Guidance Archive

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

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.

The Board of a regulated subsidiary has always been a tricky place to be. Directors need to balance group demands with local legal and regulatory requirements and often have to do so through the lens of a complex matrix where accountabilities are not always straightforward…

The current economic, political and regulatory landscape is likely to add new complexities and challenges around your governance at subsidiary level. The implications will differ amongst companies in the same group and each should have its own plan to deal with the issues that relate to them.

It’s now more important than ever to be comfortable that your local board’s oversight of the business achieves the right balance between responding to the shareholder’s (Group) expectations and making and ensuring an appropriate local response to unexpected change.

Here is a checklist of the things we believe your subsidiary board should be addressing to make sure you remain effective.

The debate about ESG rages on. While some see it as one more piece of burdensome regulation, it is our belief that deciding how to deal with ESG can, and should, be a moment of opportunity for boards. Debating whether the E, S and G rightfully fit together is pointless. What lies below ESG is a series of matters that are critical for Boards to grasp and act upon…

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

Purpose has always been important, but factors like climate change, social inequality and political instability have increased the focus on how business can help to address current societal problems. Increased stakeholder scrutiny means businesses may now face being boycotted if their operational methods are deemed harmful to people or the planet. Regulation is reinforcing this shift with increased requirements around accountability and transparency…

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

A Board Skills Matrix is a relatively simple grid or table which lists the essential skills and experience the board agrees it should possess both currently and looking to the future. The skills matrix maps these against the attributes each individual board member brings to the table. Creating a skills matrix is a chance for the Board to agree what skills and experience it needs to possess collectively in order t…

It is widely accepted that diverse boards are more effective. Regulators are taking far more interest in what boards are doing to mitigate against Group Think. Stakeholders are increasingly demanding evidence of not just discussions but actions which create real…

The purpose of your Diversity & Inclusion Strategy is to create real change in your organisation. This checklist breaks down the three key areas your board needs to address.
Our experience shows that too many boards still don’t have sufficiently robust succession plans in place. Creating a genuinely diverse board entails actively planning ahead.
Considering these eight steps will help create a board succession plan th…

It seems everyone’s talking about Diversity & Inclusion. In a recent PwC report racial and ethnic diversity topped the list as the single most important attribute being prioritised in the board’s next director search. However, while awareness is definitely on the rise, the key challenge that remains is how to create the desired changes in practice…

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

Choosing between questionnaires or interviews can seem like choosing between lesser or deeper insight. But it doesn’t have to be. Questionnaire-based and interview-based reviews
can both generate valuable insights. We provide key points to consider when planning your…

Why do clever people do stupid things? Independent Audit Founder, Jonathan Hayward and Dr. Paul Furey, Founder and CEO of Paul Furey Ltd. share 12
practical steps you can take to understand your board’s dynamics and to ensure it avoids the usual governance…

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…

Boards exist to support the executive team in running an organisation legally and successfully. The topics they address can be tricky and the stakes are often high. A good board provides challenge, advice, and moral support. But for a group of diverse individuals who meet infrequently, high-quality conversations can prove challenging…

In this guidance, Dr. Paul Furey shares 10 steps to improve your board dynamics. These points were explored in depth in our April 2022 webinar.

We often hear complaints from Non-Executive members of Audit and Risk Committees that “We’re not getting what we should out of our Risk Management’.” This guide is adapted from a December 2021 webinar…

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?”

It may involve a lighter touch, but it needn’t be just a box-ticking exercise. Your internal self-assessment can provide the board with real value. This guide provides a step-by-step approach and outlines the 5 Key Elements to consider as you plan your next review…

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:…

IoD Centre for Corporate Governance “From Intention to Action: Board Effectiveness and Stakeholder Governance” What makes a board effective in how it governs

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

Checklist: Questions to ask about cyber risk management during the pandemic

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

Checklist: Questions for the Board to ask about developing the Company Secretary’s role

The Board can help the Company Secretary add more strategic value

This is undoubtedly a busy and trying time for boards

Boards need to think ahead to the post-pandemic environment

Checklist: Thinking through the Board’s decision-making in a virtual meeting environment

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

Checklist: Thinking through the different role of a subsidiary board

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

Different agenda structures and different board packs are needed for virtual board meetings

Video: How to Chair a meeting well

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

Checklist: Making sure you’ve thought through what’s needed for a good virtual meeting

Virtual board meetings need different ways of working

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

Audit Committees need to take a structured approach to looking at external audit

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

How Audit Committees can look at the effectiveness of internal audit

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

Our pre-prepared self-assessment questionnaires are designed to ask the right questions in the right way and save you time in the process.

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