MELBOURNE: Association of Corporate Counsel (VIC) and Piper Alderman | Board Governance for In-House Counsel: Legal Duties and Emerging Risks

Francis is the founder and current Non-Executive Chairman of Senetas. He was CEO and Chairman from the company’s inception in 1999 until stepping down in 2006. He rejoined the board in 2012 during a major restructure and was reappointed Chairman in 2013. Francis is a former commercial lawyer with 35+ years of experience. He has led several landmark litigation cases and recovered over $1 billion in investor funds. He is an adviser and principal investor to Southbank Capital and has chaired or invested in multiple ASX-listed companies across the technology, energy and finance sectors. Today, Francis chairs Optic Security Group (OSG) which designs and installs security solutions for Government, Defence, Health and Aged Care, and industrial organisations. OSG is a Senetas partner. He also serves on the Cabrini Foundation board.

Emma is an experienced corporate legal and governance executive with significant experience in legal leadership, governance, compliance, and commercial strategy across diverse sectors and jurisdictions. She has advised and supported C-suites and Boards and has been acknowledged by her colleagues as pragmatic and solutions-focused. Through her career she has strived to provide legal and governance support that drives growth and organisational success. Emma began her career at Herbert Smith Freehills and has held senior in-house roles in both mature and emerging markets. A Fellow of the Governance Institute of Australia and a Legal 500 GC Powerlist nominee, she is committed to impactful board service and fostering stakeholder alignment.

Alastair is an experienced Corporate and Commercial lawyer specialising in corporate governance and commercial contracting.  He has a broad-based corporate and commercial practice that extends across several sectors, including health and financial services.  Alastair has advised private, government, not-for-profit and mutual entities on a wide range of corporate and commercial matters, including governance and structuring issues, directors’ and officers’ duties, ESG, general Corporations Act 2001 (Cth) advice and commercial contracting, including joint ventures and collaborations, private health insurer contracting with hospitals and other service providers, public funding and commissioning/sub-funding arrangements and not-for-profit mergers and transitioning.

Alastair has specialist knowledge of corporate governance issues and has extensive experience in drafting, amending and replacing constituent documents, including constitutions, shareholders’ agreements and members’ agreements.  He regularly provides governance training to private, public and not-for-profit sector entities and advises on officer protection and board representation arrangements.

Alastair has assisted numerous companies limited by guarantee with start-up, governance, structuring, funding, commissioning/contracting and winding up issues, both in the not-for-profit context and where the entity is owned or controlled by government.  This includes advising on not-for-profit mergers and similar transitioning or exit arrangements.  He also assists in designing and implementing ‘back-to-back’ contracting arrangements for government-funded entities.

Since 2010, Alastair has assisted various participants in the Australian primary health care sector (including Primary Health Networks, and the predecessor Medicare Locals and Divisions of General Practice) in connection with commissioning and other commercial arrangements, governance and structuring and various federal and state reforms.

Alastair is a regular presenter of seminars and workshops on directors’ and officers’ duties, governance and structuring issues and ESG.

Alastair has a Bachelor of Laws (Honours) and Bachelor of Arts (Honours) from the University of Melbourne, and is a Graduate of the Australian Institute of Company Directors (Order of Merit).

James has over 25 years experience in corporate and commercial law with an emphasis on a wide range of corporate structuring, acquisitions, disposals, capital raisings, listings, venture capital transactions, corporate governance advice, shareholder disputes, commercialisation of intellectual property, employee share plans and commercial contracts.

James has advised listed and unlisted companies and private equity funds in a wide range of transactions in both Australia and Europe.