Cybersecurity, shareholder activism and female participation all being considered by Australian Institute of Company Directors

The AICD has added additional cyber courses aimed at the whole board, as well as for individual directors since last year. Since December last year, the education and advocacy organisation has convened 10 webinars canvassing cyber governance.

Rigotti, who officially took over as chief executive in September after more than 30 years at Freehills, says he would like to add to course work and webinars by providing directors with more “real-time resources”.

Private briefings

This could include issuing condensed practice notes or convening private briefings.

“I see there’s a role for the AICD in providing a safe environment for the exchange of knowledge, without fear of retribution,” Rigotti says. “[We are] not a government authority. We’re not a regulator. We’re actually transferring knowledge which is beneficial to another part of the broader community.

“If [we] talked to 10 directors and said: ‘What do you need?’ They’re not going to say: ‘I need a course in six months’ time, for five days.′ They are saying: ‘I need guidance on cyber. That’s the number one issue that we’re grappling with.’”

Cyber, of course, is not the only issue directors are dealing with. Rigotti can see potential interest in private briefings to discuss other thorny topics, such as shareholder activism.

“[Take] AGL,” Rigotti says. “What do [directors] need to be aware of? [They could be thinking]: ‘We’ve got a carbon footprint. An activist might want to change it.’

“The AGL board is trying to do the right thing. They’re in the press every day, which they hate. They’ve got an activist who’s got 11 per cent of the company and trying to get four board seats, which looks like a takeover without a premium. So, what are those directors learning that people in comparable positions need to know? And how do we play a role in transferring that knowledge?”

Rigotti concedes that despite efforts to appoint more women and people from different ethnic communities to boards, the so-called directors’ club still exists.

“People are people and you’ll always prefer people who are like yourself. There’s just an inbuilt bias, whether you’re male or female, or if you live in the eastern suburbs. Whatever it might be, there is going to be a level of bias. So there probably are clubs, whether you like it or not. That’s human behaviour.”

But Rigotti says boards are trying to conquer this inherent bias through tools such as skills matrices. The new broom CEO, who replaced Angus Armour, adds that the AICD could look to extend its successful female mentoring program to include would-be directors with non-Anglo backgrounds, or those who are younger, say in their 30s and early 40s. For the latter group, there might also be education material that could be better targeted at them.

So, should companies drop their preference to hire directors with profit and loss experience? Rigotti doesn’t think so.

“I think [P&L experience] is a good thing to have. Not exclusively. You should have none of this as tick-a-box stuff, but it’s a good thing to have.”

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