Non-executive Director Remuneration For Board Directors In Australia

Australian non-executive director fees have gone backwards in real terms for six years while the work has roughly doubled. This report sets out what directors are actually paid — across listed, private, not-for-profit and government boards — using the most recent verified data available, and explains why the headline numbers so often get quoted wrongly.

Part one — what you will actually be paid

Start here: most board work is unpaid or lightly paid

The single most common mistake made by executives planning a board career is to anchor on ASX figures. Those roles exist, but they are a rounding error in the total population of Australian directorships. In the AICD's most recent survey of 1,352 directors, 34% of all roles were unpaid.

The not-for-profit sector is where most people start, and it is where payment is least likely. The AICD's Not-for-Profit Governance and Performance Study 2025–26, published 11 March 2026 from an October 2025 survey of 2,088 directors, found:

• 27% of NFP directors are paid
• 24% are unpaid but have expenses covered
• 47% receive nothing at all

That 27% is, however, a long-run trend worth noticing: it was 24% in 2024 and 15–16% a decade ago. Payment in the NFP sector is slowly becoming normal. It scales sharply with size — 11% of directors are paid at organisations under $250,000 revenue, against 68% at organisations above $500 million.

Where NFP directors are paid, the amounts are modest: a trimmed average of $29,760 and a median of $20,750. By sub-sector, education and research pays best ($32,766), followed by health and residential aged care ($32,243), housing ($26,909) and social services ($22,534).

What the different sectors pay

A word of caution about that chart, because it is the number most often misread. The AICD's “listed” category is not the ASX 300 — it is AICD members who sit on listed boards, a population skewed heavily towards micro-caps. That is why the AICD listed median of $100,000 sits well below the Boyden ASX 300 median of $144,888. The two are measuring different companies, not contradicting each other.

Organisation size predicts pay far better than sector does:

Listed company fees

The authoritative source for ASX-listed fees is the Director Remuneration Report 2026 published by Boyden, covering the S&P/ASX 200 and 300 for financial years ending mostly 30 June 2025.

Measured on total statutory remuneration rather than base fee, the ASX 200 chair median is $425,000 and the NED median $230,000. The gap between the two measures is roughly 35% at NED level, which is why quoting the wrong one materially misstates the market.

At the very top, Rio Tinto's chair fee was $1.52 million and BHP's $1.35 million; 37 directors across the ASX 300 earned more than $1 million, mostly through equity in small caps rather than board fees.

For a finer view of the largest companies, Ownership Matters publishes a longitudinal study of 289 ASX 300 companies. Its bands are exclusive, not cumulative — “ASX 200” means companies ranked 101 to 200 only:

The whole ASX 300 non-executive director fee pool came to $394 million in FY2024, up 6.2% on the prior year.

Committee fees

Committee work is where the fee schedule gets interesting, and where the gap between listed and unlisted practice is widest. Across the ASX 300, 88% of companies pay committee fees. Across all sectors in the AICD survey, only 19% of committee roles are paid at all.

Two things stand out. First, splitting audit and risk into separate committees attracts a materially higher loading — 40% for each standalone chair against 30% for a combined audit and risk chair. Second, sustainability committees are now mainstream: 25% of ASX 300 companies have one, and its chair commands 35% of base fee, more than the remuneration committee chair.

In dollar terms, ASX 300 medians are approximately: audit chair $40,000 and member $20,000; risk chair $40,400; remuneration chair $28,500; ESG chair $35,000.

Government boards

Government board fees are published, which makes them the most transparent segment of the market — and, for someone building a portfolio, the easiest to research before an interview.

At Commonwealth level, the Remuneration Tribunal (Remuneration and Allowances for Holders of Part-time Public Office) Determination 2026 took effect on 1 July 2026. It uses four models — annual fee, daily fee, base plus meeting fee, and annual meeting fee plus daily fee — and specifies rates office by office rather than in generic bands.

Where the daily model applies, chair rates run from $759 to $3,308 a day and member rates from $662 to $1,360. Days are apportioned: five hours or more counts as a full day, two to three hours as 60%, under two hours as 40%.

The states diverge sharply, and several are badly out of date:

South Australia's framework carries a 2007 effective date and we found no evidence of indexation since. NSW daily sitting fees — $350 for a chair, $220 for a member — date from 1 July 2014 and sit under a remuneration freeze that appears still to be in force. If you are being recruited to a state board, check which instrument applies before you form a view on the fee.

Superannuation funds and mutuals

Super fund trustee boards pay well and disclose poorly. The best current public disclosure is Cbus, whose FY2025 annual financial report shows total director remuneration of $1,917,175 across 18 directors, with a board chair fee of $237,494, an independent director base fee of $145,875, a board member base fee of $74,627 and an investment committee chair base fee of $141,625.

Sector-wide comparison is harder. The most recent cross-fund analysis we could verify dates from December 2023 and covers FY2023, when 16 super funds each paid more than $1 million in total board remuneration. Note also that CPS 511 remuneration disclosures cover senior managers and material risk takers — they do not disclose trustee director fees.

What the fee buys: time

The AICD's survey puts the typical non-executive director at two days a month, rising to three days at organisations with revenue above $1 billion. Chairs run at three to five days a month. Boards meet six to eleven times a year, with median formal meeting time of three hours a month — up to eleven hours for chairs of the largest organisations.

Resist the urge to convert this into a day rate. Formal meeting hours are a small fraction of total commitment, and dividing listed-company fees by all-sector time data produces a number that looks authoritative and means nothing. Within the AICD survey alone, a director at a $1 billion-plus organisation working three days a month against a median package near $105,000 implies roughly $2,900 a day — and even that rests on a figure we flag below as uncertain.

The portfolio career is rarer than it sounds

Of 1,446 non-executive directors across the ASX 300 in FY2024, 82.6% held exactly one seat. Only 252 directors — 17.4% — held more than one, and just 13 held four or more.

Those 252 multi-board directors are, however, economically dominant: they hold 32.9% of all ASX 300 NED positions and take 34.3% of the entire fee pool. A sixth of the directors collect a third of the money. Notably, of the twelve directors holding four ASX 300 seats, ten are women.

Part two — the benchmark

How to read these numbers without getting them wrong

Australian NED fee data comes from three main sources that are routinely quoted side by side and are not comparable. If you are setting fees, this section matters more than any single number in this report.

One further caution on population. The AICD surveys its own members, who sit disproportionately on small, unlisted and not-for-profit boards. Boyden and Ownership Matters sample index constituents. Neither is wrong; they simply describe different markets.

Fees are falling in real terms

In FY2025, ASX 200 chair fees rose 7.7% at the median — but Boyden notes that controlling for index composition the like-for-like increase was only about 3.3%. ASX 200 NED fees rose 2.7%; ASX 300 NED fees 1.3%.

The longer run is more revealing. Over the six years to FY2024, Ownership Matters records mean ASX 100 NED fees rising from $252,935 to $287,219 — 13.6%. ASX 100 chair fees were essentially flat across the entire period, holding around $490,000 at the median.

The comparison is deliberately conservative. We have set six years of fee growth against only three years of inflation, because those three annual rates are directly verifiable from the ABS. Even on that unequal footing, inflation wins. Australian non-executive directors have taken a real pay cut, and chairs of the largest companies have taken a substantial one.

Meanwhile the work has roughly doubled

Research published by the AICD with Mandala Partners in November 2025 put the cost of complying with federal regulation at $160 billion a year, or 5.8% of GDP, up from $65 billion and 4.2% in 2013. The figure most relevant to fee setting sits inside that work:

Federal legislation grew 142% over the period and pages of legislation 190%. In the AICD's Director Sentiment Index for the first half of 2026 — fieldwork February to March 2026, 828 respondents — 68% said regulatory and compliance requirements are limiting productivity growth and 73% wanted a major deregulation agenda. KPMG's survey of 120 Australian directors found 68% regard the current regulatory environment as “challenging and stressful”, and only 25% believe their board has the skills to handle technological and regulatory disruption to a significant extent.

The climate reporting cliff in FY2028

Mandatory climate reporting arrived through the Treasury Laws Amendment (Financial Market Infrastructure and Other Measures) Act 2024, which received Royal Assent on 17 September 2024. Entities are captured if they meet at least two of three criteria:

Treasury's own impact analysis estimated roughly $1.31 million per entity in initial transition costs and $681,000 a year ongoing. By 18 May 2026, ASIC reported 259 sustainability reports lodged for the year ended 31 December 2025 — 34 listed and 225 unlisted.

The part that should be on every remuneration committee's agenda is the transition. For financial years commencing between 1 January 2025 and 31 December 2027, directors declare only that the entity has taken “reasonable steps” to comply. From 1 January 2028 the declaration hardens to the standard formulation — that the report “is in accordance with” the requirements. On the same date, the statutory immunity protecting Scope 3 emissions, scenario analysis and transition plan statements from private litigation expires.

Directors move from a process-based declaration with litigation immunity to an outcome-based declaration without it, on a single known date. Every captured board is currently operating inside a training-wheels period that ends in FY2028.

The rest of the 2026 compliance calendar

• Critical infrastructure. Section 30AG of the SOCI Act requires the annual risk management program report to be approved by the board itself, with a civil penalty of roughly $234,750 for a body corporate.
• Ransomware reporting. Since 30 May 2025, entities with turnover above $3 million must report a ransomware payment within 72 hours. Active enforcement began 1 January 2026.
• Privacy. Automated decision-making transparency obligations commence 10 December 2026.
• AI. Australia has no AI statute — the National AI Plan of 2 December 2025 abandoned the proposed mandatory guardrails. AI risk is therefore governed through existing duties, principally section 180 of the Corporations Act. No safe harbour, no bright line.

The fee pool squeeze

Under ASX Listing Rule 10.17, a listed entity cannot increase the total aggregate amount of directors' fees payable to its non-executive directors without shareholder approval, and Listing Rule 10.17A makes the approved amount an absolute ceiling. Since 1 July 2014, that ceiling has captured superannuation contributions and fees sacrificed for other benefits, including securities. ASX has expressly stated that ordinary board and committee work is not “special exertion” and must be funded from the approved pool.

Three forces are compressing pools at once:

1. The superannuation guarantee reached 12% on 1 July 2025 — the final legislated increase. Because super sits inside the cap, every board's headroom shrank on that date without a single director being paid more.
2. Committee proliferation. A quarter of the ASX 300 now runs a sustainability committee, and technology or AI committees are appearing. Each one consumes pool.
3. Workload growth pushes towards larger boards, and every additional director draws from the same fixed amount.

Across the ASX 200 the median approved pool is $2.0 million against median actual spend of $1.521 million — roughly three-quarters utilised. For the ASX 300 the figures are $1.563 million and $1.154 million.

Risk is rising while the insurance market says otherwise

Research by Allens for the AICD, released September 2025, compared Australia with Canada, Hong Kong, New Zealand, the United Kingdom and the United States, and concluded that Australia has the most wide-ranging director liability settings of the six. It noted three entirely new categories of exposure since the 2019 edition: cyber security, financial accountability and mandatory climate reporting.

The insurance market is pointing the other way. Through 2025, D&O premium reductions of 15% to 40% were commonplace, and by April 2026 the market was described as bottoming out. That reflects abundant capacity and a lull in securities class actions — only two were filed in the first half of 2026, with total class action filings at their lowest since 2022 — rather than any reduction in director exposure.

The forward indicator to watch is shareholder derivative actions, which target directors personally rather than the company, and which market commentators expect to increase. A board reading falling D&O premiums as falling risk is reading the wrong instrument.

Equity: what is actually allowed, and what actually happens

The received wisdom is that Australian non-executive directors don't get equity. That is a considerable overstatement, and the distinction matters because it is often repeated as though equity were unlawful here. It is not.

Three categories need separating, because they are routinely collapsed into one:

On the recommendation itself, a point of accuracy worth making because it is widely misquoted: Recommendation 8.2 of the fourth edition is a disclosure recommendation. Its text reads that a listed entity “should separately disclose its policies and practices regarding the remuneration of non-executive directors and the remuneration of executive directors and other senior executives”. The material about performance-based pay sits in the accompanying commentary, not in the recommendation. Practitioner accounts of that commentary converge on the position that it is generally acceptable for NEDs to receive securities, but that they should not receive options or performance shares with performance hurdles attached.

The fifth edition makes this explicit

ASX released a draft fifth edition for consultation on 21 July 2026, with submissions closing 14 September 2026 and application expected from financial years beginning on or after 1 July 2027. Draft Recommendation 8.3 reads that a listed entity should:

“(a) remunerate its non-executive directors by way of only fixed fees (cash and/or shares or units) and superannuation contributions to reflect their time commitment and responsibilities; and (b) disclose its approach to non-executive director ownership of securities.”

The Council is proposing to write “shares or units” into the recommended definition of proper director remuneration. The draft commentary also carves out cash-poor companies explicitly, contemplating that for entities “in an exploration, development, start-up or transformation phase with limited cash reserves” it will be appropriate to use alternatives to cash.

Two routes, two different fee-pool outcomes

This is the mechanical detail that decides how a board structures NED equity:

• Fee-sacrifice equity sits inside the Listing Rule 10.17 cap. Fees sacrificed to acquire securities count as directors' fees and consume pool.
• Separately approved equity sits outside it. The definition of directors' fees expressly excludes securities issued under Listing Rules 10.11 or 10.14 with security-holder approval.

So the fee cap does not block director equity. It determines which route you take.

Why the plans use rights rather than shares

Australian NED equity plans are almost always rights plans, and there is a tax reason. The salary-sacrifice concession for employee share schemes is capped at $5,000 of shares a year — a cap introduced on 1 July 2009 and still in force. A director sacrificing 20% of a $150,000 fee contributes $30,000, six times the cap. Rights are not caught by it and can access tax deferral of up to 15 years. The ATO confirmed the structure works in a 2018 class ruling, and again for Aristocrat Leisure in CR 2021/56.

The resulting template is remarkably consistent — at least 20% of pre-tax fees, a VWAP conversion, two vesting tranches tied to results announcements, and a nominated disposal restriction of three to fifteen years:

Wesfarmers launching a plan in December 2025 is the point: this practice is expanding, not receding.

How common is it?

Roughly a quarter of listed directorships in the AICD's survey involve equity remuneration, against 15% at private companies. Some 71% of ASX 100 companies have a formal minimum shareholding policy and a further 15% have guidelines — 86% in total — typically set at 100% of base fee accumulated over about four years. Australian NEDs hold about $28 billion of shares in the companies they govern.

Compliance is patchy. Only 60% of ASX 100 directors hold shares worth more than one year's fees, just 27.6% hold more than two years' worth, and 115 ASX 300 directors held no shares at all despite more than a year in the role.

Options are more common than the large-cap picture suggests. Ownership Matters identified 44 instances of companies classifying NEDs as independent despite those directors holding options, concentrated in the smaller end of the index and rising in 2024.

Buying in: encouraged, with both a floor and a ceiling

Because granting equity is discouraged, Australia gets alignment the other way — it expects directors to buy shares in the companies they govern. If you are joining a listed board, assume you will be asked to.

The expectation is close to universal at the large end and is about to become a disclosure obligation. Draft Recommendation 8.3(b) of the fifth edition would have entities disclose their approach to non-executive director ownership of securities — which in practice pressures every board to have a policy. Institutional investors already treat it as a governance metric and track it annually.

Two live examples from this report show the range. BHP directors “have agreed to apply at least 25 per cent of their remuneration… to the purchase of BHP shares” until they hold one year's remuneration, and every director met it at the end of FY2025. CSL requires shares worth 100% of the board base fee within five years, and separately mandates sacrificing at least 20% of pre-tax fees into rights.

How you buy in matters more than most people realise. Purchasing on-market uses after-tax income. Sacrificing fees into a rights plan uses pre-tax fees and defers tax for up to fifteen years. On a $150,000 fee the difference is substantial, and it is the single most useful question to ask a company secretary before you accept: is there a fee-sacrifice plan, and can I join it?

There is a ceiling as well as a floor. Shareholding is encouraged, but a substantial holding counts against your independence classification under the ASX Principles — currently tied to the 5% substantial-holder threshold, with the draft fifth edition proposing the Listing Rules Chapter 10 figure of 10% instead. The encouragement runs to meaningful, not large.

And enforcement is soft. Only 60% of ASX 100 directors hold shares worth more than one year's fees, just 27.6% hold more than two years' worth, and 115 ASX 300 directors held no shares at all despite more than a year in the seat. Long accumulation periods and grandfathering mean these “requirements” bite gently. Across the market, Australian non-executive directors hold roughly $28 billion of shares in the companies they govern.

One honest caveat on the principle itself. The alignment case is widely accepted but not unanimous: a director whose personal wealth tracks the share price may be marginally less willing to support a decision that is right but price-negative — cutting a dividend, a dilutive raise, walking away from a deal. It is the same objection that keeps performance-linked equity off the table, in weaker form. Most boards accept the trade. It is worth knowing it exists.

The small-cap reality

The most striking evidence against the “no equity” story is at the top of the pay table. Of the 37 ASX 300 directors who earned more than $1 million, the highest paid were small-cap non-executive directors paid in performance rights — Minlu Fu of Aldoro Resources at $4.7 million, along with directors of European Lithium and Austral Resources. Each sat on only one board.

Glass Lewis, which generally opposes options for NEDs on the ground that directors should share investors' risk profile, makes an express exception for exploration and development-stage companies, provided the options vest immediately without performance hurdles, are properly valued, are granted equally across directors, and clearly replace cash.

So how does this compare with North America?

The honest comparison is this. In the United States and Canada, equity is the majority of director pay and it is granted. In Australia, equity is a minority of director wealth and it is largely bought — through after-tax purchase or pre-tax fee sacrifice. Both systems pursue alignment; they reach it by opposite mechanisms. What the Australian director gives up is not the shareholding. It is the free grant.

The international comparison, done properly

Naive cross-country league tables are worthless because company size, pay definition and equity mix all differ. Two figures make the point honestly.

Three caveats carry most of the meaning. Size: the ASX 200 median market capitalisation is about A$6.35 billion; the S&P 500 median is an order of magnitude larger. Board size: Australian boards are smaller — 6.2 to 8.8 directors against 10.3 in the UK — so each Australian director carries more committee load for the same fee. Definition: Spencer Stuart's UK figures are base fees, its US figures are totals including equity. Every row above is labelled for that reason.

Notably, Australian NED base fees sit above UK FTSE 150 base fees despite UK companies being larger — while Australian chairs are paid far less than UK chairs. The Australian chair-to-NED ratio is compressed relative to Britain's.

Who is actually on these boards

As at 30 June 2026, women held 36.9% of ASX 300 board seats and 37.6% of ASX 200 seats. Progress has plateaued and slightly reversed across the larger indices over the first half of 2026. There were 52 female chairs in the ASX 300 (17.3%), eight all-male boards, and no female chair anywhere in the ASX 20.

On raw fees, Boyden finds female chairs paid 7.2% less than male chairs and female NEDs paid 5.6% more than male NEDs — both driven by company-size composition rather than like-for-like differences.

Cultural diversity is moving backwards. The 2026 Board Diversity Index found 6.5% of ASX 300 directors come from non-Anglo-Celtic backgrounds, down from 8.1% in 2025 and 9.0% in 2024. Four directors identify as First Nations; none disclosed a disability.

The average ASX 300 director is 61 years old and has served 5.5 years. Male directors average 6.3 years' tenure against 4.4 for women. In FY2024, 430 new board roles were filled and 232 individuals were new to the ASX 300 director pool.

Part three — what to do with this

If you are being offered a board seat

1. Establish the basis before you discuss the number. Ask whether the fee is inclusive or exclusive of superannuation, and whether committee fees are additional. A $150,000 exclusive fee is worth about 12% more than a $150,000 inclusive one.
2. Ask what the approved fee pool is and how much is used. If the board is near its cap, there is no room to negotiate and no room for the fee to grow until shareholders approve an increase. This is public information for listed entities.
3. Benchmark against the right population. An unlisted $80 million-revenue company is not an ASX 200 constituent. Use the AICD revenue bands, not the index medians.
4. Price the committee load, not the board seat. An audit chair role on the ASX 300 adds about 40% to the base fee, and considerably more than 40% to the work.
5. Ask about the climate reporting group. If the entity falls into Group 1 or 2, you are joining a board with a known step-up in personal exposure in FY2028. That is a legitimate matter to raise before accepting.
6. Check the minimum shareholding requirement — then ask how you fund it. A 100%-of-fees MSR over four to five years is a real capital commitment that reduces the effective cash value of the role. Buying on-market costs you after-tax income; sacrificing fees into a rights plan costs you pre-tax fees and defers tax up to fifteen years. Ask the company secretary whether a fee-sacrifice plan exists and whether you can join it. Most people never ask, and it is the largest single lever on what the seat is actually worth to you.
7. Expect a freeze. Fee increases went to only 38% of directors in the most recent survey, and the largest companies are explicitly holding fees flat. Negotiate the starting number, because it may be the number for some time.

If you are setting fees

The strongest evidenced case for a fee pool resolution is not a risk premium — we could not find contemporary Australian data attributing fee increases to liability. It is mechanical. Superannuation rose to 12% inside the cap on 1 July 2025. Compliance has grown from 24% to 55% of the board agenda. New committees are being stood up. A board that has not refreshed its pool since before FY2026 has lost real headroom without paying anyone more.

Methodology, vintage and known gaps

Every figure in this report is quoted from a named source with its own publication date and data period. Nothing has been estimated, interpolated or averaged across sources. Where sources disagree, both are reported.

Data vintage. The most recent listed-company fee data is Boyden's Director Remuneration Report 2026, covering FY2025. The most recent all-sector data is the AICD Director Remuneration Report 2025, published 28 May 2025 from a survey fielded November–December 2024 — roughly 20 months old at time of writing. No 2026 edition exists.

Known gaps and flags.

• The AICD median NED fee for organisations above $1 billion revenue extracted inconsistently across attempts ($70,000 to $145,000). We have used the $105,000 figure carried on the AICD's own summary page, which is internally consistent, but it should be confirmed against the printed report.
• The AICD listed-company chair and NED medians both read $100,000, which is implausible. We have not used the chair figure.
• Boyden's glossary states base fees include committee fees, while the report also tabulates committee fees separately. These statements are not consistent.
• We found no systematic Australian data on the frequency of fee-pool increase resolutions or shareholder support levels for them.
• We found no listed-company time-commitment survey; all workload figures are from the AICD's all-sector survey.
• Queensland's government board fee rates carry no ascertainable effective date.
• ACSI's board composition and NED pay research is not available in a current edition; the most recent accessible version covers 2015.
• The commentary to Recommendation 8.2 of the fourth edition could not be retrieved verbatim. The text of the recommendation itself is verified. Our account of the commentary's substance rests on the ASX Council's own 2024 background paper, which described a proposed recommendation against performance-based NED pay as reflecting “existing commentary in the 4th Edition”, and on practitioner summaries.
• No published figure exists for equity as a share of Australian NED remuneration. We have deliberately reported incidence measures instead, and have not estimated a percentage.
• BHP does not disclose fees paid to individual non-executive directors, so utilisation of its US$3.8 million pool cannot be verified.
• Sources differ on when the fifth edition of the ASX Principles takes effect — financial years beginning on or after 1 July 2027, or years ending 30 June and 31 December 2028. Treat as FY2028 and confirm.

Sources

1. Boyden, Director Remuneration Report 2026 (S&P/ASX 200 and 300, FY2025).
2. Australian Institute of Company Directors, Director Remuneration Report 2025, 28 May 2025 (survey November–December 2024, n=1,352).
3. Australian Institute of Company Directors, Not-for-Profit Governance and Performance Study 2025–26, 11 March 2026 (survey October 2025, n=2,088).
4. Ownership Matters, Board composition, director pay and 'skin in the game' in the ASX300 in 2024, 19 September 2025.
5. Governance Institute of Australia and McGuirk, 2024 Australian Board Remuneration Survey (abridged), FY2024, n=1,089 boards.
6. Remuneration Tribunal (Remuneration and Allowances for Holders of Part-time Public Office) Determination 2026, F2026L00744, registered 18 June 2026.
7. Victoria Department of Premier and Cabinet, Appointment and Remuneration Guidelines, November 2025 (schedules effective 1 July 2025).
8. NSW Public Service Commission, Classification and Remuneration Framework for NSW Government Boards and Committees, April 2021.
9. WA Salaries and Allowances Tribunal, Government Trading Entities Boards Remuneration Determination No. 1 of 2024.
10. South Australia Department of the Premier and Cabinet, Government boards and committees remuneration framework, effective 10 December 2007.
11. Cbus, Annual Financial Report 2025, year ended 30 June 2025.
12. CSL Limited, Annual Report 2025, remuneration report sections 8.2 and 8.3.
13. BHP Group, Annual Report 2025, Remuneration Report, “Remuneration for Non-executive Directors”, pp. 112–113, year ended 30 June 2025.
14. ASX Corporate Governance Council, Corporate Governance Principles and Recommendations, 5th edition — Consultation Draft (Annexure A) and consultation paper, 21 July 2026.
15. ASX Corporate Governance Council, Background Paper and Consultation Questions, 5th edition consultation, 2024.
16. Australian Taxation Office, Class Ruling CR 2021/56 — Aristocrat Leisure Limited Non-executive Director Rights Plan, 11 August 2021.
17. Australian Taxation Office, Employee share schemes — tax-deferred schemes (current guidance on the $5,000 salary-sacrifice cap and 15-year deferral).
18. Wesfarmers Limited, Non-executive Director Equity Plan, announced 3 December 2025.
19. Guerdon Associates, Director fees, shareholding requirements and equity — they go together, 13 November 2023.
20. Australian Council of Superannuation Investors, Governance Guidelines.
21. Glass Lewis, Australia Benchmark Policy Guidelines.
22. Allens, Recent developments in non-executive director remuneration, 22 August 2018.
23. AICD and Mandala Partners, The economic cost of regulatory complexity, 24 November 2025.
24. AICD and Roy Morgan, Director Sentiment Index, first half 2026, 16 April 2026 (n=828).
25. KPMG Australia, In the Hot Seat, March 2025 (n=120).
26. ASIC, Regulatory Guide 280: Sustainability reporting, 31 March 2025.
27. ASIC, Early observations on sustainability reporting, 18 May 2026.
28. Australian Treasury, Policy Impact Analysis — Climate-related financial disclosures, September 2023.
29. Allens for the AICD, Director Liability: comparative assessment of Australia and international peers, September 2025.
30. Allens, 2026 mid-year interim class action report, 23 July 2026.
31. Howden, Directors' and Officers' Insurance Trends Report 2026, 29 April 2026.
32. ASX Corporate Governance Council, Corporate Governance Principles and Recommendations, 4th edition, February 2019; draft 5th edition released for consultation 21 July 2026.
33. ASX Listing Rules, Chapter 10 (rules 10.17, 10.17A, 10.17B).
34. Corporations Act 2001 (Cth) ss 180, 202A, 202B, 292A, 296A, 1707D.
35. Superannuation Guarantee (Administration) Act 1992 (Cth) ss 12(2), 17A(2).
36. Guerdon Associates, ASX 100 Non-Executive Director Minimum Shareholding Requirements, 13 November 2023.
37. Spencer Stuart, 2025 US Board Index and 2025 UK Board Index.
38. KPMG UK, Guide to Directors' Remuneration, January 2025.
39. Southlea Group, 2025 TSX Director Compensation Trends, 18 September 2025.
40. Institute of Directors New Zealand and EY, Directors' Fees Report 2024/25 (free summary), 7 October 2024.
41. Watermark Search International with AICD and Deloitte, Board Diversity Index 2026, 10 June 2026.
42. AICD, Gender Diversity Snapshot, data at 30 June 2026, published 4 August 2026.
43. Australian Bureau of Statistics, Consumer Price Index, Australia, June quarter 2026 and prior releases.