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Ethics and Governance file vault

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Module 1 · Accounting and society

Part 2 · What makes a profession?

PDFWhat makes a profession? — eight attributes

Part 3 · Co-regulation: who does what?

PDFCo-regulation responsibilities map

Part 4 · Quality management and fair discipline

PDFQuality and fair discipline — practicePDFQuality and fair discipline — worked answers

Part 5 · Accounting roles across sectors

PDFAccounting roles across sectors

Part 6 · How accounting changes society

PDFSocial impact — practicePDFSocial impact — worked answers

Part 7 · Credibility in a global profession

PDFCredibility response map

Module 2 · Ethics

Part 1.1 · Professional ethics and ethical theories

PDFEthics comparison companionPDFTheories of ethics flowchart

Part 2.1 · Integrity and honest communication

PDFIntegrity companion

Part 2.2 · Objectivity and protecting judgement

PDFObjectivity companion

Part 2.3 · Professional competence and due care

PDFCompetence and due care companion

Part 2.4 · Confidentiality: access, use and disclosure

PDFConfidentiality companion

Part 2.5 · Professional behaviour and public trust

PDFProfessional behaviour companion

Part 2.6 · The continuing ethical framework

PDFContinuing ethical framework map

Part 2.7 · Threats, conflicts, incentives and gifts

PDFRecognise the threat companion

Part 2.8 · Appointments, independence and NOCLAR

PDFAppointments, independence and NOCLAR companion

Part 3.1 · Pressures, culture and ethical action

PDFPressures and ethical action

Part 3.2 · Using ethical decision models

PDFUsing ethical decision models

Module 3 · Governance concepts

Part A.1 · Corporations and company types

PDFCorporations and company types — study companionPNGThree features of a companyPNGWhich kind of company?

Part A.2.1 · Directors’ duties: conflicts of interest

PNGConflict of interest path

Part A.2.2 · Directors’ duties: good faith and best interests

PNGThe good faith check

Part A.2.3 · Directors’ duties: proper purposes

PNGProper purpose check

Part A.2.4 · Directors’ duties: discretion and delegation

PNGDelegate the work, not the responsibility

Part A.2.5 · Directors’ duties: care and diligence

PNGBusiness judgment rule

Part A.2.6 · Directors’ duties: remaining informed

PNGContinuous disclosure decision

Part A.2.7 · Directors’ duties: insolvency and safe harbour

PNGSolvency and safe harbour

Part A.3 · Officers, independence and company powers

PDFOfficers, independence and company powers — study companionPNGWho holds which power?PNGIs this director independent?

Part A.4 · Four theories of corporate governance

PDFFour theories of corporate governance — study companionPNGFour lenses on governancePNGAgency costs and who bears them

Part B.1 · What governance is and why it matters

PDFWhat governance is and why it matters — study companionPNGGovernance or management?PNGConformance plus performancePNGFour board roles

Part B.2 · Shareholders, boards and board committees

PDFShareholders, boards and board committees — study companionPNGGovernance framework mapPNGBoard committees at a glancePNGAudit committee health check

Part B.3 · Auditors, regulators and stakeholders

PDFAuditors, regulators and stakeholders — study companionPNGThree ways to regulatePNGStakeholder power mapPNGJuukan Gorge governance timeline

Part C.1 · International approaches to governance

PDFInternational approaches to governance — study companionPNGCrisis, then reformPNGMarket-based or relationship-based?PNGUnitary and two-tier boards

Part D.1 · OECD principles and the UK Code

PDFOECD principles and the UK Code — study companionPNGSix G20/OECD principlesPNGComply or explainPNGUK Code themes and structure

Part D.2 · ASX governance principles in practice

PDFASX governance principles in practice — study companionPNGEight ASX principlesPNGIf not, why not?PNGCommittee composition checklist

Part E.1 · Governance beyond listed companies

PDFGovernance beyond listed companies — study companionPNGOne idea, three contextsPNGACNC Governance StandardsPNGPublic sector: three Es and accountability

Module 4 · Governance in practice

Part A.1 · Why companies fail and how boards respond

PDFWhy companies fail and how boards respond — student companionPNGSix roots of corporate failurePNGThe risk management cyclePNGFive components of internal controlPNGChair and chief executive

Part A.2.1 · Appointing and electing directors

PNGStaggered or annual elections

Part A.2.2 · Evaluating board performance

PNGFour dimensions of board evaluation

Part A.2.3 · Director resignation, removal and voting

PNGThree routes to a removal vote

Part A.2.4 · The two-strikes rule and board spills

PNGTwo strikes then a spill

Part A.2.5 · Director disqualification

PNGThree routes to disqualification

Part A.3 · Board diversity and executive remuneration

PDFBoard diversity and executive remuneration — student companionPNGThree ways to encourage board diversityPNGTwo kinds of pay packagePNGMalus or clawback

Part A.4 · Financial reporting, audit and wider accountability

PDFFinancial reporting, audit and wider accountability — student companionPNGWho answers for the financial reportPNGProtecting auditor independencePNGAccountability beyond companies

Part B.1 · Legal systems, penalties and compliance

PDFLegal systems, penalties and compliance — student companionPNGThree legal pathsPNGDirector penalty noticesPNGBuilding a compliance program

Part B.2 · Employee obligations and board oversight

PDFEmployee obligations and board oversight — student companionPNGA board's people obligationsPNGDue diligence for officers

Part B.3.1 · Workable competition and market power

PNGIs it a misuse of market power

Part B.3.2 · Mergers and the relevant market

PNGMerger clearance in Australia

Part B.3.3 · Cartels and prohibited coordination

PNGIs it a cartel

Part B.3.4 · Exclusive dealing and third-line forcing

PNGExclusive dealing or third-line forcing

Part B.3.5 · Resale price maintenance and authorisation

PNGResale prices - allowed or not

Part B.4 · Consumers, privacy and information duties

PDFConsumers, privacy and information duties — student companionPNGIs this claim misleadingPNGUnconscionable conduct factorsPNGResponding to a data breach

Part C.1.1 · Financial markets, regulators and information

PNGWho guards Australia's financial markets

Part C.1.2 · Inside information and trading controls

PNGIs it inside information

Part C.1.3 · Market manipulation and fundraising disclosure

PNGFour ways to fake a market

Part C.1.4 · Bribery and third-party risk

PNGHow a bribe works

Part C.1.5 · Rogue trading and Ponzi schemes

PNGRogue trading and Ponzi schemes compared

Part C.1.6 · Illegal phoenix activity

PNGThe phoenix cycle

Part C.2 · Representation, speaking up and honest disclosure

PDFRepresentation, speaking up and honest disclosure — student companionPNGWho speaks for shareholdersPNGIs this a protected whistleblower disclosurePNGHonest, hushed or greenwashed

Module 5 · Corporate accountability

Part A.1 · Corporate accountability, CSR, ESG and sustainability

PDFCorporate accountability, CSR, ESG and sustainability — student companionPNGThree views of corporate responsibilityPNGFour terms compared

Part A.2.1 · The scope of financial reporting

PNGWho financial reports are built for

Part A.2.2 · The control test and public goods

PNGThe control test

Part A.2.3 · Discounting future environmental costs

PNGHow discounting shrinks a distant cost

Part A.2.4 · Recognition and uncertain obligations

PNGRecognition needs both tests

Part A.2.5 · Short reporting periods and long-term decisions

PNGShort reporting periods, long-lived investments

Part A.2.6 · The entity boundary and externalities

PNGInside and outside the entity boundary

Part B.1 · Forces driving sustainability reporting

PDFForces driving sustainability reporting — student companionPNGHow environmental issues reach the financial statementsPNGThree investment screensPNGThree channels to a lower cost of capital

Part B.2 · Who business is responsible to

PDFWho business is responsible to — student companionPNGShareholder primacy versus the social contractPNGDirectors' duties in Australia and the UKPNGPlanning a CSR report

Part C.1 · Theories explaining corporate disclosure

PDFTheories explaining corporate disclosure — student companionPNGOne decision, five explanationsPNGLindblom's four legitimacy strategiesPNGThree isomorphic pressures

Part D.1 · The three sustainability pillars and the board

PDFThe three sustainability pillars and the board — student companionPNGThree pillars at a glancePNGWhen one pillar failsPNGThe board's business case

Part D.2 · Reporting concepts, measures and emissions

PDFReporting concepts, measures and emissions — student companionPNGThree ways to report an issuePNGWhich scopePNGSocial return on investment

Part E.1 · Mandatory sustainability reporting

PDFMandatory sustainability reporting — student companionPNGAustralia's mandatory reporting mapPNGGreenhouse and energy reporting threshold checkPNGModern slavery statement checklist

Part E.2 · Voluntary sustainability frameworks

PDFVoluntary sustainability frameworks — student companionPNGVoluntary frameworks at a glancePNGEquator Principles categoriesPNGHow the GRI Standards fit together

Part E.3 · Social audits and environmental management accounting

PDFSocial audits and environmental management accounting — student companionPNGFour environmental cost categoriesPNGHidden in overheadsPNGEmbedding sustainability in governance

Part F.1 · Climate reporting, carbon pricing and greenwashing

PDFClimate reporting, carbon pricing and greenwashing — student companionPNGFrom Rio to ParisPNGCap-and-trade in actionPNGWhat regulators expect