You (or your client) want to become a director: what could possibly go wrong?

Published: 26 Apr 2023


Executive woman at a desk

Unless you have been tuned out of the news for the past few years, you’re probably aware of the Star Casino and AMP cases in the media. These and other high-profile businesses have been hitting the headlines for all the wrong reasons.

ASIC has taken enforcement action against 11 directors and executives from Star Casino for wrongdoings. According to ASIC, in the 6-month period from July to December last year, there were 13 individuals who were disqualified as directors. There's 25 current litigation matters before the courts as we speak.

Irrespective of the organisation, directors’ obligations remain the same. If you are considering becoming a director or have a client who is, there are multiple pitfalls to be aware of that are not necessarily well understood – even by tax professionals.

Jane Michie is an emerging non-executive director. She is an independent director of Chubb Insurance Australia, one of the largest general insurers in Australia. Jane is also a director of a corporate trustee for a charitable organisation. Prior to embarking on a directorship career, Jane was a tax professional for nearly 30 years in the UK and Australia.

'Tax people have got a whole host of talents and skills which lend themselves to being a really effective board director.'

We spoke to her about her experience, and what advice she would give to someone looking to become a director, or with a client who is.

‘Proceed with caution before you take on a director’s role. Make sure that you, whether it's for yourself or for your client, do your due diligence, and think very carefully before you take on a directorship role for any sort of external organisation,’ she says.

On a positive note, as someone who has made the transition from being a tax professional into a directorship career, Jane says it is a very rewarding experience.

‘There’s loads to learn, and I’m still learning. If you can get into the right company, it’s a fabulous opportunity,’ she says.

‘In the last year I've taken on a board position at Chubb Australia. Tax people have got a whole host of talents and skills which lend themselves to being a really effective board director. Issue spotting, identifying and managing risks, being able to join the dots across multiple issues in different places, being able to simplify a very large quantity of data into a few key issues, and also, translation. We're used to taking very complex concepts and being able to explain and pitch them in a very understandable way to a multitude of stakeholders.’

‘You'd be mad to miss it. It’s such a great agenda with such fabulous speakers.’

Another skill that easily transfers from a tax career to a director role is working collaboratively with other people.

‘Tax people generally are never working on their own. They're working with other professionals. So a whole host of skills that I think that tax people have that makes us great candidates to be directors. I wouldn't call myself an expert yet, I'm still on the learning journey.’

At the upcoming NSW Tax Forum next month, Jane is sitting on a panel who will discuss the implications of taking on a director role, including risks under tax and related regulations and aspects of director due diligence to be considered before accepting a role on a board. Don’t miss out on her riveting session.

We also asked her what else she was looking forward to at the Forum.

‘It’s so hard to choose. There are so many fabulous topics on the agenda. Over 40 topics packed into the 2 days and such a wide array of speakers as well. You know you've got people from private practice, law firms, accountant firms, barristers, academia ATO, Treasury, corporate, even ex-tax people like myself,’ she says.

‘A whole bunch of people, whole bunch of topics, and some really fascinating ones as well, particularly those on the cutting edge of tax reform, including thin cap and debt deductions, pillar 2, and also what's happening in the ESG Space and transparency.’

‘You'd be mad to miss it. It’s such a great agenda with such fabulous speakers.’