Coonan the Restorian: an agent for change or a target for the corporate regulator?

Helen Coonan has been presented as the fresh face of Crown as the gambling giant tries to resuscitate its public image in the wake of its money laundering scandal. As the company tries to win back its licence, having someone with deep political connections is a valuable asset.

Yet as a long-serving director of the company, the former Howard government minister could still be in the firing line. Transparency groups have warned that even though the Bergin inquiry is now over, Crown could still face action by the corporate regulator over potential breaches of the Corporations Act.

Coonan was promoted to the position of executive chairman yesterday after Crown Resorts chief executive Ken Barton inevitably stepped down.

Her 11 years on the board, during which time the company’s practices were found to have facilitated organised crime, has led some, including former allies like former Victorian premier Jeff Kennett, to say she’s not up to the job.

And while some are pragmatic about her transitionary role, others say Crown needs to go further to prove it is making real change.

Not out of the woods

While the Bergin inquiry uncovered a litany of crimes and misdemeanors by Crown, it was relatively limited in its scope, focusing on one question: the suitability of the company to hold a casino licence.

It’s now up to the corporate regulator, the Australian Securities and Investments Commission (ASIC), to investigate the company further, particularly in regard to any potential breaches of the Corporations Act.

This means that any of the directors, including Coonan, could still be investigated for failing to uphold their directors’ duties, which include holding management to account and ensuring the right governance framework and controls are in place.

Former NSW Supreme Court judge and chair of the Centre for Public Integrity Anthony Whealy says Coonan is “not immune” from investigation by ASIC since she has been a director for more than 10 years, during which time Crown’s failings occurred.

“While Commissioner Bergin uncovered some very unpleasant things, she hasn’t turned her mind to whether there have been any breaches under the Corporations Act,” he told Crikey.

“That’s up to other regulators to investigate and if they don’t they’re really falling behind on their job.”

Unimpressive testimony

Coonan may have come out of the inquiry relatively unscathed compared to her counterparts.

But like other directors Coonan struggled under the glare of the Bergin inquiry to account for Crown’s actions over the past decade.

Despite pitching herself as someone who was “invested” in Crown and could reshape the company, she stumbled in her testimony, admitting that she may have known about an AUSTRAC investigation, despite not mentioning it during her first day of evidence.

She also blamed a decision not to review the governance failures that led to Crown staff being arrested in China on legal advice that it might weaken its defence in a potential class action.

Potential conflicts

Coonan remains on a number of corporate, government and not-for-profit boards, and is a non-executive chair of the Australian Financial Complaints Authority.

Now that she is assuming an executive role at Crown, Whealy says she will need to take extra steps to make sure there are no conflicts in her various roles with other organisations.

“Any director on a number of boards has to be very careful to avoid conflicts of interest,” he said.

“Given this is such a shocking report on Crown, absolutely shocking, it’s not inappropriate to say Ms Coonan ought to consider if there are conflicts in relation to other positions she holds.”