Governance
Boards today face unprecedented challenges to achieve strategic objectives, comply with regulations and adapt their governance to evolving business and stakeholder needs.
Good governance not only ensures accountability, efficiency and sound decision-making, but creates value for investors, reduces risk and supports growth. It also aligns ESG goals with company strategy and stakeholder interests.
A&O Consulting has extensive experience advising Boards and Executive teams in both regulated and unregulated sectors across the globe. Our team includes former senior regulators and industry leaders who have worked with Boards and executives for many years.
We provide a range of services that enhance the effectiveness of company governance both at the Board level and throughout the wider business, including:
- Governance framework design and implementation
- Effectiveness reviews for Board, Executive, and business governance
- Board and Committee policies and procedures
- Board and executive committee composition, including skills and capabilities assessments
- ESG and sustainability governance advisory
- Delegation and decision-making frameworks
- Reporting and MI reviews
- Company Secretary support
- Crisis management simulations
We help clients tackle some of their most complex and important governance issues, including parent and subsidiary dynamics, Board and Executive oversight and connectivity, new entity governance, and restructures.
Individual accountability
We know from experience that financial services firms in particular need to consider individual accountability regimes through the lens of good governance, not just the role and responsibilities of individuals.
We have worked with numerous clients on the implementation and enhancement of individual accountability regimes, including Senior Managers and Certification Regime (SMCR) in the UK, Banking Executive Accountability Regime (BEAR) / Financial Accountability Regime (FAR) in Australia. As former senior regulators, we understand that the regulators expect, and how this translates in practice.
Our regulatory experience sets us apart from our competitors. We are perfectly placed to support both firms and individuals every step of the way, including reviewing firm application of the Regime, preparing individuals for regulatory authorisation and carrying out reasonable steps assessments.
Our advice and support help our clients to make better decisions and manage individual accountability.
If you would like to learn more about how we can work with you, please get in touch with our consultants.
Client case studies
Reviewing executive-level governance
Reviewing the effectiveness of a newly listed company’s Board
We undertook a Board effectiveness review of a newly AIM listed healthtech company. Its leadership wanted to ensure Board-level processes were working, met regulatory standards and achieved the standards the company had set itself.
Our work took place at a time of immense change and public and media scrutiny. Our report set out practical recommendations, tailored to the nature and complexity of the organisation, helping to strengthen the client’s collective skillset to meet regulatory expectations and achieve its future strategy.
Designing executive governance documents and policies
We developed bespoke governance and best practice guidance for a global payments fintech and its subsidiaries. We reviewed their current governance documents and gave our insights into their Board and Committee Terms of Reference. We also provided meeting agenda schedules and developed decision-making, delegation and escalations matrices, based on the client’s strategic priorities, regulatory obligations and good practice insights.
As a result, the client’s senior leadership was able to better understand how a Group/subsidiary structure and two-tier Boards operate in practice and ensure adequate governance documentation was in place for both the Group and its subsidiaries.
Designing and embedding a governance enhancement programme
We assisted a financial services client with a wide-ranging governance enhancement programme. Working closely with the Chair of the Board and the General Counsel, we examined the Board and executive governance framework. We conducted specific exercises such as a skills and experience assessment of the Board and Executive; drafted key governance documents such as the Directors’ Handbook and Board Terms of Reference; and trained directors on their roles and responsibilities.
We provided strategic advice to the Chair and General Counsel on how to position enhancements with the regulator, ensuring any steps taken addressed regulatory concerns while remaining practical and sustainable for the client.
Reviewing Board and Executive governance
We reviewed the Board and Executive governance framework for a large fintech. We assessed the effectiveness of design and operation of the arrangements in practice. The review was undertaken in response to regulatory expectations and with a view to future strategy, in particular a forthcoming UK bank licence application.
Drawing on our team’s extensive experience of working for regulators, we made sure our findings were credible for the regulator whilst adding practical value for the client. We helped the client strengthen governance and meet the standards expected of UK banks.
