5 decades of strengthening Australia's governance

Thursday, 01 May 2025

Kate Racovolis photo
Kate Racovolis
Features Editor, Company Director Magazine
    Current

    As the AICD’s flagship Company Directors Course marks its 50th anniversary, graduates share reflections on five decades of governance development that shaped Australian business. (This is the second section of a two-part series. Click here for the first part.)


    This year, the CDC marks its 50th anniversary, and the prestigious “GAICD” badge, awarded exclusively to graduates of the course, is an instantly recognisable qualification for company and organisational directorship in Australia. Graduates span decades and join an esteemed and diverse cohort of alumni across many sectors. The course has become what many of its graduates call “essential” business training.

    Many Australians embark on director careers with a desire to return their knowledge to the market and society. They have a deep desire to give back. Effective governance can make an impact far beyond the walled gardens of organisations today. This enduring truth is the foundation of the Company Directors Course (CDC), a 50-year-old institution built by the world’s largest director organisation, the AICD. Emeritus Professor Geoffrey Kiel FAICD, a corporate governance and strategy expert, early architect of the CDC and chair of Strategic Governance, says governance in all its complexity has never been more important.

    “Everything we do in our modern life involves an interaction with an organisation,” he says. “They are fundamental to modern society. If we’re going to have a society that really works, then we need to have organisations that know how to balance the needs of various stakeholder groups and work within the law, but also have an ethical basis, whether they’re for profit or not-for-profit.”

    The AICD was officially constituted in 1990 by the merger of the Company Directors Association of Australia and the Institute of Directors (IoD). The IoD was formed by royal charter in the United Kingdom in 1906.

    In the 1960s, branches of the IoD began to appear in Australia at a time when the concept of “good” corporate governance was in its infancy.

    The CDC began life as a program run with the University of New England. Its earliest iterations were rooted in governance practice of the day, with some board budgets recommending a $700 contingency allowance for purchasing a new typewriter, as revealed by 1980s AICD Victorian Council meeting notes.

    As academic and industry literature about governance evolved — alongside global and local examples of poor director behaviour — so did the AICD’s flagship course. Today, the CDC is highly vocational and equips its graduates with knowledge across governance and directorship, the legal environment, risk and strategy, financial literacy and performance and board effectiveness.

    The other side of the coin

    Kiel notes the study and practice of good governance was previously overlooked, as management and the role of the C-suite was a primary focus. “The academic in me says, when I started, life was all about management. The word governance was hardly ever spoken. It was about management and the CEO role. The Americans were very strong on this. We’ve come to recognise management is one side of the coin. The flip side is governance, and the two things are different. Where management is about the day-to-day operations of the organisation, governance is about the checks and balances to ensure the organisation is acting for the betterment of society, no matter what sort of organisation it is.”

    A landmark report

    The 1990s marked a pivotal moment in the evolution of corporate governance. In 1992, the UK Cadbury Report — Financial Aspects of Corporate Governance — made a series of recommendations to raise governance standards and improve the control and reporting functions of boards. The landmark report was created after a wave of high-profile corporate scandals and brought about fundamental change to governance. Its codes were adopted in more than 100 countries. The impact was also felt in Australia, resulting in a call for greater corporate responsibility.

    “Previously, the concept of a director really was [as] a home for retired CEOs and businesspeople, or as I called it, a halfway house between the CEO job and the golf course,” says Kiel. “Since then, we’ve had so many court cases. The responsibilities of directors have been strengthened. The Corporations Act itself changed markedly, as did case law around directorship and, in particular, the responsibilities of directors to exercise care and diligence.”

    Education evolution

    The Cadbury Report and a string of corporate scandals galvanised a wave of interest in education for directors, as it was taken ever more seriously in the eyes of the law and society. CDC enrolments rose and in the past 50 years, more than 100,000 have taken the course, 90,000 of them since 2003.

    Kiel says directorship education has also broadened its appeal to be increasingly relevant outside the boardroom. “If you’re a professional manager, you should do the course. Even if you don’t want to be a director, you should do the course just to understand what boards of directors are about.”

    Governance is undoubtedly more complex and ubiquitous, with directors held to far higher legal and ethical standards than 50 years ago. But Kiel says the key ingredients for the high-performing director are as simple as they were in the 1960s — a strong understanding of directorship, behavioural maturity and the commitment to apply oneself to its professional practice.

    2010s: Modern risks proliferate, digital disruption and a banking Royal Commission

    Dr Christine Yates GAICD

    What was the CDC like? 

    Pragmatic, informative and highly relevant to contemporary governance challenges. It provided valuable insights into boardroom dynamics, decision-making and regulatory considerations. I appreciated the opportunity to engage with like-minded executives and directors from diverse industries.

    What was the most important lesson?

    One of the key takeaways was the importance of executives understanding board processes as deeply as board members themselves. At the time, I was an executive and the CDC helped me refine how I presented and structured information for boards, ensuring greater clarity and strategic alignment.

    How did it help your career? 

    As both a group executive and CEO, I had to continuously shift between operational execution, strategic vision and external factors such as economic trends and competitive landscapes. The CDC helped me develop and refine this ability to “context shift”.

    How has governance changed since you took the course?

    While the core principles remain unchanged, the scope of board responsibilities has expanded significantly. Increased regulatory oversight, technological advancements and evolving stakeholder expectations have placed greater demands on boards. Directors must be more engaged, proactive and forward-thinking, with a heightened focus on professional governance, risk management and ethical leadership.

    What key governance issues were you contending with at the time?

    When I completed the refresher course in 2018, governance in the financial services sector was under intense scrutiny due to the banking Royal Commission. Board oversight of corporate culture was a dominant issue, along with the challenge of governing complex organisations effectively. There was a strong emphasis on how boards could be accountable and foster a culture of integrity and ethical decision-making.

    Advice for someone starting out?

    For executives considering a board career, I strongly recommend starting before transitioning out of your executive role. Gaining board experience while still in an executive position provides a deeper understanding of governance and strategic oversight, making the transition smoother. When joining a board, be clear on the unique value you bring — whether it’s subject matter expertise, professional skills such as legal or financial acumen, or contemporary executive experience.

    Jahna Cedar OAM GAICD

    What was your first directorship?

    I sat on numerous community boards and committees in my youth. My first big board was an Aboriginal Corporation with more than 3000 members, working under a land use agreement.

    What was the CDC like? 

    At first, quite daunting. As imposter syndrome crept in, I found myself questioning whether I belonged. As a young Aboriginal woman without ASX-level experience, I often felt like a minority within a minority. But the quality of the content and the culturally safe environment quickly shifted that narrative. It was professionally enriching and personally affirming, giving me the confidence to own my space in governance and leadership. 

    How did it help your career?  

    It deepened my understanding of governance principles and strengthened my ability to confidently operate in board and executive roles. The knowledge and insights gained through the course have directly supported the establishment of my consulting business. 

    How has governance changed since you took the course?

    It has evolved significantly, becoming more inclusive, values-driven and responsive to societal expectations, with a noticeable shift towards prioritising diversity, cultural competency, ethical leadership and stakeholder engagement beyond shareholders alone. As someone working at the intersection of corporate and cultural governance, I’ve seen a growing recognition of the value First Nations governance principles bring to decision-making, risk management and accountability. 

    What key governance issues were you contending with at the time?

    I was navigating the tension between operational delivery and strategic oversight, while ensuring culturally informed decision-making in a corporate environment. Key governance challenges included board capability building, risk management, stakeholder accountability and embedding First Nations values into governance structures. It was a steep learning curve. 

    Advice for someone starting out? 

    Back yourself. You don’t need to have all the answers on day one. Take time to understand your legal and ethical responsibilities, but also trust the value of your lived experience and cultural knowledge. Surround yourself with good mentors and never underestimate the power of your voice at the table. 

    Nicky Sparshott GAICD

    What was your first directorship?

    WWF Australia, which I took up in 2018. I also took up my first committee role on this board (finance and risk) and chaired the Innovation Ventures Group.

    What was the CDC like? 

    I did the International course in Singapore. There was a balance between theory and practice, and an open, caring, stretching environment. It gave me the opportunity to walk in both executive and board members’ shoes — deepening my understanding of their complementary yet distinct roles in setting strategy, driving governance and ensuring excellence in delivery for all stakeholders.

    How did it help your career?

    The experience elevated my leadership, deepened my knowledge and skills to add value as a board member — and as an executive working with a board — and opened a door to new people and opportunities.  

    Most important lesson you learned?

    Great governance is about asking the right questions, not having all the answers. It is about listening twice as much as you speak.

    How has governance changed since you took the course?

    Corporate governance has evolved with increasing expectations on boards to oversee financial performance and shareholder returns alongside broader responsibilities, including long-term sustainability, ethical leadership and responsible corporate citizenship, and engaging with a broader set of stakeholders.

    What key governance issues were you contending with at the time?

    They included ensuring product safety and marketing to children, ethical sourcing and transparency of supply chains, the rise of ecommerce and direct-to-consumer models and associated privacy issues — for example, General Data Protection Regulation — and balancing quarterly delivery with long-term brand building and sustainable business investment.

    Advice for someone starting out?

    Balance your expertise with a beginner’s mindset. Stay open, curious and ready to learn.

    George Savvides AM FAICD

    What was your first directorship?

    I became Sigma Co Ltd managing director in 1996 and my first non-executive director role was in 2013 at Ryman Healthcare, a publicly-listed New Zealand retirement village and rest home operator.

    What was the CDC course like?

    I loved it. I remember listening to [the late] Professor Bob Baxt, who reminded us at the time there were over 40 legislative Acts of Parliament that could take a director’s home from them, should they be found to breach various NED regulatory obligations.

    Most important lesson you took from it?

    The importance of retaining an objective view through the governance role, with an “outside-in” stakeholder — customer, shareholder, regulator — perspective, as you oversee management processes and performance.

    How did it help your career?

    I wasn’t expecting to have a non-executive director portfolio career after my executive CEO career, but somehow the boardroom experience of being a CEO working with a board, including several ASX listings, and the governance skills that the CDC amplify, resulted in a flow of NED opportunities opening up.

    How has governance changed since you took the course?

    Although the core principles remain fundamental, the complexity surrounding good governance has multiplied. The need to ensure strong governance by addressing risk in its various forms, compliance, business continuity, sustainability, workforce talent and succession are all now added to the NED job description.

    What key governance issues were you contending with at the time?

    In 2011, when I was MD of Medibank, the organisation was transforming from a pure-play health insurer to a health assurance company. Having recently acquired a large telehealth business and a significant care management health fund, we were deep into business integration and innovation around better care pathways for health fund members. Our board governance moved dynamically with this change, adopting deeper governance skills in healthcare and clinical governance. I worked with the chair to build our governance capability to ensure it was able to give strong oversight to this rapidly transforming organisation.

    Advice for someone starting their career?

    The CDC brings a different perspective to directing a business compared to that of management. It also introduces you to the role of the board as a governance team and how the board operates to meet its charter obligations.

    Peter Everingham GAICD

    What was your first directorship?

    With IDP Education, which later listed on the ASX. I was still in my executive career at SEEK, which had acquired 50 per cent of this business, owned by all 38 Australian universities.

    How did the CDC help your career?

    I completed the course in my early 40s and by age 47, I’d made the decision to leave full-time executive work and commence my NED career. The CDC helped me understand the importance of good NED work and the contribution my own skills and experience could make.

    What was the most important lesson?

    That “risk management” is the heart of our role as directors and doing this well requires much diligence, courage and healthy discussion, and ultimately, making good, clear decisions.

    How has governance changed since you took the course?

    Unsurprisingly, it’s become more complex, particularly in the past five years. With risk management at the core, the number of areas requiring oversight — and the level and depth of attention needed within each — have increased. Whether WHS, cyber, payroll regulation and accuracy, or environmental risk and strategic risk, it requires more time and care.

    What key governance issues were you contending with at the time?

    The board I was on was a joint-venture between multiple stakeholder groups with different mindsets and differing priorities within their own organisations. It was important to remain focused on our duty as directors without being distracted by individual shareholder interests.

    Advice to someone starting out?

    Be clear on what matters to you for the boards you’d like to join. Then take it slow, sticking to your preferences. Don’t try to fill up your portfolio quickly. Think of creating the right mix over three years, not one.

    Philip Chronican GAICD

    What was your first directorship?

    Not counting industry bodies and internal boards, my first director role was the NSW Treasury Corporation. My first listed board was at NAB in 2016.

    What was the CDC course like?

    The course was thorough and the preparation for the assessment was significant. I recall the sheer workload as being really heavy.

    What was the most important lesson?

    Certainly the need to understand financial risks and for a board to step back from day-to-day issues to get a clear picture of what is going on.

    How has governance changed since you took the course?

    Governance has become harder, especially in the regulated sectors where regulators are looking to boards for a lot more — in financial services, post-Royal Commission, for example.

    Advice for someone starting out?

    My advice to someone starting out as a director in the listed sector is to learn from the case studies that play out all around us all the time. Think about WiseTech, Star Entertainment, Mineral Resources and Optus. In all these cases, you can think through what the board did and didn’t do and what we can learn from that. Stay curious.

    Bridget Fair GAICD

    What was your first directorship?

    With copyright collecting society Screenrights in 1996, stepping into the chair role from 1999. It was a great introduction to balancing the interests of diverse stakeholders in the media and content sectors.

    What was the CDC like?

    Rigorous, insightful and highly practical. The opportunity to learn in a group environment was a great proxy for the group dynamic of a board. It was a strong foundation in governance, risk management, financial literacy and director responsibilities. The case studies and peer discussions brought the concepts to life.

    What was the most important lesson?

    The critical role directors play in balancing strategic oversight with risk management. Upskilling in financial literacy, as well as understanding the legal and fiduciary responsibilities of a director, was also invaluable. It highlighted the core elements of board effectiveness and collaborative decision-making.

    How did it help your career?

    Shortly before commencing the course, I’d taken on a NED role with an ASX-listed company. The CDC formalised my understanding of financial literacy and governance, and gave me the confidence to approach the complexities of a directorship in the publicly listed environment.

    How has governance changed since you took the course?

    It has evolved significantly, with an even greater emphasis on balancing long-term sustainability with short-term performance and strong financial results, driven by the growing pace of change in many industry sectors. Boards are increasingly expected to focus on ESG, which is seen as integral to long-term value creation. Stakeholders want greater transparency and are influencing boards to adopt more proactive strategic approaches and reporting standards. Cybersecurity, AI governance and managing reputational risks are now essential board capabilities.

    What key governance issues were you contending with at the time?

    I was involved in governance challenges around digital disruption, evolving regulatory landscapes and corporate strategy in a rapidly changing media and business environment. The course helped provide frameworks for addressing these issues effectively.

    Advice for someone starting out?

    Take the time to understand governance fundamentals, stay informed about regulatory and industry trends, and seek mentorship from experienced directors. Always read your board papers and be prepared to contribute to all aspects of the discussion. Remember integrity and independence of thought are critical attributes of an effective director.

    Jahna Cedar OAM GAICD

    What was your first directorship?

    I sat on numerous community boards and committees in my youth. My first big board was an Aboriginal Corporation with more than 3000 members, working under a land use agreement.

    What was the CDC like? 

    At first, quite daunting. As imposter syndrome crept in, I found myself questioning whether I belonged. As a young Aboriginal woman without ASX-level experience, I often felt like a minority within a minority. But the quality of the content and the culturally safe environment quickly shifted that narrative. It was professionally enriching and personally affirming, giving me the confidence to own my space in governance and leadership. 

    How did it help your career?  

    It deepened my understanding of governance principles and strengthened my ability to confidently operate in board and executive roles. The knowledge and insights gained through the course have directly supported the establishment of my consulting business. 

    How has governance changed since you took the course?

    It has evolved significantly, becoming more inclusive, values-driven and responsive to societal expectations, with a noticeable shift towards prioritising diversity, cultural competency, ethical leadership and stakeholder engagement beyond shareholders alone. As someone working at the intersection of corporate and cultural governance, I’ve seen a growing recognition of the value First Nations governance principles bring to decision-making, risk management and accountability. 

    What key governance issues were you contending with at the time?

    I was navigating the tension between operational delivery and strategic oversight, while ensuring culturally informed decision-making in a corporate environment. Key governance challenges included board capability building, risk management, stakeholder accountability and embedding First Nations values into governance structures. It was a steep learning curve. 

    Advice for someone starting out? 

    Back yourself. You don’t need to have all the answers on day one. Take time to understand your legal and ethical responsibilities, but also trust the value of your lived experience and cultural knowledge. Surround yourself with good mentors and never underestimate the power of your voice at the table. 

    Nicky Sparshott GAICD

    What was your first directorship?

    WWF Australia, which I took up in 2018. I also took up my first committee role on this board (finance and risk) and chaired the Innovation Ventures Group.

    What was the CDC like? 

    I did the International course in Singapore. There was a balance between theory and practice, and an open, caring, stretching environment. It gave me the opportunity to walk in both executive and board members’ shoes — deepening my understanding of their complementary yet distinct roles in setting strategy, driving governance and ensuring excellence in delivery for all stakeholders.

    How did it help your career?

    The experience elevated my leadership, deepened my knowledge and skills to add value as a board member — and as an executive working with a board — and opened a door to new people and opportunities.  

    Most important lesson you learned?

    Great governance is about asking the right questions, not having all the answers. It is about listening twice as much as you speak.

    How has governance changed since you took the course?

    Corporate governance has evolved with increasing expectations on boards to oversee financial performance and shareholder returns alongside broader responsibilities, including long-term sustainability, ethical leadership and responsible corporate citizenship, and engaging with a broader set of stakeholders.

    What key governance issues were you contending with at the time?

    They included ensuring product safety and marketing to children, ethical sourcing and transparency of supply chains, the rise of ecommerce and direct-to-consumer models and associated privacy issues — for example, General Data Protection Regulation — and balancing quarterly delivery with long-term brand building and sustainable business investment.

    Advice for someone starting out?

    Balance your expertise with a beginner’s mindset. Stay open, curious and ready to learn.

    2020's: Technology accelerates, governing through a global pandemic

    Joel Rauer GAICD

    What was the CDC like?

    It provided me with a solid foundation across a variety of governance principles. The curriculum was well-structured and the content highly relevant to modern governance matters.

    Most important lesson you took from it?

    The importance of continuously keeping up with emerging economic and geopolitical trends, and challenging your own existing knowledge. The course emphasised the necessity of staying adaptable and proactive in the face of evolving governance landscapes, ensuring decisions are informed by the latest insights and best practice.

    How did it help your career?

    I believe it will significantly help my career by equipping me with further skills and knowledge to navigate complex governance and organisational issues. It has enhanced my confidence in making informed decisions and provided me with a larger professional network.

    How has governance changed since you took the course?

    I’ve noticed a greater emphasis and focus on geopolitical issues, sustainability, diversity and tech advancements such as cybersecurity and AI. The role of directors is more dynamic than ever, requiring continuous learning and adaptation to new challenges and nuances.

    What key governance issues were you contending with at the time?

    Regulatory compliance, risk management and ensuring effective stakeholder engagement.

    Advice for someone starting out?

    Prioritise continuous learning and development. Ensure you stay updated on emerging trends in governance, the economy and wider geopolitical environment. Building a strong network and seeking mentorship from experienced directors can provide valuable insights and support.

    Katherine Boiciuc GAICD

    What was your first directorship?

    Infoxchange, a leading NFP social enterprise providing technology services to organisations supporting disadvantaged communities.

    What was the CDC like?

    It was a fun residential intensive covering a wide range of topics essential for effective governance. While the course is designed to provide a deep understanding of the responsibilities and challenges faced by directors, it comes with the gift of rapidly expanding your board network. I met incredible people who have continued to inspire and support my board career.

    Most important lesson you learned?

    The importance of ethical leadership and accountability. We are entrusted with the responsibility to act in the best interests of the organisation and its stakeholders. Maintaining high ethical standards is paramount.

    How did it help your career?

    It significantly enhanced my understanding of governance and strategic decision-making to lift above the operational day-to-day and focus on a longer horizon. It provided me with the tools and frameworks needed to navigate complex boardroom scenarios and make informed decisions. This knowledge has been invaluable.

    How has governance changed since you took the course?

    Governance has evolved considerably. There is now a greater emphasis on technology, transparency, stakeholder engagement and sustainability. Boards are increasingly focused on ESG issues, and there is a heightened awareness of the need for all board members to understand technology and how to use it to shape the future.

    What key governance issues were you contending with at the time?

    They included managing the impacts of the pandemic, ensuring financial sustainability and navigating the upside of technology disruption. There was also a strong focus on the risk of inaction and the need to adapt to rapidly changing technological landscapes.

    Advice for someone starting out?

    Continuously seek knowledge and stay informed about the latest trends and best practices in governance. Building a strong network of mentors and peers can provide invaluable support and insights.

    Oliver Martin GAICD

    What was your first directorship?

    Madignoo Investments Pty Ltd, my own property investment company. I still operate in the executive space with a plan to transition to the non-executive space over the next 10 years.

    What was the CDC like?

    The facilitators were experienced and refreshing in their approach to the course. The content was enlightening and challenging, forcing an executive like me to think like a non-executive.

    Most important lesson you learned?

    Having strong business strategy planning systems, risk management systems and a robust skills matrix are key requirements for a successful governance structure.

    How did it help your career?

    Having been a chartered accountant for 20 years and worked up the C-suite to my current group CEO role, the CDC provided a great framework to develop governance skills and understanding I hope will stand me in good stead as I transition from executive roles over the next 10 years.

    How has governance changed since you took the course?

    The impact of technology on governance continues to increase in an almost unbridled manner. Other professions in business have strong ethical and professional development frameworks that must be complied with to maintain membership of the respective professional bodies. IT is a laggard in this regard, which is an ever-growing risk for businesses with their increased reliance on technology.

    What key governance issues were you contending with at the time?

    As the first independent group CEO for a 750-employee, $200m, family-owned second-generation business, and reporting to the owner/group MD, the key issue has been the measured development of our governance structures including the group executive team, advisory board and family council.

    Advice for someone starting out on their director career?

    Don’t rush into your transition from executive to non-executive roles. Leveraging your business experience to provide valuable performance insight will empower your ability to influence management for the betterment of the business.

    Kate Benfer GAICD

    What was your first directorship?

    Our family poultry business and Darwalla.

    What was the CDC like?

    Intense and fast-paced. The diversity of experience and backgrounds of our fellow students heightened classroom interactions.

    Most important lesson you took from the course?  

    The importance of a good chair to get the most out of the knowledge in the boardroom and ultimately, the best outcomes for the company.

    How did it help your career? 

    It provides an ASX standard to benchmark our governance practices against, giving me confidence to speak up in the boardroom.

    How has governance changed since you took the course?  

    There’s more onus on directors and more compliance obligations. The increased regulatory load can take away from strategic discussions.

    What key governance issues were you contending with at the time?

    We were transitioning from a family-only board to a majority independent board. The course helped us to raise the bar.

    Advice for someone starting out?

    Seek advice and support from others, and don’t be afraid to ask questions.

    This article first appeared under the headline '50 years of strengthening Australia's governance’ in the May 2025 issue of Company Director magazine.

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