Governance Advice

We can provide formal (written reports) or informal (Board, Chair and CEO briefings) advice on governance principles and frameworks, including good practice standards such as FRC Corporate Governance Code, IOD Corporate Governance Guidance and Principles for Unlisted Companies, and UK Financial Services regulatory requirements (PRA and FCA).

We also have experience of international Corporate Governance practices, including two tier Boards (Management and Supervisory).

We can provide advice on parent / subsidiary governance matters, and national and international group governance, where the rights of the parent and subsidiary subject to different governance and regulatory regimes can become complex.

Board Effectiveness Reviews

Board Effectiveness Reviews (BERs) are not only good practice but an excellent sense check on the effective operation of the firm’s overall leadership and stewardship. While Internal Audit functions can – and should – undertake regular (annual) BERs, the “outside-in” and independent view of an external SME is useful as a periodic (e.g. every three years) challenge.

Our BERs naturally include the range of common approaches and tools such as:

  • Questionnaires (Board, C Suite and wider staff versions)
  • Semi-structured interviews
  • Meeting observation
  • Document review (e.g. Board and committee minutes)

We supplement these traditional approaches with a team that includes both governance SMEs and business psychologists / executive development professionals. Our psychologists professional training and experience allow us to take a more objective, evidence-based approach to essential practical Board effectiveness areas such as group dynamics.

As UK regulators often tell us, adherence to formal governance requirements is important, but the practical operation of the Board and other governance committees is more important for effective oversight, leadership and challenge.

Our team also include diversity and inclusion SMEs and we can assess and consider approaches to promote D&I at Board, committee and C Suite levels. Once again, we adopt a practical approach, focusing on diversity of mindset as an essential safeguard for firms and key driver of innovation.

Leadership Development and Succession Planning

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Financial Services – Senior Managers, Certification, Fit & Proper

The UK’s SM&CR (and SIMR) are unique, and for Core and Enhanced firms impose significant obligations in terms of SMF holder approval, certification process design and update, and annual certification process, and staff-wide fit and proper assessments. It is easy for SM&CR documentation to get out of alignment with other governance and HR documentation, and operating the annual process can be demanding on senior staff time if it is to be conducted diligently. A “tick box” approach to certification or F&P assessment can easily lead to regulatory problems later.

We can help internal compliance and HR teams with all aspects of these regimes, including:

  • Certification and F&P assessment process design, together with related tools and documentation standards
  • Alignment of SM&CR or SIMR with other governance documentation such as Board and committee ToRs, role descriptions, competency frameworks, assessment and development, training needs analysis
  • Assisting with the annual certification process either as an outsourced service, as a sample based QA check, or by providing training and practice sessions for internal certifiers

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