Course Content
Module 1: AI, Law and Directors’ Responsibilities
Module 2: AI Governance and ERM Integration, Board Reporting and Assurance
Overview, Learning Objectives and Resources
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1. What AI is in board terms, and why it matters for governance
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2. Managing AI and the AI Lifecycle – NAIC Guidance and Standards
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3. What is AI Governance?
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4. Why AI Creates Distinct Governance Challenges for Boards
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5. Directors’ duties and AI governance: ss 180–183 Corporations Act 2001 (Cth)
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5.1 Section 180: Care and diligence, and the duty of oversight in practice
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5.2 Section 181: Good faith, best interests, proper purpose, and AI risk acceptance
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5.3 Section 182: Misuse of position, procurement influence, and conflicted AI deployments
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5.4 Section 183: Misuse of information, AI access expansion, and confidentiality failures
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5.5 Fit for purpose governance: scaling controls while maintaining a minimum evidence standard
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5.6 Board minutes: what to record to evidence oversight and AI use in board processes (mapped to ss 180–183)
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5.7 Management evidence requests: what to ask for (mapped to ss 180–183)
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5.8 Sections 1307 and 1308: document retention and the integrity of corporate records in board governance
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6. Australia’s Regulatory Context for AI
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6.1 Key Australian Laws Relevant to AI systems
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6.2 Australia’s privacy framework
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6.3 Record-keeping and retention obligations apply to AI use
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6.4 Applied scenario: AI governance in critical infrastructure
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6.5 Cybersecurity and operational resilience
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6.6 APRA-regulated entities: prudential risk, operational resilience and AI governance
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7. Australia’s AI Framework
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8. International context and cross-border exposure
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9. Knowledge Review Assessment – Module 1: AI, Law and Directors’ Responsibilities
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1 Quiz
Module 1: AI, Law and Directors’ Responsibilities
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Overview and Learning Objectives
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1. Why AI governance must be integrated into the ERM framework
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2. How to integrate AI governance into the ERM framework
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3. Risk appetite, risk tolerance, escalation thresholds, and risk acceptance for AI
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4. Governance structure design: when dedicated, embedded or hybrid models are appropriate
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5. Information flows to the board: ensuring reporting is structured, evidence-based, and not selectively filtered
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5.1 ASIC v Bekier [2026] FCA 196: a contemporary illustration of information flow failure
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5.2 What good board reporting looks like in practice
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6. AI use in the boardroom
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7. Governance maturity, proportionality and uplift path
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7.1 Determining your organisation’s AI Governance Maturity
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7.2 Oversight benchmark in practice: 3 organisations and AI projects
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8. Accountability for AI risk: translating oversight responsibilities into clear role allocation, escalation ownership and management requirements
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9. Minimum governance documentation and evidence
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10. Internal audit, independent review and assurance from a board perspective
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11. Procurement, third parties and supply chain risk: what boards should expect
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12. Automated decision-making transparency obligations commencing 10 December 2026
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13. Applied governance scenarios: reporting failures, escalation, risk acceptance and assurance challenges
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Scenario 1. The missing vendor update
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Scenario 2. Recruitment tool with fairness concerns
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Scenario 3. Board papers in a general-purpose AI tool
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Scenario 4. Narrative assurance without evidence
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Scenario 5. High-impact customer triage outside appetite
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Scenario 6. AI in a financial services critical operation
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Scenario 7. Agentic AI with privileged workflow access
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14. Director Tools and Reference Pack
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15. Knowledge Review Assessment – Module 2: AI Governance and ERM Integration, Board Reporting and Assurance
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1 Quiz
Module 2: AI Governance and ERM Integration, Board Reporting and Assurance
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Post Course Survey – AI Governance for Directors
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