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E-raamat: Director's Guide to Governance in the Boardroom: Across the Private, Public, and Voluntary Sectors

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  • Formaat: EPUB+DRM
  • Ilmumisaeg: 24-Apr-2022
  • Kirjastus: Routledge
  • Keel: eng
  • ISBN-13: 9781000570472
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  • Formaat: EPUB+DRM
  • Ilmumisaeg: 24-Apr-2022
  • Kirjastus: Routledge
  • Keel: eng
  • ISBN-13: 9781000570472
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"This comprehensive book is a practical guide for executive and non-executive directors and aspiring directors to lead, govern and steer UK-based organisations to long-term sustainable success. In today's turbulent environment, corporate governance is increasingly scrutinized, and this book will consider how directors can 'bring the future forward' with respect to responsible and ethical governance and leadership against the challenging political, environmental and economic backdrop. While other books discuss UK corporate governance, this one uniquely demonstrates how the work of directors can build an organisation's antifragility, and offers a view of stewardship approaches to every sector and type of UK organisation, from large premium listed companiesto start-ups, the public sector, not-for-profits, partnerships, family-owned and private equity-backed organisations. Aspiring, newly appointed and experienced directors will each benefit from this starting guide - or refresher - on UK corporate governance, with highly practical and actionable insights"--

This comprehensive book is a practical guide for executive and non-executive directors and aspiring directors to lead, govern and steer UK-based organisations to long-term sustainable success. Aspiring, newly appointed and experienced directors will each benefit from this starting guide on UK corporate governance.

Arvustused

"For anyone considering joining a board, this book offers invaluable practical insight. The chapter on Environment, Social and Governance (ESG) is particularly relevant at a time when stakeholder capitalism is on the rise. This is something I think about frequently and it is the talk of boardrooms around the world." - Ann Cairns Executive Vice Chair Mastercard, Global Chair 30% Club, Lead Director Government Department for Business, Energy and Industrial Strategy (BEIS), Chair Intercontinental Exchange and Chair Financial Alliance for Women

"It offers a practical guide for non-executive and executive board directors in the private, public and charity sectors of the UK. Its unusual but compelling combination of factual information and personal insights provided by practicing board members, offering insights that are just not available anywhere else." - Peter Allanson, Good Governance Institute

"This topic is of extreme importance to all Boards. Every director should understand the implications and ramifications for their business. The Editors and Contributing Authors add to the growing body of scholarly and other works that provide a grounding and underpinning to the understanding of good governance." - Jonathan Geldart, Director General, Institute of Directors. "For anyone considering joining a board, this book offers invaluable practical insight. The chapter on Environment, Social and Governance (ESG) is particularly relevant at a time when stakeholder capitalism is on the rise. This is something I think about frequently and it is the talk of boardrooms around the world."

Ann Cairns, Executive Vice Chair Mastercard, Global Chair 30% Club, Lead Director Government Department for Business, Energy and Industrial Strategy (BEIS), Chair Intercontinental Exchange and Chair Financial Alliance for Women

"It offers a practical guide for non-executive and executive board directors in the private, public and charity sectors of the UK. Its unusual but compelling combination of factual information and personal insights provided by practicing board members, offering insights that are just not available anywhere else."

Peter Allanson, Good Governance Institute

"This topic is of extreme importance to all Boards. Every director should understand the implications and ramifications for their business. The editors and contributing authors add to the growing body of scholarly and other works that provide a grounding and underpinning to the understanding of good governance." Jonathan Geldart, Director General, Institute of Directors

List of Figures
xiii
List of Tables
xiv
Notes on Contributors xv
Foreword xxii
Ann Cairns
Foreword xxiv
Peter Allanson
Foreword xxv
Jonathan Geldart
Preface xxvi
Arturo Langa
Monica Langa
Chapter 1 Governance and the Role of the Board
1(54)
David Watt
Arturo Langa
Eileen Maclean
Introduction
2(1)
Governance
2(5)
Understanding the Role of the Board
7(8)
Strategic View
15(1)
Board Make-Up
16(6)
Board Structure
22(4)
Subsidiary Boards
26(2)
Role of the Chair of the Board
28(2)
Board Committees
30(1)
Appointment to Board Committees
31(2)
Comparisons between Sectors (private, public, and charity/voluntary)
33(1)
What the Board Should Do
34(3)
What the Board Should Not Do
37(1)
What Makes a Board of Value to the Organisation?
37(5)
Role of External Advisors to the Board
42(1)
Insolvency -- What the Board Should Know
43(4)
When to Resign
47(4)
Directors and Officers Liability Insurance (D&O)
51(1)
Key Messages
51(1)
Further Reading
52(1)
References
52(3)
Chapter 2 Governance Codes
55(38)
Carum Basra
Monica Langa
Introduction
56(1)
Emergence of Governance Codes
56(1)
Understanding the Role of Governance Codes
57(2)
Why Apply a Code?
59(1)
Reporting against a Code
60(1)
Governance Codes in the Private Sector
60(9)
Governance Codes in the Public Sector
69(5)
Governance Codes in the Charity/Voluntary Sector
74(14)
Support on Governance Code Compliance
88(1)
Key Messages
89(1)
Further Reading
89(1)
References
90(3)
Chapter 3 Risk Management in the Boardroom
93(42)
Vicky Kubitscheck
Introduction
94(1)
Under the Spotlight
94(2)
The Concept of Risk Management
96(4)
The Key Principles of Risk Management
100(1)
Defining the Board's Risk Appetite
101(5)
Identifying Risks
106(2)
Assessing Risks
108(2)
Monitoring and Reporting of Risks
110(3)
Pitfalls and Lessons: Why Organisations Fail ...
113(11)
Future Proofing: Forewarned Is Forearmed
124(5)
Key Messages
129(1)
Further Reading
130(1)
Notes
130(2)
References
132(3)
Chapter 4 Environment, Social, And Governance (Esg) And Sustainability
135(38)
Sital Cheema
Monica Langa
Introduction
136(1)
Defining ESG and Why It Has Increased in Importance
136(7)
ESG and Sustainability
143(8)
ESG in the Boardroom
151(8)
Approaches to ESG in the 3 Sectors (private, public, and charity/voluntary)
159(7)
Taking the Lead -- Post-COVID-19
166(3)
Key Messages
169(1)
Further Reading
169(1)
References
170(3)
Chapter 5 Executive Directors on the Board
173(34)
Chris Pearse
Monica Langa
Lorraine Clinton
Introduction
174(1)
Executive Director versus Non-executive Director
174(4)
Functions of the Most Common Executive Directors on the Board
178(6)
Employee Directors
184(2)
Challenges Faced by Executive Board Directors
186(5)
Executive Board Directors in Different Sectors (private, public, and charity/voluntary) -- Some Practicalities
191(8)
Newly Appointed Executive Board Directors
199(1)
The Board and Executive Director Team Dynamics
200(3)
Key Messages
203(1)
Further Reading
204(1)
References
204(3)
Chapter 6 Role of the Company Secretary
207(30)
Sheelagh Duffield
Gayle Watson
Introduction
208(1)
Company Secretary -- Main Duties
208(3)
The Need for Qualifications for the Company Secretary
211(2)
Thfi Governance Framework
213(4)
The Governance Facilitator
217(4)
Board Induction
221(2)
Board Meetings
223(5)
The Respected "Governance Adviser"
228(1)
Important Aspects of the Role in the Private Sector
229(2)
Important Aspects of the Role in the Public Sector
231(1)
Important Aspects of the Role in the Charity/Voluntary Sector
232(2)
Key Messages
234(1)
Further Reading
234(1)
References
235(2)
Chapter 7 Recruiting and Maintaining an Effective Board
237(50)
Monica Langa
Arturo Langa
Introduction
238(1)
What Is a Board Made Up Of?
239(3)
Executive and Non-executive Board Members
242(2)
Structuring a Board
244(3)
Deciding the Board Composition
247(1)
Common Mistakes in Board Recruitment
248(4)
Board Diversity
252(5)
Approaches to Board Recruitment
257(1)
Private Sector
257(5)
Public Sector
262(2)
Charity/Voluntary Sector
264(1)
How to Recruit the Right Board Members
265(3)
Director Selection
268(2)
Board Matrices
270(3)
Board Behaviours
273(4)
Recruiting for the Optimal Behaviour Mix
277(1)
Maintaining an Effective Board
278(2)
Independent Board Evaluations
280(2)
Board Chemistry
282(2)
Key Messages
284(1)
Further Reading
284(1)
References
285(2)
Chapter 8 Gaining Your First Non-Executive Board Appointment
287(34)
Francesca Ecsery
Introduction
288(1)
Top Tips
288(4)
NED CV -- Your Personal Brand
292(5)
Networking
297(1)
Creating a Digital Brand
298(2)
Why Do Boards Hire NEDs?
300(1)
To NED or Not to NED?
301(4)
No NED Experience? Leverage Your Executive Skills!
305(1)
Securing a NED While Still in Full-Time Employment
306(1)
Private Sector Appointments
307(3)
Public Sector (Ministerial) Appointments
310(4)
Charity/Voluntary Sector Appointments
314(3)
The Importance of a Good Chair
317(1)
Key Messages
318(1)
Further Reading
319(1)
References
319(2)
Chapter 9 Governance in the Private Sector
321(34)
Charlotte Valeur
Claire Fargeot
Patricia Barclay
Introduction
322(1)
Defining the Sector
323(1)
Scale of the Sector
324(1)
Role of the Private Sector
325(1)
How Is the Sector Governed?
326(6)
Legal Structures
332(16)
Why Be a Non-executive Director in the Private Sector
348(1)
COVID-19 and Company Governance
349(1)
Key Messages
350(1)
Further Reading
350(1)
References
351(4)
Chapter 10 Governance in the Public Sector
355(38)
Rachel Gwyon
Arturo Langa
Introduction
356(1)
Defining the Public Sector across the UK
357(4)
History
361(1)
The Nature of Public Bodies
362(1)
Common Legal Structures of Public Bodies
363(5)
The Role of Public Body Boards
368(8)
Working Effectively with Ministers and the Civil Service
376(3)
Important Aspects of Public Body Governance
379(7)
Why Join a Public Sector Board?
386(1)
COVID-19 and Public Body Governance
387(3)
Key Messages
390(1)
Further Reading
390(1)
References
391(2)
Chapter 11 Governance in the Charity/Voluntary Sector
393(25)
Patricia Armstrong
Margaret Wright
Introduction
394(2)
Defining the Sector
396(2)
The Scale of the Sector
398(1)
How Is the Sector Governed?
399(1)
Legal Structures
400(9)
The Governing Document
409(5)
Why Be a Charity Trustee?
414(3)
COVID-19 and Charity/Voluntary Organisation Governance
417(1)
Key Messages
417(1)
Further Reading
418(1)
References 418(1)
Index 419
Arturo Langa is an experienced Non-executive Director. His executive career has spanned in excess of 30 years in the NHS and includes senior management roles and chairing leadership committees relating to clinical governance and oversight. This has led to a passion for board governance, which he brings to his non-executive Board roles. His current roles include being a non-executive director of NHS National Services Scotland (NSS) and serving on the Court of Queen Margaret University and he is still a practicing senior clinician (Consultant) in the NHS. Previous board roles have included large charities where he chaired board committees. He has also been a board adviser to a number of MedTech companies. He provides strategic input, business knowledge, and seeks to adhere to strong governance principles in every boardroom setting. Arturo is an active investor in early-stage companies. He has been an editor and an editorial board member of a number of professional journals and a published author in academic publications as well as a Visiting Professor at the University of the Highlands and Islands.

Monica Langa is the Chair and Non-executive Director of a number of private-equity-backed companies and of an Angel Investment Syndicate. She is a former Fund Manager/Investment Director and also worked at the Institute of Directors. She has over 20 years' Non-executive Board experience in the charity/voluntary and the venture capital sectors. As a Director of an executive search practice, Monica specialises in Non-executive Board appointments and independent Board evaluations for the listed investment company and financial mutual sectors, so she spends the majority of her time both advocating for and experiencing best practice in governance in some of the most highly regulated boards in the UK. She holds the Institute of Directors Certificate in Company Direction, holds an MSc in Investment Analysis, is a qualified banker (Chartered Institute of Bankers in Scotland), and a qualified HR professional (CIPD).
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