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Second Reading Speeches

Corporations Amendment (Improving Accountability on Director and Executive Remuneration) Bill 2011

Originating house
House of Representatives
Parliament no

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Amends the

Corporations Act 2001
to: provide for a ‘two strikes and re-election’ process when a company’s remuneration report receives a 25 per cent or more ‘no’ vote in two consecutive years; require the company board or remuneration committee to approve any remuneration consultancy contract; require remuneration consultants to report to non-executive directors or the remuneration committee; require remuneration consultants and boards to declare a recommendation is made free from undue influence; require companies to disclose certain details relating to a remuneration consultant; prohibit directors and executives from voting their shares on remuneration resolutions; prohibit hedging of incentive remuneration; require shareholder approval for declarations of ‘no vacancy’ at annual general meetings; require that non-chair proxies vote as directed when they vote on a poll; and confine disclosures in the remuneration report to key management personnel.

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