Conduct & compliance — Make sure governance keeps pace

Resources and energy businesses operate through complex networks of contractors, suppliers, joint ventures and offshore relationships. With the regulatory framework more complex than ever, including recent changes to foreign bribery laws, governance and controls must keep pace and boards must remain informed.

Whistleblower matters are increasing, including allegations involving conflicts of interest, senior employees and offshore conduct. Mishandling a protected disclosure can carry criminal consequences. Boards need confidence that the business can protect a whistleblower’s identity, prevent reprisals, preserve evidence, and investigate independently.

"A board talks to finance and risk – with the finance function traditionally front and centre, and risk receiving less airtime. Now risk is front of mind." – Graham Newton, Partner and National Forensic Leader

Procurement fraud is also becoming harder to detect as AI tools improve, and knowledge of its capability grows. Employees using unsanctioned AI platforms can also create data leakage risks if sensitive business information is entered into open systems.

Foreign bribery and corruption risk remains very real. Companies with overseas assets, agents, counterparties or acquisition targets may be operating in jurisdictions where conditions change quickly. Boards need to test whether due diligence, approval processes and risk appetite match the risks people are facing on the ground. Foreign bribery laws now put the onus on boards to act in advance, rather than wait for misconduct to occur.

"For resource companies operating globally, effective anti-bribery and corruption governance is no longer just best practice; it is a board-level imperative." – Michael Shanahan, Partner, Forensic

Smaller miners and explorers, and organisations experiencing rapid growth, can be especially exposed as they may have less sophisticated governance processes in place.

Wage underpayment is a distinct regulatory issue for mining and mining services businesses, with complex enterprise agreements, shifts and allowances creating hidden liabilities. Wage theft now carries potential criminal consequences, and payroll compliance is a high-priority board issue.

Boards and executives should:

• refresh conduct and compliance risk assessments

• review whistleblower handling and investigation protocols

• test whether payroll systems properly reflect enterprise agreements, site arrangements, shifts and allowances

• reassess foreign bribery and corruption controls for offshore operations, agents, counterparties and acquisitions

• strengthen procurement controls against false documents and conflicts of interest

• set clear rules for AI use.

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How we help

McGrathNicol helps energy, mining and natural resources companies improve performance, manage risk, resolve disputes, and achieve stability and growth through every phase of the commodity and capital cycle. We work with a range of corporates, financiers, investors and government organisations across the sector. Our independent experts help these businesses navigate volatile commodity prices and rising costs, production challenges, capital scarcity, increasing regulatory obligations and security risks, and the structural shift toward the nation's longer term energy transition.