By Rachel Waterhouse, CEO, Australian Shareholders’ Association

Who would hire someone without seeing their resume?

That is effectively what shareholders are often asked to do when voting on company directors.

For many investors, the annual general meeting is not part of everyday life. Work, mortgages, family commitments, caring responsibilities and other priorities mean many will never attend an AGM or log into a shareholder meeting.

Yet the decisions made in those boardrooms affect them.

Many younger Australians are building wealth through ETFs, which can make them more exposed to listed company governance outcomes while being less directly involved in company voting. Working Australians rely on long-term market returns to build financial security. Retirees may depend on dividends, capital preservation and confidence in company stewardship.

Whether investors own shares directly, through an ETF, or via a retirement portfolio, poor governance can still affect their outcomes.

According to the ASX Australian Investor Study 2023, 7.7 million Australian adults were on-exchange investors. Investing is no longer the preserve of market professionals or retirees. It is part of mainstream financial life.

As ownership broadens, expectations are also changing.

For years, shareholder scrutiny focused on familiar issues: executive pay, director independence, succession planning and long-term performance. Those questions remain important.

But investors are now asking deeper, more probing questions:

• Are boards equipped for a very different and changing risk environment?
• Do boards understand artificial intelligence and its potential impact on their businesses?
• Is cyber resilience a strategic board issue, or has it been delegated as an operational IT matter?
• Do directors have the skills needed for the future of the business?

That final question deserves far more attention.

Listed companies routinely publish board skills matrices intended to reassure shareholders that the board has the right capabilities. Too often, they do the opposite.

Many present a collective matrix showing that “the board” has experience across broad categories such as strategy, finance, technology or risk.

But shareholders are not voting for “the board” as an abstract concept. They are voting for individual directors.

As one Australian Shareholders’​ Association member put it recently, would you hire someone without seeing their resume?

It is a fair question.

You would never appoint a senior executive based on a generic claim about their experience or abilities. Yet shareholders are often asked to vote on director elections without clear disclosure about what each director actually brings to the table.

That should change.

At a minimum, companies should disclose individual director skills so shareholders can understand what each director contributes, how those capabilities fit alongside other directors, and better assess whether the board has the right mix of skills for the company’s strategy, major risks and emerging risks.

This matters more as technology reshapes business risk.

ASIC’s recent warning that frontier artificial intelligence is accelerating cyber threats shows how quickly board oversight expectations are shifting. A cyber incident can destroy value and trust in days. Poor AI oversight can create legal, reputational and operational risks that damage long-term shareholder outcomes.

This does not mean every director needs to be a technical expert.

But shareholders are entitled to know whether the people they are electing have the skills, judgment and oversight capability needed for the risks ahead.

Investors may not always be in the room, but they are becoming less willing to rely on passive trust. They are asking for clearer disclosure on individual director capability, stronger evidence that boards are actively overseeing AI and cyber risk, and greater confidence that executive incentives remain aligned with long-term shareholder outcomes.

Ahead of AGM season, ASA will write to the listed company boards it monitors, outlining the issues investors increasingly expect directors to address.

But the message is broader than AGM season.

Good listed companies do not think about shareholder engagement once a year when the AGM Notice of Meeting is issued. They recognise that accountability is built over time through transparent communication, clear governance and a willingness to engage seriously with shareholder concerns.

This is not governance box ticking. It is about accountability.

For younger investors, poor board oversight can derail years of future compounding. For working Australians, weak strategic oversight can undermine capital built carefully over time. For retirees, governance failures can directly affect income security and capital preservation.

Australian capital markets have successfully broadened participation in investing. That success should be matched by stronger corporate transparency.

Shareholders are not asking for perfection. They are asking for clarity.

If boards want investor trust, they should be prepared to explain not just what risks they oversee, but why shareholders should have confidence in the individuals doing that oversight.

Because when investors are asked to elect directors, “trust us” is no longer enough.

You can find the ASA 2026/27 Focus Issues here.