Services
Governance | Compliance | Reporting
Whether you are looking to engage a company secretary, undertake an independent board performance review or just need the governance report drafted, Red Bridge Advisory is well placed to partner with you.
Corporate Governance
We provide guidance and support on developing and evolving corporate governance frameworks.
We are proficient in reviewing existing arrangements to ensure proportionate compliance with relevant governance codes and can draft new policy documentation to support corporate governance arrangements.
This can include revising matters reserved for the board and terms of reference for committees as well as ensuring the appropriate stakeholders are incorporated.
Our knowledge of sustainability matters, means we are well placed to assist companies to develop their governance arrangements to ensure sustainability and culture of the organisation is embedded in risk management and therefore the governance framework.
Board Performance Reviews
Applying the principles of the Chartered Governance Institute (CGI) Code of Practice for board reviewers Board Performance Review (cgi.org.uk), each review is structured to meet the board’s needs and expectations, as well as ensuring it remains independent. Anne-Marie is an accredited board reviewer, as recognised by the CGI Directory of Accredited Board Performance Reviewers (cgi.org.uk).
Principle (1) Competence and capacity: Having conducted independent board performance reviews for FTSE 250 and AIM companies, we have the expertise and solutions to facilitate a bespoke review. Anne-Marie’s experience gives her the capability and credibility to conduct independent board performance reviews. Working directly with her, companies have the benefit of engaging with a Chartered Governance Professional, who has a deep understanding of the scope and issues involved in an independent review, together with someone who is recognised as being pragmatic in delivering advice, identifying risks, actions and potential solutions.
Offering a bespoke approach, board performance reviews can be arranged through questionnaires, interviews with board members, observing board meetings, engaging with stakeholders as well as evaluating board documentation and findings from previous reviews. We agree with each client on the scope, purpose and distinct nature of each review and provide a tailored and detailed report. As she works independently, central to Anne-Marie’s principles is ensuring she has the capacity to deliver on commitments.
Principle (2) Independence and integrity: Maintaining our independence as a board reviewer is managed and mitigated by considering issues which could potentially compromise independence or could be perceived to compromise independence, such as providing other governance advisory services to a client. Each engagement as as an independent board evaluator is carefully considered to ensure it does not conflict with other companies that we work with or is beyond the recommended period of engagement.
Principle (3) Client engagements: Confidentiality and transparency for each independent board performance review is paramount and as part of our processes for engagement, discussions are held with the chair, company secretary and other relevant stakeholders. The purpose of these discussions is to scope each board performance review separately and identify suitable approaches to the review to ensure these are in the best interests of the company.
Each independent board performance review has separate terms of engagement, and a fixed fee is agreed. This is to ensure that each review is tailored appropriately to the client, that objectives are clear, and the methods of conducting the review and providing feedback are agreed.
Principle (4) Client Disclosure: It is specified as part of our terms of business, that we can review and comment on any public disclosures made regarding any independent board performance review we have been engaged with prior to publication. Drawing on our expertise in corporate reporting, we work to ensure these disclosures are clear, accurate and balanced. The value of an independent board review can be demonstrated through public disclosures by providing succinct and practical information. We are pleased to be associated with the reviews we have undertaken and work continuously to demonstrate the benefits of engaging an independent board reviewer.
If you require further details on how we apply the principles of the CGI Code of Practice for board reviewers please contact us.
Company Secretarial
We provide comprehensive support either as appointed company secretary or on an interim basis ensuring listed and private company compliance.
Working with boards and committees, we can undertake responsibility for meetings, agendas, minutes, and management of matters arising.
Our technical ability includes ensuring compliance with: market abuse regulations, listing rules, disclosure guidance and transparency rules and the AIM rules.
Supporting the company secretary and advising board directors on their duties and responsibilities and ensuring they are compliant with legal and regulatory requirements, forms part of our work. We are skilled at planning and delivering induction sessions for board directors and proficient in liaising with other advisers and investors.
Project Management
Our in-house and prior consultancy experience of working on the year end process of annual reporting, planning the AGM, and enabling an efficient audit process means we have the expertise to manage companies through this process. Our ability to work with internal teams and cross functionally means we can partner with your in-house expertise and manage the projects and processes required.
Our involvement with the AGM can involve drafting of AGM documentation, managing production of materials, coordinating with registrars, coupled with liaising with proxy advisory bodies, and supporting investor relations programmes. We can draft the chair’s script and provide briefing packs for board members for the meeting.
Working on your annual report, we can draft sections of the report, collate content and comments from all contributors and coordinate print and website deadlines.
“Anne-Marie supported as our interim Company Secretary for 9 months whilst we upskilled an existing member of the team to transition into the role on a full time basis. Her detailed knowledge of corporate governance and listing requirements for AIM business added significant value to the board. Anne-Marie was also equally adept at working as part of the day to day operations supporting cross functionally to unlock issues and cut through challenges. She was a valued member of both the management team and the board.”
Corporate Reporting
We are experienced at drafting and producing high quality corporate governance reports. Having worked on annual reports for over 20 years, we are able to identify the key issues to be included and will suggest enhancements to disclosures. Working both with main market and AIM companies, means we have drafted numerous corporate governance reports as well as separate QCA statements for AIM companies.
Our commitment to getting the work delivered on time means we are there to support your reporting, not add another layer to it.
Board Reporting
We have the capability and credibility to provide technical knowledge on regulatory and legislative matters and can provide the board with succinct tailored briefings.
“Anne-Marie has supported us for the last two years by facilitating internal board evaluations in 2021 and 2022 and drafting the Corporate Governance Reports for the 2021 Annual Report. Anne-Marie pays particular attention to detail and delivery of her work is always on time, well thought through with thorough explanations and additional helpful guidance provided. Anne-Marie provides competitive, transparent and realistic pricing models that ensure that we get real value for money and are happy to return to her when we need additional support. I have no hesitations in recommending Anne-Marie and Red Bridge for governance and company secretarial projects.”
“Anne-Marie’s approach to the board evaluation process is consistently thorough and demonstrates her expertise in undertaking this work.”