and how to best address some of the current, most imperative risks.
• Management considered the Policy and Advocacy Strategy in light of the July federal election and concluded it remains highly relevant under the new government. Three of our key policy issues: a nationally coherent policy position on climate change, #FixFundraising and a national anti-corruption commission are on the new government’s We wrote to the relevant new ministers to congratulate them on their election and advise on our policy positions. We are also organising a program of meetings between our Chair and CEO and the relevant ministers and advisers.
• In August 2022, we joined with 19 other influential business and finance peak bodies to make a submission on a new reporting regime that aims to set a global baseline. The group welcomed the International Sustainability Standards Board (ISSB) draft sustainability standards, expressing support for a global approach to the development of sustainability disclosure standards and for the ISSB to be the global body to issue these standards.
• In September, our CEO and General Manager, Policy and Advocacy appeared before the Joint Select Committee on Parliamentary Standards to give evidence about our submission about codes of conduct for Commonwealth Parliamentary workplaces.
• In October, we made a submission to the Joint Select Committee on the revised National Anti-Corruption Commission legislation, supporting a broad jurisdiction to investigate at all levels, strong coercive powers to gather evidence, the power to carry out retrospective investigations and an investigative threshold of ‘serious and systemic corruption.’ We flagged members’ concern that public hearings would only take place in ‘exceptional ‘ We remained involved with industry stakeholder groups, including the #FixFundraising coalition, which continues to advocate for reform of the laws applying to the fundraising activities of charities and NFPs.
• We also maintained our close interaction with ASX around the CHESS Replacement Project.

Knowledge support for our members

We continue to develop material and content to support governance and risk management professionals in their roles.

This year we also added to our collection of Good Governance Guides with a new guide to Ethics in the Public Sector.

Major reports and guides launched to our governance and risk management community in 2022:

• Effective AGMs
• Board and executive remuneration report (with Aon)
• Climate change and the path to net zero
• Driving the digital revolution: A guide for boards
• Board Diversity Index (with Watermark Search International) (2,463 unique view page views)
• Ethics Index

Education

In its continued commitment to supporting governance excellence through world-class education and training, Governance Institute has embarked on a modernisation agenda that began with the appointment of a senior academic to the board of directors and will culminate in the establishment of a Governance Institute Academy, anticipated in late 2023/early 2024.

The academy will attract high-calibre academics and practitioners to partner with Governance Institute in the delivery of education, creating opportunities for growth through: a governance capability framework that will facilitate the development of capability with stackable micro-credentials; new pathways within the graduate diploma that will open up new markets in areas such as digital governance; and adjunct academics and scholarships that will provide the impetus for leading the governance research agenda.

The academy will provide an evidence-based portfolio of courses and a focus on the quality of learning and teaching, achieved through partnership with our students, our academic staff, accrediting and other statutory/regulatory bodies, and universities and other institutes of higher education providing governance and related education. Specifically, the academy will facilitate the following:

• developing partnerships with universities and institutes of higher education to promulgate collaborative education and research
• expanding postgraduate education to include new pathways to the designation Chartered Governance Professional
• the creation of an alumni
• developing a capability framework to provide a foundation for flexible study options for students.

Student support systems continue to be strengthened with the introduction of Blackboard Learn Ultra, a sophisticated learning management system, and the automation of student admission processes.

A packed program of cut-through events

Over 4,500 delegates attended Governance Institute events across the year. This included the National Conference and the Governance and Risk Management Forums, state events and discussion forums, workshops, webinars, virtual forums and briefings.

We have seen a rise in delegates eager for events focused on broad governance and risk management themes, rather than a re-focus on the COVID years.

In 2022, we worked hard to transition our community back to face-to-face events while holding on to the advantages that virtual events offered.

Our members continued to engage with virtual events, including a leadership masterclass, two virtual mini-forums, a red flag briefing responding to an evolving, live issue, and a fully virtual Regional Governance Forum. These online forums looked at current and urgent issues, including cybersecurity, data and privacy, modern slavery and ESG.

Our three workshops focused on board papers, risk management and multicultural diversity frameworks. All of these workshops achieved the expected number of registrations. Our final workshop, with a risk and resilience focus, is set to run in December.

The Governance and Risk Management Forums ran face-to-face with over 300 delegates across the cities. The NSW event was a hybrid format.

Our National Conference was a hybrid conference. The face-to-face event brought together over 300 delegates and took place in Melbourne. It was one of the best received programs in recent years, with over 55 speakers across two days delivering highly rated sessions. In addition, more than 200 attendees tuned in online, including delegates in Cairns, Alice Springs, Launceston and Brisbane — and many locations in between.

Speakers included internationally renowned experts such as Professor Edward Freeman, Greg Clark CBE, Peter Greste, Michael McQueen and Stela Solar and Australian business leaders including Margie Seale, Kate Spargo, Sean Gordon, Julieanne Alroe and David Neale.

The annual Not-For-Profit Governance Forum returned to a hybrid format with over 200 delegates attending either face-to-face in Brisbane or virtually. The Hon Dr Andrew Leigh MP Assistant Minister for Competition, Charities and Treasury opened the conference.

The hybrid Public Sector Governance Forum ran on 18 November and drew more than 180 delegates. Speakers included Ministers Patrick Gorman and Stephen Jones, MP Helen Haines, and David Thodey AO.

The final event of the year will be a Company Secretaries’ National Briefing providing a fitting end to the year for our events program with a focus on Governance Institute’s core stakeholder group.

People and culture

2022 has been busy and challenging, with widespread restrictions due to the Omicron wave of COVID-19. As the year progressed and vaccination rates reached 90 per cent, we moved into the ‘COVID-normal’ period.

We have continued to prioritise staff wellbeing and engagement during the year, recognising that everyone responds differently to these challenges. We have continued to support staff with our Employee Assistance Program (EAP), training and professional development opportunities, and have encouraged regular COVID-appropriate teambuilding and social events to help staff remain engaged and in touch with their colleagues.

Taking a hybrid-working approach, we encourage flexible work practices for all staff, which we know from staff feedback is highly valued.

In Sydney and Melbourne, we have moved into our own secure, dedicated space within Hub Australia co-working offices following the compulsory purchase of our Sydney office by Sydney Metro and the end of a long-term lease in Melbourne. This has been a significant cultural change within the organisation, which not only provides staff in our two biggest centres with excellent facilities and amenities, it also offers a collaborative, dynamic and vibrant destination experience when ‘at the office,’ which has been very well received by staff in those centres.

With record-low unemployment resulting in a tight labour market, recruiting staff has been challenging, particularly in the technology space, which has significantly impacted our operations. We have responded to market conditions with a detailed review of remuneration, and an independently conducted review of every role within the organisation, to benchmark remuneration against the market. Mid-year, the Board approved a comprehensive Remuneration Framework and Policy, which provides staff with a fair and transparent process to determine their remuneration.

We have also implemented a new HR system to drive automation and improvements to our core HR practices and procedures. In November, we welcomed our new part-time HR Manager, who will help drive our ongoing initiatives, particularly in staff wellbeing, training and development, performance reviews, talent identification and succession planning.

We completed the fourth annual VOICE staff engagement survey in November. The results reflect a strong, healthy culture with high levels of staff engagement and alignment with Governance Institute’s mission, vision, and purpose.

Operational excellence

A critical activity for Governance Institute this year has been the successful negotiation and finalization of the sale by compulsory acquisition of the Level 10, 5 Hunter St property. The successful negotiation of a $13.2 million settlement for the property will position the organisation and its members well into the future.

The most significant operational work this year has been within Education, with the implementation of a new Learning Management System (LMS), on which we will deliver all our postgraduate education, short courses and Certificates. Our new Blackboard LMS will support our commitment to providing world-class education and training, providing the scalable platform for micro-credentialling and new pathways within the Graduate Diploma.The biggest operational project of the year for Governance Institute has been moving offices in both Melbourne and Sydney. We are now in agile, flexible new working environments that provide IT infrastructure, including a secure network, WIFI, and printing. We have also taken the opportunity to upgrade other aspects of our IT infrastructure:

• Upgraded our telecommunications by implementing the TEAMS VOIP phones solution on our existing Office 365 platform, replacing expensive and outdated landlines.
• Completed the move of the few remaining on-premises applications into the Cloud, including moving to a SAAS payroll.
• Shifted the Domain Controller and Active Directory to the Cloud.
• Completed the move to a paperless office by cataloguing and digitising our legacy paper records.

We have implemented a new HR system and are implementing the automated expense payment and accounts payables modules within the upgraded Finance system.

With the twin challenges of the moving premises and recruiting IT staff mentioned above, some other key initiatives on our Technology Roadmap have been delayed, but are now underway. Our newly appointed Head of Technology has re-started the urgent and important work to significantly upgrade our cybersecurity profile, disaster recovery capability and business continuity planning. These improvements will be made more effective by ongoing work to rationalise and optimise our presence in the Cloud environment.

Major projects budgeted for 2023 include the implementation of a Business Intelligence tool, with the focus on improving our financial reporting to provide the Board, CEO and executive team with additional insight and analysis in reporting.

2023 will also see the replacement of our ageing website with a brand-new, state-of-the-art website, enabling a deeper engagement with our members and customers and providing the platform to deliver future growth.

Thank you

Thank you to our members, exceptional staff and partners for your hard work and contribution to these achievements. In particular, thank you to our many dedicated volunteers who greatly assist us by teaching, participating in state councils and policy committees and contributing in so many other ways. Without this ongoing support, involvement and great passion for Governance Institute, we would not have such a full report to share with you this year.

We look forward to a great 2023 as we continue to support the growing governance and risk management profession.