The ASX Corporate Governance Council has released consultation materials for a proposed fifth edition of the Corporate Governance Council Principles and Recommendations.

The draft contains new recommendations or updated disclosure expectations related to:

• Disclosure of board skills and diversity, and related processes.
• The interests of a listed entity’s key stakeholders and how the entity engages with them.
• Non-executive directors not receiving performance-based remuneration or retirement benefits.
• Performance-based remuneration clawback provisions for senior executives.
• Disclosure of the outcomes of code of conduct breaches (on a de-identified basis).
• Disclosure of verification processes for periodic reports, as well as auditor tenure review processes.
• Disclosure of a listed entity’s material risks, as assessed by the entity, rather than specific material environmental and social risks.

It is currently envisaged that the Council will release the final version of the fifth edition of the Principles and Recommendations early in calendar 2025, to potentially take effect for financial years commencing on or after 1 July 2025.

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