With a rich and colourful history of state-based corporate lawyer associations dating back to the 1960s, ACLA was formed as a properly constituted national body in 1991. ACLA's official formation saw the creation of the first truly representative association for in-house corporate and government lawyers in Australia.
When it was first formed in 1991, ACLA's main aim was to provide an efficient and effective range of benefits and services which would advance the professional development and standing of in-house lawyers and meet their individual needs.
Today, ACLA continues to fulfil this aim but has grown to become the training powerhouse for in-house lawyers and a respected thought leader in professional issues affecting the in-house legal profession. As the peak industry body, ACLA provides a collective voice for all in-house lawyers in Australia.
For those interested in a more detailed historical account, the following is based on an article published in the June 2001 edition of ACLA’s journal, The Australian Corporate Lawyer.
By the mid 1980s there were a number of state-based corporate lawyer associations (New South Wales, Victoria, Western Australia and South Australia) and talks began about forming a national affiliation under an unincorporated umbrella organisation. David Newton from New South Wales and Virginia Rogers from Victoria were instrumental in getting the support of all the state-based associations. The result was a loose national association formed on 10 February 1986 under a Memorandum of Understanding between state associations in New South Wales, Victoria, South Australia and Western Australia.
The foundation stone for ACLA as we know it today was now laid. The first President was a former Victorian President, Ron McCulloch, General Counsel of ICI Australia Limited. David Newton, then Corporate Legal Manager with Wormald International in Sydney, was appointed Deputy President. The second President in 1987 was John Fitzpatrick, then working at Email in Sydney. The third and final 'ACLA Mark I President' was Neville MacPherson from the Shell Company in Victoria. Neville held the reins of ACLA from 1988 to 1990 at which time he left for London to head up the Legal Division of Shell UK Ltd.
By the early 1990s the need for an incorporated national association was becoming obvious with Bob Humphris, the then Immediate Past President of the Victorian association, making the following observation in a 1991 edition of ACLA’s journal:
"Since June 1990 we have engaged in planning with the American Corporate Counsel Association for the world conference to be held in Washington in November 1991. It was that activity which highlighted that whilst most sponsors of the conference are national organisations (such as the US, Canadian and Japanese Associations) or regional (such as the European Association) we in Australia still operate within State boundaries. The President of the European Association, when visiting us in February 1990, commented on this oddity."
By 1991 the argument for the amalgamation of the disparate state-based associations under a properly constituted national body was gathering momentum. It was felt at the time that such a body (which would have an initial membership base of over 1,000 corporate lawyers) would be in a much stronger position to represent the interests of all in-house lawyers across Australia. As a result, a meeting of representatives from the various state associations was convened in Melbourne (in the boardroom of Woodside Petroleum) on 17 and 18 May 1991. At that meeting an agreement 'in principle' was reached on the formation of a national corporate lawyers association using the previously unincorporated name of the 'Australian Corporate Lawyers Association'.
To achieve this goal of unification, it was decided that a Heads of Agreement should be drafted up for signature by each of the Presidents of the state associations. So in mid 1991, President of The Corporate Lawyers Association of New South Wales, Tony de Govrik, assisted by Victorian representative Bob Humphris, undertook the preparation of a draft Heads of Agreement for discussion purposes amongst the state associations. The idea was to establish a legal entity with the registered company name of 'Australian Corporate Lawyers Association' or 'ACLA'. Membership of state associations would cease and in due course be transferred to the national association.
The Heads of Agreement were initially signed off by three of the five state associations (New South Wales, Victoria and Western Australia) in November 1991. The Queensland association deferred signing the Heads of Agreement due to some amendments which it was proposing to the Articles of Association. Eventually, the National Council was advised at its second meeting held on 26 March 1992 that the Queensland association had officially agreed to join ACLA. Although encouraged to join ACLA, the South Australia association, for reasons of its own, held off signing the Heads of Agreement and with the demise in the early 1990s of the State Bank of South Australia, it eventually folded.
The Heads of Agreement detailed two stages for the formation of the new national association. The first stage (and the most involved) was entitled 'A National Constitution' and required a number of things to be done by the state associations. The first was for a proposed set of Memorandum and Articles of Association to be agreed among each of the state association Presidents. The next was for the state associations to ask their members to agree (in a general meeting) to transfer their membership to the national association at the next subscription renewal date.
Members were also asked to agree to the transfer of all accumulated funds of their state association to the national association (this apparently caused concern for some). In addition, state associations (other than New South Wales) were asked to wind themselves up if they were incorporated. Finally, it was agreed that the logo of the New South Wales association (which at the same time was also being used by the Victorian association) would be adopted as the national association's logo.
The New South Wales association was not required to fold because it was determined under the Heads of Agreement that The Corporate Lawyers Association of New South Wales (a public company limited by guarantee and incorporated in New South Wales) would be used as the legal vehicle for the new national association. The NSW association also had a licence under section 66 of what was then the Companies (New South Wales) Code to dispense with the use of the word 'Limited' in its name. ACLA retains this licence to this day. Members of the NSW association were simply asked to approve a change of company name from “The Corporate Lawyers Association of New South Wales” to “Australian Corporate Lawyers Association” and automatically they became the first members of ACLA. The ACLA name was registered on 19 December 1991 thus officially establishing ACLA as the legal entity we know today.
The second stage of the Heads of Agreement was headed 'A National Administration' and was left very much open-ended. It simply provided that:
"The national administration of the Association (including the appointment of an Executive Director) will be considered as part of a second stage in the evolution of the National Association. This will allow for a 'settling period' after the adoption of the new Memorandum and Articles of Association and State Regulations. It is therefore not proposed to deal with any matters relating to the administration of the National Association under these Heads of Agreement."
It took some years but eventually ACLA established a National Secretariat and appointed a full time Chief Executive Officer.
The Memorandum and Articles of Association of the newly formed ACLA provided for a National Council to be constituted comprising two representatives from each State Chapter (as the state associations became known). One representative was to be the President of the State Chapter and the other a representative appointed for that purpose by the Executive Committee of the relevant Chapter. One of the enabling factors in bringing together four of the state-based associations was the fact that each representative was given a single vote so that each Chapter (irrespective of membership numbers or financial contribution) had equal voting power on the National Council. However, as a precaution, the Articles provided that resolutions could only be approved by not less than a 75% majority vote (the idea being that if there were four or more Chapters within ACLA a single Chapter could not veto a resolution).
The procedure for the appointment of representatives to what is now the Board of Directors and the voting rights of those appointees have remained largely unchanged to this day.
The minutes of the first meeting of the National Council show that it met for the first time at 2.30pm EST on 7 February 1992 by teleconference at the offices of Corrs Chambers Westgarth in Perth, Melbourne, Sydney and Brisbane. Present were Duncan Glasgow (NSW) as Chairman, Tony de Govrik (NSW), Ross McDonald (VIC), Bob Humphris (VIC) as alternate for Kym Saville (VIC), Mick Dulaney (WA) and Warren Swain (WA). Also in attendance were David Frank (QLD), Ross Bannerman (QLD), Harvey Greenfield (QLD), Linda Kenyon (WA), Linda Donohue (WA), Sharon Smith (WA) and Mary-Jane Silver (Secretariat).
At that meeting the first office bearers of ACLA were duly appointed as follows: President Duncan Glasgow (NSW); Vice President Kym Saville (VIC); Secretary Tony de Govrik (NSW); and Treasurer Ross McDonald (VIC).
The origins of ACLA’s journal date back to 31 March 1986 when a 'newsletter' produced by The Corporate Lawyers Association of New South Wales was first published for ACLA Mark I members. The publication's name was The Australian Corporate Lawyer - the name the publication still bears today. The newsletter's coordinator and editor at the time was John Fitzpatrick from Email.
In 1990 the new editor, Tricia Hutton (EFIC) transformed the newsletter into a journal. The first edition of the journal under the ACLA Mark II banner was published in early 1992 at which time the joint editors were Tricia Hutton, Richard Lund (Caltex Oil) and Michael Poynter (Shell Australia).
Whilst the first full day corporate lawyer conference was held in Sydney by The Corporate Lawyers Association of New South Wales on 25 September 1985, the official inaugural ACLA conference was held in Melbourne from 10-11 April 1986.
ACLA's first annual general meeting was held in the ANA Hotel in Sydney on 20 November 1992. This was followed by a dinner at which respected ABC journalist, the late Andrew Olle, was the guest speaker. The ACLA tradition of the AGM being held in conjunction with an Annual Dinner continues to this day.
The Heads of Agreement made it clear that ACLA's Articles of Association would provide for the establishment of State Chapters. However, the fundamental change under the new Articles was that membership would be of the national association (ACLA) as opposed to membership of a state association or State Chapter.
The Articles also required each State Chapter to adopt a set of regulations which were to be first approved by the National Council. This approach was designed to allow a certain degree of flexibility in the operations of the various Chapters taking into account local conditions. These regulations provided for such things as the election of the Chapter’s Executive Committee and office bearers, meetings of the Executive Committees and other relevant matters. Today, all Divisions (as the Chapters are now called) operate under a single set of uniform Regulations.
Since ACLA Mark II was formed in 1991, there have been several National Presidents, all of whom have helped shape our association. The standard term for office bearers is now two years. Our Presidents since 1991 have been:
| 1992 | Duncan Glasgow | (NSW) |
| 1993 | Kym Saville | (VIC) |
| 1993 - 94 | Richard McDonald | (VIC) |
| 1995 - 96 | Rowena McNally | (QLD) |
| 1997 - 98 | Peter Turner | (VIC) |
| 1999 - 2000 | Gail Hartridge | (QLD) |
| 2000 | Peter Turner | (VIC) |
| 2000 - 03 | Tony de Govrik | (NSW) |
| 2003 - 05 | Pamela Hass | (WA) |
| 2005 - 07 | Bruce Brown | (ACT) |
| 2007 - 09 | Phil Wallis | (NSW) |
| 2009 - | David Patience | (VIC) |
Today, ACLA has a 14 member Board of Directors (formerly the National Council) comprising two representatives from each of its seven Divisions. It now has Divisions (previously Chapters) based on state and territory boundaries in New South Wales, Victoria, Western Australia, Queensland, South Australia, the Australian Capital Territory and Tasmania.
ACLA is proud of its history and the work it has done for members, including the:
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