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Table of Contents

Introduction.

Overview: Mirvac Group.

Mirvac: The Current Status.

Summary of corporate governance at Mirvac.

Composition of the board.

Chairperson’s and the CEO’s Report

The remuneration report

Board Orientation.

Interpretation of company communications.

Legitimacy Theory.

Mirvac: Shareholder’s Engagement

Conclusion.

Reference.

Executive Summary

This report aims at investigating the corporate governance and leadership roles at Mirvac Group towards the implementation of sustainability practices in organizations to make the organizations productive and competitive enough as well. In the prevailing business environment with heavy competition, the examination of leadership and their role and responsibilities in the contemporary world is crucially important. These leaders are required to identify the pillars of their businesses and the sustainable capability of developing. The current business challenges require proactive leaders that follow both managerial and ethical principles, makes a strong relationship with the stakeholders of the organization, and share responsibilities.

Introduction

This report aims at investigating the corporate structure, corporate governance policies, shareholders’ engagement and Corporate Social Reporting of Mirvac Group, an Australian Securities Exchange (ASX) top 50 company. Compliance of corporate and regulatory laws and obligations is very important for every business entity irrespective of sizes and while complying with obligations, ethics must not be avoided. The research and analysis has been made on the importance of shareholders’ engagement & Corporate Social Reporting and auditing & ethics in accounting practices on the basis of various peer review journal articles, financial magazines, company’s financial statements, annual (and other periodical) reports, sustainability reports, etc. The report has used various accounting theories for research and study purpose which includes the following:

  • Stakeholder Theory,

  • Institutional Theory and

  • Legitimacy Theory.

These theories provide explanations about the drivers the various voluntary or unregulated reporting decisions and discuss relevant motivations to managers to also provide nonfinancial disclosures like information about the impacts the company is making upon environment as result of various corporate activities. These theories are useful in explaining the voluntary financial disclosures (Weaver et al. 2017).

The above discussed three accounting theories impose the relevant responsibilities of the business organizations towards society, environment and their stakeholders. The stakeholder’s theory talks about ethical duties while fulfilling managerial responsibilities which include providing nonfinancial disclosures like information about the impacts the company is making upon environment as result of various corporate activities.

The legitimacy theory talks about business entities needs to conduct their operations within the norms and bounds of their societies and environments. It is the responsibility of the organization to comply with societal rules and regulations and respect their bounds and this is referred to as the legitimacy (Broman and Robèrt 2017).

Overview: Mirvac Group

Mirvac (Mirvac Group Stapled Securities (MGR.AX)) is an Australia based company that is engaged in the business real estate. As per the corporate website, the clearly defined purpose of Mirvac is to re-imagine the urban life, by creating beautiful homes, inspiring workplace precincts and thriving shopping centre listed on the Australian Stock Exchange ("ASX") with activities across the property investment and development spectrum, as well as retail services.

Mirvac is not a very much young organization, as it was founded in early 1972s, which means that the company has experience of decades as it has been shaping and re-shaping the urban landscape of Australia for more than fifty years. The company has evolved very much over this long period of time and has been continuously evolving. Mivac has witnessed a long journey from a small joint venture that eventually became a flourishing property group, a successful real estate developing entity and one of the top ASX-listed companies. The major reason for the thriving success of Mirvac remains the way in sustainability, place making and innovation (Mirvac 2020).

The group is well known for the quality of its products, as it has contributed in the creation of various iconic precincts and places in Australia, from prosperous well planned communities, to milestone offices that includes company’s headquarters situated at EY Centre, 200 George Street, Sydney. Mirvac Group is a diversified and a leading property group in Australia. It has an integrated asset management and development capability with an experience of 45 years in the real estate industry. The company has an unparalleled reputation of delivering top class services and products across its businesses.

The company’s business is primarily located in four key cities of Australia including Sydney, Brisbane, Perth, and Melbourne. Mirvac manages and owns various assets across various property segments including office, industrial and retail sectors. It has currently more than $ 18 billion worth of assets under management (AUM).

Mirvac believes in innovation and its development activities allow the company in creating high-quality and innovative residential projects and commercial assets for the customers, and simultaneously generates long-term value for company’s security holders. The company follows an integrated approach that provides a competitive advantage to the company over others to create quality assets across the entire lifecycle of a project which initiates with planning and goes to design, development, construction, leasing, long-term ownership and property management (Holden, Linnerud and Banister 2017).

Recognizing the Mirvac’s contribution to major cities of Australia, the company has formulated its core purpose which is “Re-imagine Urban Life”. The company is making large efforts towards stakeholder’s engagemet and maitaining a strong relationship with the customers and other stake holders. The company is working extensively to redefine the Australian landscape and develop more connected, vibrant and sustainable urban environments while leaving a long-lasting legacy for future generations.

Mirvac: The Current Status

The business of Mirvac encompasses office, industrial, residential, build to rent and other retail developments. All its properties have unique position within the property industry of Australia. The company has become able to capitalize a broader range of opportunities and long-term value to investors. It has also developed capability to create mixed use development models that has already redefined the way people will live. The company is seeking and witnessing lots of potential in creation of sustainable environments (Mirvac 2020).

Summary of Corporate Governance at Mirvac

Composition of The Board

S. No.

Name/Title

Chair

Current Board Membership

1

Susan Lloyd-Hurwitz, 51

Chief Executive Officer, Executive Director & MD

Mirvac Group, Green Building Council of Australia, INSEAD, Shopping Centre Council of Australia Ltd.

2

John Francis Mulcahy, 69

Independent Non-Executive Chairman              

Zurich Financial Services Australia Ltd. /New Zealand Branch/, Mirvac Ltd., Mirvac Group, GWA Group Ltd., ALS Ltd., Shore Foundation Ltd., Great Barrier Reef Foundation, ORIX Australia Corp. Ltd., Zurich Australian Insurance Ltd.

3

James Morrison Millar, 66

Independent Non-Executive Director

Fairfax Media Ltd., Mirvac Group, Mirvac Ltd., Forestry Corporation of NSW, Australian Cancer Research Foundation, Export Finance & Insurance Corp., Vincent Fairfax Family Foundation, The Vincent Fairfax Ethics in Leadership Foundation

4

Christine Bartlett

Independent Non-Executive Director

Reliance Worldwide Corp. Ltd., Mirvac Group, The Smith Family, Sigma Healthcare Ltd., Mirvac Ltd., TAL Life Ltd., Icarehealth Australia, TAL Services Ltd., insurance & care NSW, Clayton Utz

5

Samantha J. Mostyn, 54

Independent Non-Executive Director

Ausfilm, Australian Volunteers International, Transurban Group Ltd., Citigroup Pty Ltd., Carriageworks, Australian Football League, Transurban Holdings Ltd., St. James Ethics Foundation, Transurban International Ltd., Transurban Infrastructure Management Ltd., NSW Climate Change Council, Citibank Ltd., Mirvac Group, Go Foundation, Sydney Swans Ltd., Centre For Policy Development, Australian National Research Organisation For Women's Safety

6

 

Peter Stanley Nash, 57

Independent Non-Executive Director

Westpac Banking Corp. (New Zealand Branch), ASX Ltd., Westpac Banking Corp., Reconciliation Australia Ltd., Koorie Heritage Trust, Inc., Migration Council Australia, Golf Victoria, Johns Lyng Group Ltd., Mirvac Group

7

Jane Hewitt

Independent Non-Executive Director

Mirvac Group, Beacon Foundation, St George Community Housing Ltd.

8

Peter Hawkins

Independent Non-Executive Director

 

9

John Peters

Independent Non-Executive Director

 

10

Elana Rubins

Independent Non-Executive Director

 

The Chairperson of the board (or the company) is John Francis Mulcahy. He was aapointed as an Independent Non Executive Director at Mirvac during November, 2009. There are total 10 members in the board of the company, out of this Susan Lloyd-Hurwitz is the Chief Executive Officer (CEO) & Managing Director (MD) of Mirvac and an Executive Director in the company. All the remaining members of the board of directors of the company are Independent Non-Executive Director. These are those members of the board of directors of Mirvac that are not the part of the executive management team nor are they employees of the company. In other words these independent non executive (outside) directors are differentiated from executive (inside) directors, who are both members of the board of directors and are also serving (or have previously served) as managers of executive level (or corporate officers) of the company, only Susan Lloyd-Hurwitz is such an employee (Kumar 2020).

There are total ten members in the board of the company, only one member is an Executive (non-independent) Director and all other (nine to be specific) are Non-Executive (Independent) Directors. Therefore, the ratio of independent to non-independent directors is 9:1 (nine to one).

Chairperson’s and the CEO’s Report

The corporate governance report presented by the Chairperson and the CEO of the company are indicating towards tough times for the company because of challenging housing markets and political uncertainty that resulted in reduce trust in Australian top institutions. The company does not consider its investors, security holders, employees and customers, etc. to be their only stake holders, but also includes communities within and aims at promoting and developing cultural values (Nilsson Griggs and Visbeck 2016).

The Remuneration Report

The remuneration report of Mirvac has been prepared as per sec 300A (1) of the Corporations Act 200. Mirvac has implemented a market positioning strategy designed to attract and retain the employees who are talented and also to reward these employees if they strongly perform. Such type of strategies supports fair and equitable outcomes between different employees.

Board Orientation

The major role of the board is to give strategic guidance and oversight to the company and the management in order to generate long term value for the Security holders of the company. However, while performing its primary role, the Board is required to consider interest of other stakeholders as well along with formulation of an appropriate return and risk framework (Muralidharan and Pathak 2018).

The main responsibilities of the Board are:

a. Performance and Strategy targets:

  • setting the strategic purpose and direction of the company and looking after the implementation of the Company’s strategic initiatives;

  • approving financial and operational performance goals and monitoring the achievement of these goals and the general performance of the Company (Eweje and Bathurst 2017);

b. People, society and culture in assistance with the Nominations Committee and Human Resources Committee:

  • leading, and monitoring the compliance of core values of the Company, its desired culture and the code of conduct in the achievement of its targets;

  • approving the remuneration, performance objectives, appointment and termination of the Managing Director & CEO along with the review of their performance against those objectives;

  • Looking after the succession plans for the position of Managing Director and CEO;

  • approving the remuneration, performance objectives, appointment and termination of the Executive Team , CEO along with the review of their succession plans and candidate selection for roles of Executive Leadership Team (Chen, X. and Shi, J., 2019, July);

  • To monitor proper alignment of the remuneration policies and practices of the Company with its goals, values, risk appetite and strategic objectives;

  • To oversee the Diversity and Inclusion (“D&I”) reviewing progress and strategy of the Company against key D&I measures (like measurable aims for gender diversity in the Board’s composition, workforce generally and senior leadership);

c. Financial Reporting, Compliance & Audit and Risk Management, in assistance with the Audit, Compliance & Risk Committee):

  • To oversee the integrity of the corporate and accounting reporting systems of the Company. It includes fee approval of Company’s external auditors and their appointment, re-appointment and removals (Moslehpour et al. 2019);

  • To determine the distribution and dividend policies of the Company and the nature, timing and amount of distributions and dividends to be paid;

  • To monitor business risks, to set up an appropriate risk appetite, and to assess the accuracy of the risk management framework (for both non financial and financial risks);

  • To monitor and review the making recommendations and compliance obligations on compliance and governance issues in regards with the relevant regulations and laws.

d. Major expenditure: To approve the major capital expenditure, divestitures and acquisitions that are out of the authority levels that has been delegated to the Managing Director & CEO (Mzungu and Nzuki 2018);

e. Corporate governance: To approve and monitor the effectiveness of the system of corporate governance of the Company, which includes formation of committees and determining their functions and powers; and

f. Stakeholder engagement: To oversee the communications and relationship of the Company with the key Security holders and various other stakeholders. It also includes the disclosure of material information that is related to the Company to the market.

Interpretation of Company Communications

Legitimacy Theory

The theory states that organizations needs to operate within the rules, the limitations and regulations that have been implemented by their respective societies and communities. It is the duty of these business organizations to comply with societal norms, bounds and limitations and this is referred to as the legitimacy theory (O’Connor and Carlson 2016).

Mirvac: Shareholder’s Engagement

It is the responsibility of the Mirvac Group to comply with societal rules and regulations and respect their bounds, which are referred to as the legitimacy. The company does consider the communities, the nature and the overall society to be their key stakeholders along with company’s investors, security holders, employees and customers, etc. Therefore, the Group is aiming at promoting and developing cultural values within the company. The company is making large efforts for achieving utmost sustainability both at its operations and its projects. The company is planning to become 100% energy efficient and develop all electric buildings that will be 100 % powered by renewable sources of energy (Ofoegbu New and Staline 2018).

The company has started preparing the TCFD (task force n climate related financial disclosures) that reports and reveals the potential financial impacts that are caused on the business of the company due to climate change. 

Mirvac has benefited in the following ways through positive communications and stakeholders engagement as per the legitimacy theory:-

  • Trust Building: Genuine efforts towards stakeholders’ engagement resulted in improving relations amongst the stakeholders and the management of the company. It helped the company in diffusing the prevailing tensions and thus the potential problems can be solved more easily.

  • Risk Management: Engagement with company’s stakeholders’ resulted in a smoother operating environment for the company. It revealed critical information which is substantially important in the decision-making process of the company.

  • Brand Enhancement: With active stakeholders’ engagement, the corporation became able to improve its reputation and visibility. Stakeholders including investors, customers, etc. have positively seen such engagement in the market (Villacreses et al. 2017).

  • Improved Productivity: Better engagement with stakeholders helped the company in identifying the areas where entity can perform more efficiently. Moreover, the employees with greater voice at work place started generating higher morale.

  • Strategic Opportunities: Efficient stakeholders’ engagement helped the company in identifying fresh market segments and business opportunities (Moslehpour et al. 2019).

  • Partnerships: With better engagement with stakeholders, Mirvac become able to pool various resources that help in achieving a mutual goal.

  • Increased Investment: Effective stakeholder engagement and greater transparency resulted in investors trust building and generated easy and fast funds for the company (Mirvac 2020).

Conclusion

As per the study of the Mirvac reports, and gaining crucial information about the sustainability practices within organizations, its importance for the overall economic development and the roles of leaders in its implementation, it can be said that the Group acknolwdges the importance of stakeholder’s engagement and how accounting theory of Legitimacy works and helps in establishing such engagements. The report has also determined how does stakeholder’s engagement at Mirvac affects and impacts the sustainable development measures by establishing the responsibilities of leaders.

Reference

Anunciação, P.F., Rosa, M., de Costa, M. and Oliveira, V., 2018. The Importance of Logistics Dimension in Information Management: The Volkswagen Case Study. In Handbook of Research on Strategic Innovation Management for Improved Competitive Advantage, 583-601.

Bendell, J. ed., 2017. Terms for endearment: Business, NGOs and sustainable development. London: Routledge.

Broman, G.I. and Robèrt, K.H., 2017. A framework for strategic sustainable development. Journal of Cleaner Production, 140, pp.17-31.

Chen, X. and Shi, J., 2019, July. From Organization Sustainability to Community Sustainability: Servant Leadership and Community Citizenship Behavior. In Academy of Management Proceedings (Vol. 2019, No. 1, p. 16412). Briarcliff Manor, NY 10510: Academy of Management.

Eweje, G. and Bathurst, R., 2017. CSR, sustainability, and leadership. London: Routledge.

Holden, E., Linnerud, K. and Banister, D., 2017. The imperatives of sustainable development. Sustainable Development, 25(3), pp.213-226.

Kumar, R., 2020. The Five Strategic Building Blocks of Mandated Corporate Social Responsibility (CSR). In Mandated Corporate Social Responsibility (pp. 25-43). Springer, Cham.

Mahfuth, A., Yussof, S., Baker, A.A. and Ali, N.A. 2017, July. A systematic literature review: Information security culture. In 2017 International Conference on Research and Innovation in Information Systems (ICRIIS). 1-6.

Mirvac (2020). Annual Report 2019. Retrieved from https://mirvac-cdn-prd.azureedge.net/-/media/Project/Mirvac/Residential/Annual-Report/Annual-Report-Home/4-MGR-FY19-Annual-Report.pdf?la=en&hash=968E3C39F2D79E5DE1F480DEEAFB64F867B1F443

Moslehpour, M., Altantsetseg, P., Mou, W. and Wong, W.K., 2019. Organizational climate and work style: The missing links for sustainability of leadership and satisfied employees. Sustainability, 11(1), p.125.

Muralidharan, E. and Pathak, S., 2018. Sustainability, transformational leadership, and social entrepreneurship. Sustainability, 10(2), p.567.

Mzungu, A.L. and Nzuki, D., 2018. Effect of Information System User Skill among Staff Members and is Infrastructure on the Performance of Universities in Nairobi County, Kenya. International Journal of Technology and Systems, 2(1), pp.38-54.

Nilsson, M., Griggs, D. and Visbeck, M., 2016. Policy: map the interactions between Sustainable Development Goals. Nature, 534(7607), pp.320-322.

O’Connor, S. and Carlson, E., 2016. Safety culture and senior leadership behavior: using negative safety ratings to align clinical staff and senior leadership. JONA: The Journal of Nursing Administration, 46(4), pp.215-220.

Ofoegbu, C., New, M.G. and Staline, K., 2018. The effect of inter-organisational collaboration networks on climate knowledge flows and communication to pastoralists in Kenya. Sustainability, 10(11), p.4180.

UNEP (2014). `Integrating the three dimensions of sustainable development` Available at: http://www.unep.org/unea/docs/UNEP%20Post%202015%20Note%201%20final

University of Tasmania. 2020. Research Division: About Human Research Ethic. https://www.utas.edu.au/research-admin/research-integrity-and-ethics-unit-rieu/human-ethics/about-human-research-ethics

Villacreses, G., Gaona, G., Martínez-Gómez, J. and Jijón, D.J., 2017. Wind farms suitability location using geographical information system (GIS), based on multi-criteria decision making (MCDM) methods: The case of continental Ecuador. Renewable energy, 109, pp.275-286.

Weaver, P., Jansen, L., Van Grootveld, G., Van Spiegel, E. and Vergragt, P., 2017. Sustainable technology development. London: Routledge.

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