Boardroom Conversations with Andrew Fraser

Episode 2: Andrew Fraser: From the cabinet room to the boardroom, mega mergers in the super sector, and the importance of succession planning

Andrew Fraser is the former Deputy Premier of Queensland and the chair of super fund Australian Retirement Trust. He’s also the chair of NFP Orange Sky, the President of Motorsport Australia, and a director with the Brisbane Broncos. We talk about his path from politics to the boardroom, mergers in the superannuation sector, and the importance of succession planning.

Transcript

BENNETT MASON

Hello and welcome to Boardroom Conversations, a podcast from the Australian Institute of Company Directors. My name is Bennett Mason and thanks so much for listening again. In each episode we’ll have candid conversations with some of Australia's leading directors, delving into their background, journey to the boardroom and a few of the challenges they face along the way. Our guest this time is Andrew Fraser. He's the chair of super fund the Australian Retirement Trust and NFP Orange Sky. Andrew is also the Chancellor of Griffith University, President of Motorsport Australia and a director with the Brisbane Broncos. But before all that, he was in Queensland politics, serving in that state as both Treasurer and Deputy Premier. Andrew, thanks so much for joining us.

ANDREW FRASER

Thanks for having me.

BENNETT MASON

As we just mentioned, before you became a board member and director, you had an impressive career in politics. What did your time there teach you and how did it prepare you for the boardroom?

ANDREW FRASER

Well, I was fortunate in my experience in representative public life, in that I spent the entire time in government and most of it as a minister and a good chunk of it as Treasurer, to be honest. So, I think the thing that I learnt the most through that period of time was how to manage complexity. And there was a book written by Michelle Grattan, who is still writing these days. She wrote a book in 1982 called Can Ministers Cope: A Different Era, A Different Time. And the essential thesis was these jobs are too big for an individual. And if you think about what they're like now or even when I was doing it, which is just over ten years ago, they are jobs of enormous complexity. And I think the biggest thing I learnt was how to work through complexity and how to sort the signal from the noise, what to focus on and what not to focus on.

BENNETT MASON

That must help when you're going through some of those meaty board papers too.

ANDREW FRASER

Yeah, I sometimes say to people in that inevitable conversation that happens out of every board review about how the board papers could be better, government teaches you how to find what you need to get, because you get used to dealing with a lot of information. That's what bureaucracies produce. And so, I probably have two perspectives on it. One is, I think it gave me a great skill in being able to get to what I need in a too large pack of information. But at the same time, it's given me too high a pain threshold, so others find the pain point before I do. And I think that's a lesson that it would be a good one to unlearn at some point.

BENNETT MASON

Now, most of us have never been inside a government cabinet meeting. Give us a sneak peek. How does a cabinet meeting function? Is it similar to a board meeting?

ANDREW FRASER

I think there are some similarities and then some pretty obvious differences. I think one of the things that I would say is cabinets at different levels of government and under different leaders are very different beasts. And just as boards with different leadership can be different operating organisations or have different rhythms. And the main difference, I think, is that at a cabinet table you've got a whole heap of people who are representing a part of the broader organisation. Ministers have portfolios. They’re there as advocates for a particular set of people, issues, constituents, stakeholders, and agendas. Whereas at a board table, while you might have directors who are chairing significant and important committees, they're not there as the advocate for that function. They're there to perform a quite a different role. The similarity is that ultimately, our system of government in Australia is premised upon an idea that Cabinets are collective decision-making bodies. So in the end, the decision a Cabinet makes has to sort through all of those differing agendas and different requests and come up with the best decision overall. So that collective decision-making function and collective responsibility is a very strong similarity and trait. But there is a slightly different arrangement, in terms of the way that the collective body is brought together.

BENNETT MASON

Now, when you were a Treasurer and also a minister, you would have had oversight of Queensland government boards. What do you think makes for an effective government board?

ANDREW FRASER

I think there's a threshold question for people who seek to serve on public boards and are invited to do so, and that is for them. Like in any decision to serve on any board, to understand the operating environment. So, I think the way to conceive of it or to conceptualise it is, in the end, the government is a shareholder. They're a singular shareholder, usually a dominant shareholder. And many people find it a challenge to conceptualise the government as having that role and conceive of the organisation as separate to that. And I think if you have that start point then you'll struggle to contribute the most value at a public board or a government owned board. But it's almost the other side of the equation that's worth emphasising, and that’s that governments are long run organisations, in terms of their ultimate existence. Beyond the political cycle, I'm talking about here. And so, they’re a shareholder that's always going to stand behind you and they provide a certain level of comfort or capacity to be able to then discharge the role at the board table. But it's no different to signing up anywhere. You need to understand the culture, understand the mandate, understand the operating environment, and press on from there.

BENNETT MASON

Let's talk a little bit about your career now. As you mentioned, you left politics and then moved on to the boardroom. How did that come about? And how did you adjust to your new life as a company director?

ANDREW FRASER

Well, straight after politics, and I think it's kind to say that I left politics. I'm retired by popular demand. It's an occupational hazard in democracy. But I actually went to work as an executive at the NRL for about four years. And of course, lots of folks involved in the NRL find themselves at the end of a career at 35, and so I had that in common with a bunch of people. But that was an exec role where I was the head of strategy and investment. So, I did the media deals at the NRL in that era and that was a great bridge for me between life in government and then heading toward the boardroom. So, I was on the Sports Commission during that time. And inside the NRL, I was on the Rugby League World Cup, which was a special purpose vehicle, as a director on that board for conducting the World Cup across three countries in 2017. So that bridged me into board work. And I guess the thing that I've found most useful in terms of the overall journey between sitting at the Cabinet table and sitting at the board table is the role of a minister is much more akin to being a chair than it is to a CEO. In my view. If you're a minister, then you're sitting atop an agency or maybe more than one. Those agencies will have chief executives, perhaps by a different name. And the Minister's role is much more about the governance and oversight and the strategic leadership. The parallel doesn't hold perfectly. But I think if you had to choose between one or the other, the experience of being a minister is probably closer to the experience of being a chair of a board, in that sense.

BENNETT MASON

I was going to ask about that because some people, I think, find it challenging at first going from being a hands-on CEO or senior exec and then going into a board position, which is a bit different. But you think being a minister actually prepared you quite well?

ANDREW FRASER

I think it depends on individual circumstances. My take is that it did, and I've certainly observed people who in the first flush of sitting at the board table, in the starting blocks, CEO in exile, we've kind of stamped above them. I've also observed people who never really get away from that and who want the urge to get back in and be more hands-on and more in control. And sometimes that's where people have made decisions to pursue a board pathway for a range of different decisions, whether they're lifestyle-related or for other obligations. Sometimes if you go too early, that can be a real risk. And I think it's a challenge. There's not a bright line, there's not a golden rule here, and it's not a clear demark. It's more a grey, thicker line between where you should play. And for me, that's one of the key things that really makes good directors stand out from other directors.

BENNETT MASON

Andrew, You're now the chair of the Australian Retirement Trust, or ART, which is one of the nation's biggest super funds. Now, some of our listeners might not be as familiar with how a super fund board works. You're obviously not management and you're not the investment committee either. So, what is the role of the board at ART?

ANDREW FRASER

So for us, it is similar to other organisations, in that we hold the ultimate fiduciary responsibility for setting strategy and making sure that the organisation is appropriately risk managed and compliant. But the overlay here is that superannuation funds in Australia, whether they're commercially constructed as in for-profit, or not-for-profit as Australian Retirement Trust is, is irrespective of the ultimate ownership, the superannuation board is a trustee. And so, the trustee duty overlays the basic fiduciary duty of every company director. So conceived of as trustee directors, you have both the standard set of corporate responsibilities and the standard set of fiduciary responsibilities, and then the overlay of acting in accordance with your trustee duties, which are both at law and also particularised in some pretty extensive regulation and legislation. It's a very heavily regulated section of the Australian landscape. That's appropriate. In the end, it's a large corpus of money that belongs to other people. You are a fiduciary looking after other people's money with responsibilities to them. And so that complexity that comes with ensuring you are invested well, looking after other people's money, and doing that in a compliant way that observes all of that overlay, makes the task of sitting at the board table both extremely nourishing but reasonably burdensome compared to other trustee roles. Or other director roles, I should say.

BENNETT MASON

Burdensome because of the compliance and the regulation requirement?

ANDREW FRASER

Yeah, and as I said, I think the sector needs to be appropriately regulated and it should be heavily regulated. It is ultimately other people's money that's being invested. But there are clear and growing expectations, and that's been something that's been building over the last decade or so. In particular through the Royal Commission. I think the game changed for financial services generally, the expectation of what was required beyond the letter of the law and into the spirit of the law. Or that famous, and I think constructive, proposition of “could we, should we?” really has defined the financial services landscape and obviously superannuation in particular.

BENNETT MASON

Let's stick with ART. It was created through a merger of QSuper and Sunsuper where you were previously the Chair. How challenging was that merger and how did you help bring the organisations together?

ANDREW FRASER

So, the truthful answer is it was extremely challenging and it remains a challenge today, a little under 18 months post the formal merger date. I think with every merger, it doesn't complete on the day that the transaction completes. That's just the start of the next phase of integration. And so, I would describe the merger today of Australian Retirement Trust as the biggest challenge, but also the biggest opportunity. And if I go back to describing it as a big challenge to undertake, that's because you were taking two at-scale and well-performing funds, both well-regarded in the marketplace, both well regarded by their members. And so, there was no burning platform. It was ultimately a very strategic decision about setting up for the future, thinking about what the landscape looks like into the future and positioning for that. So, when you are driving to a transaction and or an arrangement that is there for all good reasons or positive reasons, as opposed to just trying to avoid a different set of circumstances, you've really got to work to get people to see the opportunity. To agree with the diagnosis, to look to the future and then to make frankly, a whole series of selfless decisions. So, there's a whole lot of people, both from the two previous boards and across the management structure, who had to work really hard to do themselves out of a job. And the reason that that was possible, and that the transaction completed, is everyone understood their primary obligation and responsibility to the member. This was, in my view, unquestionably the right thing to do in the long-term interests of the members. I've already seen strong evidence of that in the short period of time for us as a merged entity. And I guess the lesson I would take out of that is complexity, challenges, all of the things that come with large transactions, and particularly mergers, are one thing. But if you locate the true north, and centre the role of the member as the beneficiary, and you keep that in mind, then you can get there. And the reality is that Australian Retirement Trust exists today as the second largest super fund in Australia, representing more than 2.3 million people, their retirement savings, is evidence of the fact that these things are possible.

BENNETT MASON

I think that's a good lesson for organisations of all shapes and sizes when they're going through a merger. You talked about the size of ART. It is also getting bigger. It's merged with some other funds. You don't need to go into specifics, but do you think more mergers are ahead for the super industry?

ANDREW FRASER

I think that's been a trend that's been underway for a number of years now. And I think that ultimately in what time frame, I'm not going to put a number on it. But not the next 5 minutes and probably not as long as ten years. You'll see a peloton of larger funds at one end of the scale and then probably a series of smaller, niche, dedicated or, I don't like to use the word “boutique”. But if I use that, people probably get a sense of the point. That is, smaller funds that have a particular role or a particular customer base that have an economic proposition. But there's no doubt that economies of scale are a really large driver in the landscape. That's what underpins the rationale for our merger and that is certainly what is the platform for delivering the benefits to members.

BENNETT MASON

The scale and size of super funds, the assets under management, is pretty extraordinary. The super funds are all major investors in listed and unlisted companies across the economy. That obviously makes super funds a really important stakeholder for boards. How do you think directors can better engage with the super funds that invest in their company?

ANDREW FRASER

So, the first thing I'd say is probably a contextual point. And that, is I'm old enough to remember when through the eighties and the early nineties there was a national anxiety and a moral panic about the idea that we were as a nation, were capital importers. And so, everyone ran around with high anxiety about the current account deficit.

And when I say that, people who might actually remember that time, might think: “When was the last time I had someone talk about the current account deficit?” And I make that point because what superannuation in this country has done is created a supply of capital. And now we’re capital exporters as a nation rather than capital importers. And I just think that that's worth recentering in terms of thinking about superannuation.

And actually, this has created something which is incredibly valuable to us as a nation, and that then creates a high responsibility on the super funds themselves. We have this experience in Australia from time to time where something like our retirement income system, the superannuation system, regularly gets written up as one of the top three or four systems in the world.

Other people come to this country to look at our system, the design of it and the benefits that it provides to its citizens. And we sometimes, or at least a lot of the discussion in our publications at times, is why superannuation is the root of all evil and going to be the end of the world as we know it.

Actually, having a cohort of patient capital that exists to support investment in this country is a good thing. And I think that's where we need to start a conceptualisation of it. So, I probably provide that comment as a precis to saying I think the directors of listed entities, or indeed unlisted entities, which increasingly funds like ours are invested in and interested in investing in and are good providers of long term and patient capital. Disciplined capital, capital that's seeking a particular return.

But obviously patient and disciplined capital is, to take probably the earlier point. That is, this is part of the landscape. And if you understand that part of the landscape then, like understanding any provider of capital, whether that's a shareholder or a bank or another provider, you understand where they're coming from, then you'll go a long way towards being able to get the most out of that relationship.

BENNETT MASON

The role of super has been much discussed, as you said. You've known the Treasurer Jim Chalmers for a very long time. He's talked about super funds having a role in what's been described as “nation building” projects. And you yourself have been in a special roundtable with other leaders from the finance industry and it talked about getting greater investment in housing projects and more investment for the energy transition. How big a role do you think super funds can play in those areas?

ANDREW FRASER

I think super funds should play a role where there's an appropriate economic return and if there's not, they shouldn't. And I don't think anyone is actually suggesting otherwise, despite the way some of this debate is constructed or conducted, frankly. For me, I think the housing point is quite an interesting one. And that is, it's not unusual and its standard practice basically across the industry for super funds, whether they're for-profit or not-for-profit, whatever their heritage or structure, to have a series of exclusions.

The obvious ones are things like tobacco, which has long been accepted. But when it comes to housing, there's almost this notion that not only should we exclude things like munitions and tobacco, but we should also exclude housing as a potential asset class. And to me, I think that's just completely wrong headed. There's obvious economic opportunity to invest in different types of housing and the reality today is that super funds are invested in construction companies and development companies that develop or construct housing. They're invested in the transmission companies that take the utilities to the housing estates and to the door of housing. But there shouldn't be a separate rule for actually investing in the housing product itself. And I think the ability to make sure that there are proper settings where, if I look at a fund like ours, we've invested in a lot of residential housing projects offshore for a number of years because those settings are economic. Whereas that hasn't been the case in Australia. And I think the last budget made some really good moves on build-to-rent, which was a direct response to the investor roundtable. So that was investors sitting around, talking to the Treasurer and the Treasury and Government, saying these are the settings that will make this more investable for us. And you saw a government that listened to that and made those changes. And I think the onus now is on the industry to respond.

BENNETT MASON

I don't want to talk all day about the super fund industry, even though we could. But recently ACSI, which is one of the umbrella organisations for the industry, has been taking aim at ASX 300 companies that don't have women as 30% of their boards. ART is an ACSI member, of course. How do you think super funds can drive that sort of change at the companies they invest it? Whether it's gender diversity or maybe some other areas?

ANDREW FRASER

Well, I think the answer to that is the same irrespective of whether it's something which is a good investment driver and that is diversity at the board table. There is clear evidence around that. Or whether it's around the particular strategy of an invested company, or whether it's about other issues. And that is to set clear expectations about what it is as a capital provider that you're seeking. And that begins, and is dominated by, the appropriate return for the risk that you're taking. And then it includes the ability, I think, to think about those other factors which do contribute to positive returns over time. So, the only reason to engage in this is to make sure that the returns are optimised over the long term. That's the primary responsibility. When we say members’ best financial interests, we mean it. And so, it's through that lens and no other that we approach the debate.

BENNETT MASON

That discussion around long term returns, ties into climate change and sustainability. You've spoken previously about the need for greater regulation around sustainable finance. Now we know that mandatory climate reporting standards are in the pipeline. They'll be introduced eventually. Do you have a view on what the government should be looking to introduce in this area?

ANDREW FRASER

Well, to go back to the investor roundtable, this was a large part of the discussion for that last exercise, which actually Australian Retirement Trust, we hosted in Brisbane. And I think what the Government is doing at the moment is appropriate, in that they responded again by providing resources for the Sustainable Finance Initiative to ensure that there is clarity about the rules. So, at the moment lots of organisations, lots of companies, lots of not-for-profits are all talking about their sustainability footprint, their path to net zero, their commitment or otherwise to net zero. But the reality is that that's all done by people self-reporting through a range of guidelines. But in the end, the rules aren't crystallised. And the market here is ahead of government in the sense that the market's been doing this for quite some time. And government’s now responding by speeding up that process. So, what it should do and what it is doing, is providing the resources to get to as quick an answer as possible about what the rules of the land are. And if we don't do that as a country, then they're going to be set in North America, they're going to be set in Europe. Those markets are going to define the rules. And as a country, we're going to be a regulation taker rather than a regulation maker. And I think as a nation, we should have the wherewithal to be the authors of our own destiny.

BENNETT MASON

And we'll wait and say exactly what the proposals look like when they're released.

ANDREW FRASER

And the old legislator in me knows that whatever rules are set the first time, they'll need to interact with reality. They'll need to be operated, and then they'll need to be adjusted. But I think we need to set the rules as a nation now.

BENNETT MASON

Climate change and the transition to net zero, of course, that's an important consideration for super funds. Some activist groups and other critics say that super funds, including ART, should do more to engage with the fossil fuel companies they invest in. Do you have a response to that?

ANDREW FRASER

Well, I think in terms of the notion that we should do more, it kind of presupposes that there's a perfect understanding of what is done. And like in every organisation, there's a whole lot of things that are done on a daily basis that are not necessarily published on the front page of newspapers. But I do think the more insightful comment I could make is that there's a clear responsibility here for investors to be able to look forward to the impacts of climate change on longer term returns. And that's sometimes a contested point just amongst our membership, as it is amongst the broader community. But to that I say, this is a risk that's been called out clearly by APRA in the past, as the regulator. It's been called out by the Reserve Bank. It's been called out by policymakers globally and beyond the shores of Australia, obviously. And so, I think when that articulation of this comes as relevant to the task, we as investors have a role and responsibility and that's one that we seek to discharge.

BENNETT MASON

Do you have a view on the debate between divestment and engagement with fossil fuel companies?

ANDREW FRASER

I think divestment has to be part of the suite of options and you have to be prepared to exercise it. And ultimately the influence here, and intuitively this is what advocates, or those who seek to engage with super funds, understand. The influence comes here from the ability of funds which are invested in these companies to be able to have that conversation and provide that level of guidance, request, support. If you're not invested, you're not inside the room. And so, there's no absolutes. There are no absolutes in life generally, and there's no absolutes about divestment or influence. But for us, divestment is the last port of call, not first port of call, because influence comes from being invested.

BENNETT MASON

Greenwashing is something that many directors are concerned about. Whether you’re at a super fund, a listed company, a private company. It's obviously something that regulators are taking a really serious look at. What sort of due diligence do boards need to do over climate statements, reporting and disclosures? And the boards that you're on, do they set metrics or targets on climate change? And how do you monitor that?

ANDREW FRASER

The answer to that is variously. But I think all boards, and it goes back to our earlier discussion about what we would all benefit from across all parts of the Australian economy, whether it's the superannuation landscape which we've spoken about a lot today. But the investment landscape more generally in all organisations is, a clear set of standards and rules about how we report and what we report on and in what format. And when you baseline that information, then you get clarity of outcome and the ability to make decisions. Every decision is, irrespective of context, is enhanced by having better information and better comparators. And I think that's the bit that we're working towards and that's the bit that I think is the most urgent task for government. And it's one that was a clear outcome from the last investor roundtable.

BENNETT MASON

One final question on ART, but it's about a broader matter for directors. You recently added some new directors. Succession planning and recruitment is a crucial role for boards and chairs in particular. Do you have any advice for other boards on successful renewal? And what should boards be looking for new directors?

ANDREW FRASER

I certainly look for this when I'm involved in recruitment processes, whether as a chair or as leader of a board or another role. You've got to always look forward. And that's not the next five minutes. It’s thinking about next year, two years, three years henceforth. It's a poor analogy, but I'm fond of a sporting analogy. But if I think about how we construct the player pipeline at the Brisbane Broncos. We're not just thinking about what the team looks like next weekend. That's actually not the job of the board. But the job of the board is to look at the development of the talent pipeline and to think through three and five years henceforth. To look at who are the potentials that are coming through and to think about who else is in the marketplace and who's coming to the market in a number of months or years. And to plot that out with a view that if you understand what that looks like, you can then position yourself to make the most of that human talent pipeline. And I think for directors and the chairs, you are doing the job best when you're thinking about your successor. So, I think about my successor in the roles that I'm in, because there is a high responsibility, I think, for people who sit in these sorts of roles to think about how they leave the organisation well in the hands of someone who is able to then continue to improve the organisation. To take it to the next level. And too often you witness people who stay at the crease too long. And so, my one observation, or one determination, is I'm determined not to be the chair who stays there too long.

BENNETT MASON

I enjoyed your sporting metaphors in that answer. I think you ended with cricket and began with the rugby league. Now, we talked a lot about ART. You're the chair of this enormous super fund with billions and billions of dollars of assets under management. At the other end of the size spectrum, you're also the chair of an NFP, Orange Sky. You've been there since 2019. What's your role been at Orange Sky as the chair, and how have you helped the founders grow that charity?

ANDREW FRASER

It's a fascinating organisation and Orange Sky, which as people would know, is set up by a couple of guys who are young Australians of the Year, Lucas Patchett and Nicholas Marchesi. And that organisation provides washing and showers for the homeless through mobile vans and other services. And the really fascinating thing about that organisation, and I pay enormous credit to Nic and Lucas on this, is they grew that literally out of the garage. Out of some entrepreneurial ideas and perhaps a bit of crazy brave design. But they got it to a point where it was across Australia and New Zealand, and this is the thing that I would pay credit to. As founders, they then took the view that they needed to change up their board, to get externals, to get people who they didn't know. I didn't know them before I sat down and had a conversation with them. As an aside, by virtue of an AICD introduction. And founders don't often voluntarily give up that level of control, whether you're talking about a social enterprise or a commercial venture. It's a thing, right? But these guys are wise beyond their years in understanding that that was something that they needed to do. And when I started that conversation with them, the way that I calibrated what I should do or what I could do it, the organisation is, as we got to that point. I didn't need to turn up and provide the sort of overlay that might be appropriate at a listed company, or at a superannuation fund, to Orange Sky. I needed to provide it a fit for purpose governance oversight, that provides them with what they need. That is, it's now an organisation that has 50 people working for it and a pretty significant turnover and a lot of assets. So, it's a whole lot of stuff that you need to do responsibly to comply with that. But applying a kind of layered risk management framework, adapted from somewhere else, that kills the golden innovation that actually makes Orange Sky what it is today, would be the wrong thing. And so, I think it's a great lesson about the fact that there's one Corporations Act, there’s one set of directors’ duties. But actually, the context of how you discharge that, and what is actually the ultimate way to discharge that, is very contextual and instance by instance.

BENNETT MASON

As we've been saying, you're the chair at all sorts of organisations, big and small. Do you have any advice for what makes an effective chair regardless of the size of the organisation?

ANDREW FRASER

So, I think one of the one of the strongest attributes you can have as a chair is to make sure you, I'm going to use a footy field analogy again, keep up the chat. That is, make sure that the lines of communication are open, both with your colleagues around the board table, but also particularly with the CEO. One of the things that I do is have regular planned interactions with CEOs as a chair. So that it's just a clearing house. Sometimes that conversation might happen and it's 10-minutes because other things are going on, that's not important. But other times, it's the locus for the sort of conversation that is the difference between “I'm going to set up a 30-minute Teams meeting on issue X and write a paper about it” versus “Can we talk about where I'm hitting on this?” or “I want to sense check my thinking on this.” So that's probably a big part of the equation in terms of how to make that chair-CEO relationship work. On the chairing of the board, I think you need to provide the framework for how the debate's going to be conducted. You need to neither not dominate nor abrogate. And you need to be prepared to step in and call something to a decision or a call it off, to retreat, to come back, or to press to an outcome. And I think the role of chair can be as rewarding as it is challenging.

BENNETT MASON

you've used a few sporting metaphors in our conversation here. You've obviously got a number of positions with sports boards. Boards at sporting organisations have an often unique set of stakeholders. You've got fans, players, broadcasters, sponsors. These groups will often have different and sometimes directly competing views. How do sports boards start to balance the interests of those different stakeholders?

ANDREW FRASER

I think many people find the role of sitting at the sports board table nothing like they imagined it would be. So, if you are turning up at your sports board table, whether this is a small community-based or professional like the Brisbane Broncos, and you think your job is to run the organisation and pick the team, then you're sitting in the wrong chair. And the answer to how you reconcile or how you work with all of those different competing interests, and some of them go beyond interest to passions and high passions, is ultimately the task at the board table is the same at every other board table. And that is: how do you promote the interests of the organisation? And to think through what the noise is on any given day to where you need to get to. So, a board that’s in day-to-day management, a board that's responding to daily media cycles, is a board that's in crisis. Almost certainly in crisis and in a place it shouldn't be. A board that's thinking about “What does this organisation look like in two, three- and five-years time?” is a board that's discharging their responsibility.

And I guess, to go right back to the start, one of my observations is: a lot of what you do in government, you do knowing that the next person is going to turn up and cut the ribbon. Will claim the credit or be the person that sees it to finality. That doesn't mean you shouldn't do it. You should do that because you're playing it forward, paying it forward.

And I think sporting organisations, directors do best when they actually think through that. A lot of the decisions you're going to be most influential on, are going to be ones where the benefits realised perhaps after you've left, but never really in the next 2 minutes.

BENNETT MASON

Many sports organisations have what we’ll call “insiders” on the board. People like former players, coaches or administrators. What's your view on the balance between insiders and outsiders on sports boards?

ANDREW FRASER

I think about it like another diversity dimension. So, we have a couple of ex-professional sportspeople on the Broncos board, Vicki Wilson and Darren Lockyer. Household names in Australia. What do they bring it? Well, they've both got enormous capabilities and very good commercial insight, but they've both been professional athletes. And so, as a sporting organisation we have to have a high-performance culture on and off the field. And I think it's the classic example of making sure that the perspectives at the board table reflect the organisation. So, keeping the customer at the board table, keeping the stakeholder at the board table. People who've been there, done that. It's for the same reason that you might have the former accounting partner chairing your audit and risk committee. You should probably have a professional athlete, if not from the sport that you're in, but a professional athlete sitting at a sporting club or a sporting board. Because that's actually a very valid point and a very valid perspective.

BENNETT MASON

It's probably not often that Darren Lockyer is compared to former accountants. One final question on sports boards, we're seeing a lot of improvements in diversity with Australian sport. Certainly, on the field. We're recording this podcast the week after Indigenous round of the NRL. That same diversity we don't often see reflected inside the boardrooms at sporting organisations. How do you think we can start to address that?

ANDREW FRASER

I think it's a good call out and I think it's changing over time. And one of the things here that I've observed over the last ten years is two drivers. I think at a leadership level, the Sports Commission really leant into this. And I served during the time that John Wiley was the chair of the Australian Sports Commission and he was a strong personal advocate for improving diversity at the sporting tables around this country.

And so, leadership is the first point and I'd pay credit to that. The second point is that sports rely in various forms on corporate sponsorships, and that's just increasingly a legitimate expectation. I wouldn't say demand, I'd say a legitimate expectation of many corporates for supporting sporting organisations is: how does this promote gender diversity in particular, but other forms of diversity?

And so, I see those factors as influencing sporting organisations. I think really good sporting organisations don't sit around complaining about that. Or wishing for a yesteryear that frankly never really existed. And respond to the fact that that's an expectation of the community generally, that's being played back to them, and they should respond appropriately.

BENNETT MASON

We might leave things there, but Andrew Fraser, thanks so much for joining us and Boardroom Conversations.

ANDREW FRASER

Thanks for having me.