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The inclusion of independent directors on the board of listed companies emerged in corporate governance policy in the early 1990s in Australia, with corporate principles developed by the Australian Stock Exchange (ASX) including that boards comprise a majority of independent directors and that the chair should be an independent director.
The 2009–10 Cooper Review of superannuation endorsed mandating that one third of directors be ‘non associated’ directors and the 2014 Murray Report on the financial system supported mandating for a majority of ‘independent’ directors and an ‘independent’ chairperson on superannuation fund boards.
The policy reasons for the measures proposed by the Bill are contested—although there is general agreement about the importance of good governance at a board level to entity performance.
There are differing views about whether requirements for independent trustee members and an independent chair should be mandated or expressed in general principles which individual boards can choose to implement.