Dear Mayne Reporters,

In today's edition we've got a detailed response to Monday's edition from Macquarie Infrastructure Group chairman Mark Johnson, plus 14 new names for the Mayne Report Rich List, incuding the Tasmanian punter who cleaned up casinos and now has an estimated $100 million contemporary art collection.

There's also some insights on the RACV, which last night farewelled 3 directors after a collective 68 years of service, although the story might cause me some grief with the missus, an RACV director who usually demands no public utterances from yours truly on this magnificent institution.

The Goodman family debt problem is also on the raider, because this really should have been disclosed earlier by Goodman chairman David Clarke, the man who is also presiding over Macquarie Group's lamentable "say nothing about margin loans" strategy.

Finally, our two new lists tracking where directors come from is also worth a look, so please click through and enjoy the full edition.

Do ya best, Stephen Mayne

* The Mayne Report is a multi-media governance website published by Stephen Mayne with occasional email editions. To unsubscribe from the emails click here.

Mark Johnson, the co-founder of Macquarie Bank who is definitely not an independent chairman of tollroad giant Macquarie Infrastructure Group, has fired off this detailed rebuttal to the lead item in our Monday edition.

He mounts quite a good argument about MIG's discipline in dodging bullets such as the Cross City Tunnel and the Lane Cove Tunnel and the superior performance over the past year to listed rivals such as Transurban, which has the internal management model that I've been advocating.

However, whilst asserting that MIG has a majority of independent directors, he doesn't specifically deal with individuals such as David Mortimer, who used to be supplied with an office by Macquarie and has a long and deep association with the bank.

Mortimer goes bananas and threatens to sue when this sort of thing gets raised, as you can see from this account of the 2003 MIG AGM when these same familiar arguments were trotted out. It will be interesting to see how the debate unfolds at this year's AGM as MIG will be a very high priority come October.

The great global margin call, fire sale, deleveraging – call it what you will – took an interesting twist last night when a family touted as billionaires emerged much diminished after a voluntarily sell down.

Pat Goodman, the Kiwi baker from Motueka, made his original pile as the controversial founder of food group Goodman Fielder. He then got into funds management and industrial property through a joint venture with Macquarie Bank that was run by his son, Greg Goodman.

When Goodman Group shares peaked at $7.60 in February 2007, the family's 144 million shares were worth $1.1 billion. However, now we learn that this was supported by an excessive $288 million in margin loans.

When the stock hit a low of $3.60 before Easter, the family's gearing ratio was pushing 56% but the market was not informed and margin calls were clearly getting close.

The family then took advantage of the post Easter bounce but was last night forced to cop a hefty discount by selling 78 million shares – 54% of the holding – at just $3.70 each, even through the stock closed on Tuesday at $4.19.

Goodman shares slumped 13c to $3.96 in morning trade today, meaning the family's residual 66 million shares were worth just $261 million, but at least it is debt free. They now also suffer the ignominy of no longer being the largest shareholder of the company that bears their name, instead sitting behind the likes of Commonwealth Bank, AMP, ING and even Macquarie Group, which re-emerged last month with 5% held through its funds management arm.

This must have left a bitter taste in Pat Goodman's mouth when you consider that the family geared up to buy more shares from Macquarie Bank when it sold its 7.7% stake for $730 million in August 2006.

The Millionaires' Factory fetched $5.90 a share and proudly declared a pre-tax profit of $300 million, which shrunk to just $90 million in net terms because of the bank's excessively generous bonus system. The way Macquarie carved up this Goodman profit was at the heart of last year's protest against its remuneration report and the subsequent change to a new system.

Interestingly, Goodman Group is still chaired by Macquarie Group chairman David Clarke, who let everyone down by not disclosing the size of these loans. The Goodman family now join this fast growing list of directors that are dumping stock to pay down debts.

What happened overnight raises questions about other Rich Listers. Gerry Harvey, Kerry Stokes, James Packer and even Rupert Murdoch are yet to reveal the debts they carry. This will be the first question asked at many AGMs in the coming months.

As a general rule I don't talk about the RACV because the better half, Paula Piccinini, is a director. However, we're a small community at the Mayne Report and this information shouldn't upset anyone.

On Tuesday night we had a farewell dinner in the private dining area of Australia's finest club (you'd hope so for $200 million) for three directors who have hit the compulsory retirement age of 72 after collectively serving for 68 years.

Now I've previously been a critic of the "old boys club", but on getting vicariously inside the tent, it has been very pleasing to discover a cohesive and co-operative board that oversees a well managed and much-loved institution that is enjoying an extraordinary period of growth and success.

Last night's farewells were for two former Presidents, Max Lay and Brian Baquie, who have both served since 1986, and Bill Shelton, who joined the board in 1984. The dinner was unprecedented in corporate Australia because no other board has ever compulsorily retired three directors simultaneously - especially after 68 years of service.

It hasn't happened before and it won't happen again because in recent times the board has introduced two important reforms - a 12 year tenure limit and a requirement that a chairman retires a year after serving a three year term in the top job. Former NAB banker and GUD chairman Clive Hall was in the chair when these noteworthy governance improvements were introduced.

The three departing directors served voluntarily until board fees came in almost 10 years ago and if you look at the achievements over the decade, no-one would begrudge them their fees.

The RACV is now Australia's biggest and strongest mutual with a net worth of around $2 billion. Profits for the past three years have averaged more than $100 million as the investment markets and the insurance joint venture with IAG paid huge dividends.

Including the city club, RACV is embarking on a $300 million-plus investment program on new facilities for its members. And don't the members love it - membership has soared from 16,000 to 26,000 since the new city club opened less than three years ago.

I used to bag this "Taj Mahal", but it is a phenomenal example of the saying "build it and they will come". In next to no time it has become the most popular venue in Melbourne for corporate functions and conferences and RACV even has the biggest slice of the AGM market. Well done to everyone who had the foresight to buy that two acre block on the highest point of the Melbourne CBD, contract the Grollos to build a magnificent facility and then manage the extraordinary growth that has followed.

And thanks for a magnificent farewell dinner. We stayed at the club last night and poor Paula had to battle through 8 hours of committees and board meetings today. She returned home at 8pm, took a couple of panadol and was sound asleep by 8.30pm, meaning the coast was clear to get this edition out.

I'll be giving two talks in the coming weeks to a group of Australian finance directors of multi-national companies, plus a separate discussion with their Melbourne-based CEOs.

One theme to be pursued is that Australian listed companies should tap into this huge pool of executive talent who are Australian country managers for multi-nationals. Our list tracking this phenomenon is growing but still disappointingly small.

Being the CEO of an Australian public company is the fastest way into a career as a professional non-executive director. Check out this list on the website as we're already up to 20 names to demonstrate the point.

We should also work up a list of former CEOs who don't make it onto any boards. This is usually because of poor performance. People like Southcorp boss Keith Lambert are just too damaged by their records.

However, others simply choose to avoid the game, the best example being former Southcorp and Tabcorp CEO Ross Wilson who has disappeared from view since retiring four years ago. Then again, when you've made $60 million running a listed gambling monopoly/duopoly, why risk your reputation by becoming a professional director earning less than $1 million a year?

Sir Rod Eddington warned last week that some talented people are walking away from board seats because of the risks involved. If Sir Rod cops the full regulatory backlash which he deserves for his part in the Allco Finance Group debacle, there will be plenty more people like him who will give the directors' club a wide berth in future, arguing that the reputational risks are just too great for the money involved.

Sir Rod does deserve to cop it for Allco - and ASIC should make an example of him - but non-executive directors should also be paid considerably more to attract the best talent and ensure individuals don't follow Sir Rod's lead and take on far too many gigs.

People like WA News chairman Peter Mansell are loaded up with eight board seats and can't possibly fulfill their duties. Mansell is pretty much full-time on WA News matters at the moment, including a media blitz which took in this KGB examination on Business Spectator that appeared over the Easter break.

Bruce Chalmers: wine-maker and until recently, owner of Chalmers Vineyards in NSW, his winery has rapidly expanded in recent years - from 8ha to 650ha, leading to the recent sale to the Macquarie Group. Bruce will remain on board as a viticulture consultant, but with a rather handsomely expanded bank account to the tune of $50 million.

David Deitz: executive director of Allegiance Mining recently tipped his shares into the takeover bid by Zinifex, earning him $14.9 million.

Anthony Howland-Rose: chairman of Allegiance Mining who received $12.82 million with the sale of his 11.65 million shares to Zinifex.

Julius Coleman: the Melbourne lawyer who founded property syndicate manager MCS which Centro bought for $193.5 million in 2003.

Tony Davis: having acquired the Limbunya cattle station for $1 million in 1996, he has since added 20,000 cattle. Tony and his wife Pam are selling the large Northern Territory land holding, with expected bids to reach as much as $40 million.

Terry Agnew: property investor in Sydney's commercial district, he recently completed a swap with the Stockland Group. He acquired his property for $121 million in 2002, and swapped it for property worth $225 million in one of the largest deals of its kind.

David Walsh: known as “every casino owner's nightmare”, this eclectic Tasmanian has amassed a fortune on the blackjack tables using his mathematical probability skills. Additionally, he also owns an eclectic art collection of over 300 contemporary works worth over $100m.

Nicholas Curtis: chief executive of "rare earth' miner the Lynas Corporation, which stocks are up 32.7%. His stake has increased in value from $25 million to $33 million.

Brian Flannery: due to increasing demand for coal, miner Felix Resources share price continues to rise, increasing this director's wealth to $293 million.

Travers Duncan: a director in coal miner Felix Resources, he is estimated to be worth $298 million riding the back of increasing coal demands.

Jacob Klein: managing director of Sino Gold, his wealth is rising due to the 18 percent increase of Sino stocks since the start of the year.

Oswal family: behind Burrup Fertilisers which was recently almost floated, they are currently building a palatial home in the exclusive Perth suburb of Peppermint Grove said to be potentially Australia's most expenisve home.

Les Erdi: his Erdigroup which owns and operates nine hotels in Australia, has recently purchased the Marque Hotel for $18.25 million to add to the group.

Spencer family: with members of the family occupying the chair and CEO positions of two of the main entities of the Stargate group, a recent evaluation has the group servicing 6000 mortgage loans worth more than $1 billion.