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The essential
corporate governance principles as set out by the Australian Stock
exchange are as follows :
A company should:
1. Lay solid foundations for management and oversight
2. Structure the board to add value
3. Promote ethical and responsible decision-making
4. Safeguard integrity in financial reporting
5. Make timely and balanced disclosure
6. Respect the rights of shareholders
7. Recognise and manage risk
8. Encourage enhanced performance
9. Remunerate fairly and responsibly
10. Recognise the legitimate interests of stakeholders
The Pharmacy
Guild of Australia is not a publicly listed company.
However, as Pharmacy Guild members, pharmacists should also be
demanding that their representative organization follow the same
principles of good governance as Australian Companies are now
required to follow.
With the introduction
of the Quality Care Pharmacy Program, the Guild expects Pharmacists
to implement world's best practice standards in the operation
of their pharmacies.
In exchange, Pharmacists should be demanding the same of the Pharmacy
Guild, in the way the organization is operated.
As a member
of the Pharmacy Guild of Australia over the last 10 years I have
frequently found the Guild to be a very insular and secretive
organization.
They rarely disclose any information about the organization.
After they are elected, we hear very little about Guild councilors
and what they have achieved.
The guild does not disclose the level of remuneration for councilors,
or in fact anybody on the executive. We are not told anything
about their expenses or fringe benefits.
Unlike most companies the Guild does not seek approval from shareholders
regarding any changes to remuneration or allowances.
There seems
to be no accountability by the Guild for anything they do.
Whenever I have questioned their policies or actions they have
become very defensive. Instead of listening to complaints or problems
and trying to resolve them, they have attacked me for being troublesome
and libelous.
Councilors
are not required to disclose any pecuniary interests.
We are not told of any conflict of interest that may ensue from
these pecuniary interests.
An example of a conflict may occur when matters such as pharmacy
relocations are being negotiated in Guild Government Agreements.
I have often
wondered why a pharmacist, would nominate himself or herself as
a guild councilor.
I have no doubt that most see it as a means of having some input
into the direction of their profession.
I cannot help but think however, that some people are on the Guild
purely out of self-interest.
With the value of pharmacies being what they are, there are huge
incentives for unscrupulous councilors to use the Guild as a means
of getting commercial or competitive advantages over other pharmacists.
It is therefore
essential that the Guild and Guild Councilors be seen to be beyond
reproach.
The only means by which they can achieve this is to adopt a code
of good governance principles.
My suggestion for a Pharmacy Guild Code of good governance principles
could be as follows:
1. All
councilor remuneration and allowances should be disclosed in the
annual report.
2. The number of meetings attended by each councilor should be
noted on the report.
3. There should be a register of councilor pecuniary interests.
5. All decisions made by the guild should be transparent.
6. All major decisions or policies changes should involve the
membership, and the position of each councilor on each of these
matters should be disclosed to the membership.
7. All the membership should be involved in making decisions regarding
the long-term policies and goals of the industry.
By adopting
these sorts of principles the Guild can be seen to be honest,
transparent and truly representative of the views of its members.
In my opinion if the Guild does not adopt these or similar standards,
it will start to lose the trust of its members, just as many Australian
companies have lost the trust of their shareholders.
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