Guidance Archive

It’s that time of year when Audit Committees need to start thinking about how audit quality has to be made evident, rather than taken for granted. Not as easy as it sounds, and not only because auditors like to keep their work shrouded in professional mystique…

How Audit Committees can look at the effectiveness of internal audit

More than ever, most companies’ fortunes are dependent on third parties. A myriad of suppliers make the wheels turn and often provide many of the inputs. Organisations typically have little influence over the way these suppliers behave, other than as a buyer who can make some noise.

There are so many reasons to take a well- structured approach to giving stakeholder considerations the right amount of time and attention.  It’s not just about meeting requirements. 

During our board effectiveness reviews we often hear the refrain “we don’t spend enough time standing back”. In other words, creating the space to just think and talk about the bigger things that are happening around us that might have an impact.

It’s time for us to stick our necks out again…

It’s one of the hottest topics around. The world is starting to wake up to the risks and opportunities of Artificial Intelligence (AI). And yet one place where we are seeing little discussion is the boardroom. In fact, in a recent webinar that we took part in, half of the company secretaries present said their boards hadn’t discussed it at all.

Risk governance is complex enough without any added fuzziness around who should be doing what and how. And the more layers of governance there is, the more potential for fuzziness. Board Risk Committees (BRCs) became common after the 2008..

A good number of boards suffered a very uneasy weekend in early March.  It wasn’t only the directors of Silicon Valley Bank who were stressed: many of its customers found themselves exposed.

You would be hard pressed to find an organisation that doesn’t see technology as a strategic driver.

“Who am I? Why am I here?”

Well, 2022 was certainly a rollercoaster of a year. On every front – geopolitical, macroeconomic, social, national political and more – Boards have had to respond to rapidly changing external environments.

Developments in the financial services sector have a tendency to spread into the wider world of governance (just look at risk management!) So it makes sense for all boards to pay attention to how the regulators are putting the consumer front and centre.

Are you rigorously thinking through how your business model is being impacted by the multi-fronted economic crisis?

It’s no news to anybody that we’re now experiencing some fundamental economic changes. Interest rates above 1%, rapidly increasing inflation, energy shortages..

Value destruction comes in many forms. A hit to your reputation is often a reliable way of taking a hit to the share price or to morale, or to both

The U.S Business Roundtable has announced that a company should exist for the benefit of all, which has brought discussions around stakeholders more into focus.

Most organisations bemoan silos. Everybody seems to agree that organisational structures which give rise to operational obstacles are A Bad Thing…

Many of us will deny we’re over-stressed even though it’s what we’re feeling. So we try to hide it and deal with it alone, even when we know we shouldn’t.

Do you really understand what makes your organisation perform (well or badly)? How it all hangs together? What needs to happen. Where the big costs lie?

Boards’ immediate concerns about the risk and control implications of Working From Home have been calmed and hybrid working is set to become the norm.

As 2021 comes to an end, boards are thinking ahead to 2022. They’re thinking about what lies in store. Further uncertainty for sure. But on its own that’s not very helpful as an agenda item.

We see a lot of boards in action. Sometimes it’s an enjoyable and stimulating experience. Other times we find ourselves asking “what was that meeting supposed to have achieved?”

Boards are all very keen to meet together in the same place, and it’s beginning to happen.  But the next few months will continue to be unpredictable and demand flexibility.

For some directors training is still a tricky topic. Maybe it’s the word that puts them off – perhaps a feeling that they’ve done enough training…

It might be a bit difficult to remember what was “normal”. But, back then in the pre-Covid world, most boards normally had the annual strategy day (or two) as a fixed item in the annual calendar.

Board papers are a perennial challenge. That makes them a reliable topic in board evaluation reports. First the good news:…

For a long time now it’s been widespread practice to depend on third parties for operational support – and sometimes on a very big scale. Outsourced operations, services, systems support, staffing, assurance checks

For many boards this is the time of year for finalising the Annual Report. So that means, at least for the UK listed companies, that it’s time for the principal risk list

Boards with increased diversity create leadership environments in which decisions are made more carefully

It’s worth taking another look at how to optimise virtual meetings

Boards should take stock over Christmas and consider what’s needed for 2021

What makes a good Chair: a look at the many different skills needed

The Board can help the Company Secretary add more strategic value

Boards need to think ahead to the post-pandemic environment

Making sure of sound governance around decision-making in a virtual meeting world

Audit & Risk Committees need to make sure risk and control remain solid in the COVID-19 environment

Virtual meetings mean a different focus – and that means changing the agenda and papers

Boards need to be asking about changing risks and controls with COVID-19 and Working From Home

Virtual board meetings need different ways of working

Environmental challenges and the strategic response need to be higher up board agendas

A look into the future: thinking about how boards might work come 2030

A look at the role of the non-executives and how best to capture employee views

A guide to better board evaluations when you’re using questionnaires

Making your strategy day work well is not easy so we share some tips

Assessing the Finance Function is a strategic issue and not just about control

The questions to cover, including some the Board might not have thought of

Practical guidance on how to structure board papers better

Non-exec only sessions are important but can go wrong: some tips on getting them right

Chairing a meeting is difficult: some tips on what works well

How boards should respond to the emphasis on Principles and what the business is for

Technology in the board room: a look to the future

It’s getting ever more important to think through how the Board is considering stakeholders

Getting committee reporting back to the Board can be tricky

Succession planning matters a lot – but it isn’t easy

The value of scenario discussions and stress-testing should not be underestimated

Individual director performance reviews can be tricky: we take a look at how to get it right

The work of the Risk Committee needs careful structuring around responsibilities and agendas

Boards run the risk of unconscious bias in their discussions and decision-making

Board portals have transformed life as a NED – but there are pitfalls and care is needed

The way boards involve the management team in board meetings could often be better

Top topics for board agendas in 2018

It’s important to make sure the different roles around risk at board level are clear

Starting the board meeting with an effective CEO Report makes a big difference

Thinking through the practicalities of making the board meeting work well

The Audit Committee needs to look at the impact of risk management, not just the process

All too often the effectiveness of governance in subsidiary companies can be an afterthought

Thinking through what might happen needs better scenario decision and board time

A lot companies are getting into the habit of planning their board reviews earlier

It’s easy for the RemCo to get things wrong given the spotlight and the complexities

Highlights from our research for the FRC on what boards are doing around “culture”

Boards talk about the vital importance of innovation but does it get enough focus

The RemCo needs to think through its strategic approach as getting it wrong can be costly

The NomCO role is complex and is not just about succession planning