One subject that can be depended on to crop up time and time again in boardrooms is the quality of board papers, and in particular, the level of detail contained within them. Much frustration often prevails in boardrooms over the matter of whether certain board papers are too detailed or not detailed enough. Nor can there be any question about the importance of this subject, given that the amount of detail in such papers can set the tone and direction of discussions. Continue reading
UK listed companies now required to provide viability statement
Such is the ever-growing emphasis on risk management that a requirement has now been introduced under the FCA Listing Rules for all UK listed companies to include a viability statement in their annual report.
The new provision will be added to the UK Corporate Governance Code, and calls for directors to explain in the annual report how they have assessed their company’s prospects, taking into the company’s current position and principal risks. The provision C.2.2 also requires directors to outline the period for which they have carried out their assessment and why they consider that period to be appropriate. Continue reading
Setting the agenda for board meetings – what to do and what not to do
Of all of the aspects of your organisation’s board meetings that we can assist with as part of our meeting management service, one of the most important is the preparation and agreement of the agenda. Continue reading
The corporate governance failures that can destroy value within companies
The perils to a company of not having a comprehensive corporate governance audit should become clear when one takes a closer look at the organisations to have been guilty of some of the most egregious ethics and compliance failures of recent years. VW, FIFA, Petrobas, Toshiba and Deutsche Bank were all named by Compliance Week in its list of the top five such failures last year, and with good reason. Continue reading
Two recent cases broaden what may constitute ‘public interest’ whistleblowing
Those looking to incorporate a limited company this year may wish to take note of two important cases that have broadened what may be considered in the public interest when determining whether a whistleblowing disclosure is protected.
It was back in June 2013 when the government made the legal protection provided to whistleblowers conditional on the worker holding a reasonable belief that their disclosure was in the public interest. Although this was not defined, the intention of the law was to ensure employees couldn’t depend on allegations about breaches of their own employment contracts being given the status of protected whistleblowing procedures. Continue reading
First conviction of a care home and its responsible officers under the Corporate Manslaughter and Corporate Homicide Act 2007 as a result of serious failings in health and safety
The Crown Prosecution Service reports that a care home in Nottingham was fined £300,000 for corporate manslaughter at Nottingham Crown Court recently. The conviction arose following the death of an 86 year old lady who suffered pneumonia, as a result of serious failings in the provision of personal care, nutrition and support provided by the home. According to reports, the post mortem confirmed that neglect had directly contributed to her death. Continue reading
How addressing board culture can be essential to mitigating risk
Although there has never been exact science to prove a direct link between poor boardroom culture and business failure, many commentators believe that a company’s performance is affected in some way by the tone set by those at its helm. Continue reading
MPs blame “catalogue of failures” for Kids Company demise
A salutary lesson will have been provided to both charities and those considering the use of company secretarial services by the report released by MPs in early February on the circumstances that led to the collapse of the charity Kids Company.
Kids Company’s closure in August followed controversy over the management and finances of the charity founded by Camila Batmanghelidjh in 1996. Now, the Commons Public Administration and Constitutional Affairs Committee (PACAC) has released the results of its inquiry, describing the charity’s collapse as the result of an “extraordinary catalogue of errors”. Continue reading
New Sentencing Guidelines preceded by highest ever UK fine for corporate manslaughter
The death of a crane driver has led to the conviction of corporate manslaughter for a mobile crane hire company, making it the first in the UK to suffer such ignominy. Despite the verdict being handed down before the introduction of new, tougher Sentencing Guidelines this month, the level of the fine sends out a strong message to all UK organisations that may need to invest further in risk and compliance services. Continue reading
Smith and Ouzman case shows the very real costs of bribery
If there is one recent development that will have increased the importance of many organisations to undertake a comprehensive company governance review, it is surely the recent case of the Eastbourne printing firm, Smith and Ouzman Limited, which was hit with a £2.2 million fine in relation to bribery offences. Continue reading