This year’s ICSA Annual Conference took place on 8 and 9 March at ExCeL London. With more than 600 attendees from across the UK and over 50 sessions covering key governance topics, the event marked our biggest conference to date.
This year’s conference provided an innovative networking platform where governance professionals could interact and exchange knowledge, ideas and experiences about how to improve and master their company’s governance. Spanning two days, the conference gathered company secretaries and governance, risk and compliance professionals from different sectors at all levels of seniority. Over 65 speakers, including the keynote from Dame Fiona Woolf DBE FCIS, former Lord Mayor of London, delivered inspiring presentations and panel discussions. With 6 break-out sessions providing in-depth practical insights and case studies on core issues, both days of the conference were highly interactive, giving all attendees the opportunity to discuss the current trends and challenges of good governance. This year’s programme also featured student workshops and a charity stream to meet the needs of ICSA students and charity professionals.
Our conference also saw the launch of the results of original research into ethics, culture and values conducted by IBE, ICSA and Mazars. A significant number of corporate boards have formed committees with a sharper focus on ethics and values that goes beyond responsibility and sustainability. This demonstrates better understanding of the need to shape behaviour within an organisation to drive strategy and manage risk. Read the full ethics, culture and values report.
We would like to thank all speakers, sponsors, partners and guests for making this a phenomenal event.
We look forward to seeing all of you again on 4 and 5 July next year!
09.30 Welcome and introduction
Simon Osborne FCIS, Chief Executive, ICSA
09.40 Opening keynote
Dame Fiona Woolf DBE FCIS, Partner CMS Cameron McKenna and former Lord Mayor of London
10.10 Plenary panel session – The chair and company secretary relationship
Introduced and Chaired by Sacha Sadan, Director of Corporate Governance, Legal & General Investment Management
Rob Bellhouse, Director and Principal Consultant, Governance Professionals Limited
Derek Woodward, Group Company Secretary, Worldpay Group plc
Robert Walker, Chairman, Travis Perkins plc
Session 1 – Developing a whistleblowing policy
The benefits of a positive whistleblowing culture within your organisation can make all difference between a disaster prevented, a legal claim avoided and a reputation preserved. So what is the right way to approach to this key issue? We look at the evidence around the whistleblower’s experience and provide an overview of the law and practice in this crucial area of good governance.
Cathy James OBE, Chief Executive, Public Concern at Work
Session 2 – Investor relations and the company secretary
Sponsored by Diligent
The worlds of the company secretary and the investor relations officer can no longer be considered mutually exclusive. Public companies must now take a holistic approach to the way they communicate with their stakeholders. We hear how changes in market structures now demand a greater degree of overlap between these two disciplines for the benefit of boards and shareholders alike.
Richard Davies, Founder & Managing Director, RD:IR
Session 3 – Charities and NFPs: effective use of key performance indicators
KPIs may seem like a banal management tool used simply to measure and report performance. But used properly, they can be a very powerful mechanism to increase performance itself. This session uses a number of case studies to highlight some innovative use of non-financial KPIs as well as some disastrous unintended consequences.
Nick Brooks, Partner, Kingston Smith LLP
Session 4 (Student) – Study skills workshop
In this session, students will be encouraged to work in small groups to discuss common issues that affect their studies. The session will be facilitated by members of the ICSA Education team and will offer advice on study planning, tips on studying while working and guidance on using exam papers to practice before the exam.
Sopna Thomas, Learning Support Manager, ICSA
Martyn Jones, Senior Qualifications Manager, ICSA
Session 5 – Board meeting masterclass
Sponsored by Brainloop
Being the secretary at a board meeting at the highest level can be a daunting experience. Dealing with difficult directors, handling disagreements at the same time as taking accurate minutes is a challenge. This session outlines the essential personal skills required.
David Venus, Past President, ICSA
Fiona Evans ACIS, Group Company Secretary, Intertek Group
Jeremy Small FCIS, Group Company Secretary, AXA UK plc
Martha Bruce FCIS, Executive Director & co-founder, Bruce Wallace Associates
The Walgreens Boots Alliance Boots merger created the largest retail pharmacy, health and daily living destination in Europe and the U.S. In this session, we will look at how Walgreens Boots Alliance utilised an entity management solution to assist with the merger by decreasing costs and increasing time efficiencies. The session will also cover the everyday management of their global subsidiaries, including the importance of business transparency and the practicalities of entities being managed at a local level.
Elizabeth McReddie ACIS, Assistant Company Secretary, Walgreens Boots Alliance
Session 1a – Reporting: lessons from the ICSA Awards 2015
Sponsored by BoardPad
Andrew Ninian, Director, Corporate Governance and Engagement, The Investment Association
Will Pomroy, Manager, Responsibility, Hermes Investment Management
Session 2d – Dysfunctional leadership in organisations
Hubris and narcissism at board level has been the downfall of many good companies. It can destroy people, produce bad decisions, bankrupt companies and discredit public sector organisations. In this session, we look at what causes this behaviour, what can be done to prevent it arising and how to produce more effective relationships between leaders and followers.
Dennis Tourish, Professor of Leadership and Organisation Studies, Royal Holloway, University of London
Session 3a – Preparing for IPO
Sponsored by Capita Asset Services
Session 4a (Student) – Corporate Secretarial Practice
The CSP examination is heavily scenario based and, in part, also based on a case study released 6 weeks in advance of the examination. This session will outline how students might best approach this exam format, how to interpret the case study and what kind of answers the examiner is looking for.
Luke Thomas FCIS, ICSA Examiner
Session 5a – Mergers and acquisitions
Sponsored by Equiniti
Big or small, any M&A activity can be a challenging process for company secretaries and compliance professionals. With recent changes to the Takeover Code, competition law and tax being major factors, good knowledge and expertise are essential. We look into the M&A process and what is required of the company secretary.
Sheelagh Duffield, Group General Counsel & Company Secretary, Miller Group
Jeremy Evans, Assistant Director General, The Takeover Panel
Will Pearce, Partner, Davis Polk & Wardwell
Stephen Shapiro, Group Company Secretary and Deputy General Counsel, SABMiller
15.00 Plenary session
Advising the board: good information, good decisions, good governance
To be effective, boards need access to the best advice and the best information they can get. Be it on legal or compliance matters, on governance and ethical concerns, or even insights into how the business looks from below board level. In this session we ask how boards can utilise this information effectively and assess the quality, integrity and objectivity of the advice available to them.
Ian Livsey, Chief Executive, The Institute of Risk Management
Sally Clark, Chief Internal Auditor, Barclays
Annemarie Durbin, Executive Coach, Company Director & Board Governance Consultant
Chaired by Victoria Penrice, Vice-President, ICSA
Session 1b – International trends in corporate governance
Sponsored by Capita Asset Services
What are the global trends shaping corporate governance? As economies struggle to find growth, is corporate governance proving a benefit or a hindrance? In this session, we look at the wider picture.
Peter Turnbull, Australia representative, ICSA international council and Non-Executive Director, Karoon Gas Australia
Jim Lafferty, Service Delivery Manager, International Compliance, Capita Asset Services
Jill Parratt, International Representative & Director of Chartered Secretaries Southern Africa and Company Director of Liberty Holdings Limited (SA)
Session 2b – Is your board up to speed on risk literacy?
Boards are increasingly being encouraged to define their risk attitude, appetite and tolerance in the context of their growth strategy. Also, reporting requirements and the need to maintain shareholder confidence mean organisations should be able to clearly articulate risk matters to the wider world. Here, we find out how you can improve risk literacy within your organisation.
Garry Honey, Founder and Managing Director, Chiron Risk
Session 3b – Charity models of incorporation: What’s best for you?
Changing the structure of your charity can be a time consuming and complex process. However the future of the charity could be in jeopardy if it is not fit for purpose. Here, we look at the 4 main types of charitable structure and what is required to move from one to another.
Cecile Gillard, Legal Manager Charities and Civil Society, Burton Sweet
Session 4b (Student) – Corporate Governance
This module requires students to adopt a more principles-based approach to their exam. This session will focus on those areas of corporate governance that students will need to master, including: how boards operate; the role of shareholders; the audit process; and risk management.
Trina Hill FCIS, ICSA Examiner
Session 5b – Auditor tendering and rotation: new rules and best practice
BIS and the FRC are likely to make a decision on the mandatory rotation period of company auditors in 2016. In the meantime, the rules and codes on audit tender and rotation are surprisingly complex. In this session, we establish if or when your company will have to tender or rotate and what the process should look like.
Susan Swabey, Company Secretary, Smith & Nephew
Ian Barlow, Non-Executive Director, Smith & Nephew
16.30 Conference close and drinks
09.40 Keynote speech
Chris Hodge, Policy Consultant, ICSA and former Director of Corporate Governance, FRC
10.10 Plenary session: taking responsibility for ethics
How do boards promote a company-wide culture of ethical behaviour?
Who owns the conversations around corporate responsibility and ethics in your organisation and what effect are they having? The Institute of Business Ethics, Mazars and ICSA embarked on a joint research project to highlight how Britain’s boards were tackling the issues that shape the people and behaviours within their companies. Here, the findings of this research will be officially announced.
Peter Montagnon, Associate Director, Institute of Business Ethics
Session 1c – How do strong values improve organisations?
Sponsored by Expolink Whistleblowing Hotline
Many organisations have their corporate values written on the company report or in their lobby. But what do these words actually mean? What difference does it make to the organisational culture and the working lives of employees? This session looks at how organisations can measure and manage their working culture and the advantages of embedding a positive value system.
Peter Montagnon, Associate Director, Institute of Business Ethics
Session 2c – Supply chain transparency: new reporting requirement for anti-slavery
From October 2015 companies with turnover of more than £36 million will have to publish an annual slavery and human trafficking statement in accordance with The Modern Slavery Act. We look at new government guidance on the matter and how companies can help eradicate human slavery from their supply chains.
Peter McAllister, Executive Director, Ethical Trading Initiative
Ron Reid, Partner, Shoosmiths LLP
Session 3c – Charity governance: maintaining internal financial controls
Monitoring and protecting a charity’s assets as well as reviewing the effectiveness of any internal controls, are arguably the most important responsibilities of trustees and senior managers. This practical session outlines some of the key measures that can be used to reduce financial risk.
Jonathan Orchard, Partner, Sayer Vincent LLP
Session 4c (Student) – Financial Decision Making
This session will go through the knowledge you need that will be essential to succeed in your exams on this subject. The examiner will provide information on the particular format of the exam and the answer style required.
Jenny Robertson, ICSA Examiner
Session 5c – An introduction to mindfulness
Mindfulness can increase our emotional intelligence at work if we learn to use it to become aware of, monitor, and ultimately shape our own thoughts and emotions, as well as those around us in our workplace. In this interactive session, you will learn practical science-based techniques to improve your relationships at work, validly and reliably.
Dr. Jutta Tobias, Lecturer, Cranfield University School of Management
Session 1d – The future of board minutes
Sponsored by BoardPad
Company secretaries are under increasing pressure from a variety of sources on what should be published in minutes. Some want more detail, some less. As a response to this, ICSA is preparing new guidance on board minutes which will include examples of good practice across all sectors. In this interactive workshop, the ICSA Policy team will lead a discussion seeking input from members on how this important and highly specialised company secretarial function should be carried out.
Peter Swabey FCIS, Policy and Research Director, ICSA
Julie Bamford FCIS, Head of Policy, Corporate, ICSA
Louise Thomson FCIS, Head of Policy, Not for Profit, ICSA
Session 2d – Succession planning: delivering value through nominations committeeThe nominations committee is often seen as the least glamorous of the main board committees. However, its role in promoting the long term success of the organisation should not be underestimated. Finding and developing the right people can deliver exponential value if you get it right, or lasting damage if you get it wrong.
Catherine Woods, Corporate Governance Policy Advisor, Codes and Standards Division, Financial Reporting Council
Our biannual survey of FTSE 350 company secretaries gives unique insights into current business thinking. Download latest edition to see the findings on succession pla.nning.
Session 3d – Analysing behavioural risk
This session will explore how organisations address - or fail to address - critical people issues which can lead to major behavioural shortcomings which can expose organisations to significant risks.
John Hurrell, Chief Executive, AIRMIC
Julia Graham, Technical Director, AIRMIC
Session 4d (Student) – Strategy in Practice
The Strategy in Practice module requires students to understand the elements, processes and techniques involved in the development and implementation of organisational strategy. This session will focus on key strategy concepts, applied strategic analysis, strategic purpose and implementing strategy.
Ross Thompson, ICSA Examiner
Session 5d – Charity policy update
The pace of change in charity law and regulation for 2016 looks set to continue apace. By March, the Charities (Protection and Social Investment) Bill will be nearing Royal Assent, the formation of a fundraising regulator will be well underway and there may be more clarity around the role of the Charity Commission. Our panel will provide insight into some of the big stories for the sector.
Abbie Rumbold, Partner, Charity & Social Enterprise Department, Bates Wells Braithwaite
14.00 Keynote speech
Charles Tilley OBE, Chief Executive, Chartered Institute of Management Accountants & Senior Adviser to the International Integrated Reporting Council
Session 1e – Learning from charity governance failures
The closure of Kids Company was the highest profile but certainly not the only charity failure of 2015. So, are there any lessons we can be learn from these failures? Are there any common themes that link the downfall of these charities?
Rosie Chapman FCIS, founding Director, Rosie Chapman Ltd
John Williams, Vice Chair, Association of Chairs
Sarah Atkinson, Director of Policy and Communications, Charity Commission
Session 2e – The Small Business, Enterprise and Employment Act 2015
The SBEE Act received Royal Assent on 26 March 2015. It includes new regulations designed to increase transparency around the ownership and control of companies. Our speakers cover the key corporate aspects of the Act and the provisional timeline for implementation.
Peter Swabey, Research and Policy Director, ICSA
Session 3e (Student) – Financial Reporting and Analysis
The exam questions for this module are based on fictitious financial statements and scenarios that students must analyse and draw conclusions from or offer advice on. Here the examiner will look at key regulation around financial statements, analysis and interpretation of accounts and the limitations of published accounts.
David Oakes, ICSA Examiner
Session 4e – Career development workshop
Is your job taking you in the right direction? Are you on track reach your long-term career aspirations? In this interactive session, our speakers explore how company secretaries and governance professionals can make more of their current roles and how to overcome the barriers that might prevent them moving their career forward.
David Press, Director, DMJ Recruitment
Valerie Teller, Independent Career Coach
Craig Hunter, Founding Director, VERSEC Ltd
15.30 Closing words
15.40 Optional session: PSC Register Surgery
Your opportunity to ask our experts all those questions that you might have, but don’t want to ask in public. Representatives from BIS, Companies House, ICSA Software and ICSA will be joined by a company secretary and a lawyer to answer your questions in private. Our experts will do their best to help you with any technical queries you may have but please note that help given at this session does not constitute legal advice, and no liability will be accepted. These ‘consultations’ may also be kept to a time limit if there are a lot of questions forthcoming.
Peter Swabey FCIS, Policy and Research Director, ICSA
Andrew Death, Business Environment, Department for Business, Innovation & Skills
Liz Lalley, Head of Strategy and Policy, Companies House
Edward Craft, Partner, Wedlake Bell LLP
Stephen Page, Head of Legal Services and Compliance, ICSA Software
Pauline Droy-Moore, Blueprint Business Consultant, ICSA Software
Peter van Duzer, Company Secretary, PV Solutions
‘A great conference, very relevant content’
Company Secretary, Jumeirah Group
‘Good range of topics, great way to meet and catch up with other colleagues’
Rebecca Waite, Assistant Company Secretary, Tarsus Group plc
‘A splendid conference, excellent speakers’
Synodical Secretary, London Diocesan Fund
‘The conference has way exceeded my expectations’
Louise Rogers, Consultant, LR Associates
Phone: 020 7612 7032