Business

Governance Advisory

  2. Business
  3. Governance Advisory
ADVISORY

Governance Advisory Areas

We advise on every aspect of corporate governance, from board operations to AGMs, disclosure, shareholder returns and executive compensation.

Board Evaluation

  • Annual review and evaluation of board operations
  • Improvement recommendations and an effective operating framework
  • Advice on drafting and amending board and committee charters
  • Consulting on board support functions (e.g. board secretariat)

Independent Director Nomination

  • Selecting and recommending candidates from our independent director pool to fit client needs
  • Suitability assessment of each candidate, with short and long lists

ESG Rating Advisory

  • Analysis of ESG rating results
  • Advice on improving institutional investors’ ESG assessments
  • ESG disclosure advisory

AGM Preparation

  • Analysis of and advice on agenda items for annual and extraordinary general meetings
  • Engagement strategies for shareholders and (institutional) investors on each agenda item

Corporate Disclosure Advisory (incl. Value-up)

  • Consulting on Corporate Value-up plan disclosure
  • Consulting on corporate governance report disclosure
  • Consulting on other mandatory and voluntary disclosures

Shareholder Returns & Engagement

  • Review and evaluation of dividend policy, and improvement planning
  • Consulting on the use of treasury shares
  • Consulting on communication with shareholders and (institutional) investors

Executive Compensation Advisory

  • Review and evaluation of executive compensation
  • Improvement recommendations and a sound compensation policy

Executive Governance Program

  • Developing response strategies for key AGM agenda items at listed companies

People DB

Key Components
  • Governance map
  • Executive profiles
  • Relationship Map to verify executives’ independence from the company
  • Statistics on companies and executives
  • AGM voting records and other databases (in development)

Governance

Key Components
  • ESG ratings
  • Shareholder rights related to voting
  • Full-time and non-executive officers
  • Related-party transactions
  • Holdings of 5% or more
  • Key board committees
  • Executive pay and compensation limits
  • Shareholdings of the largest shareholder and related parties

Executive Profiles

Key Components
  • General information (date of birth, education, position, etc.)
  • Career history
  • News related to the executive

Proxy Simulation

Key Features

When a director nomination is put to the AGM, the system screens candidates for disqualifying factors such as damage to corporate value, disciplinary history, excessive concurrent positions and lack of independence.

Relationship Map

Key Features

When a new independent director or auditor (audit committee member) is nominated, the system verifies their independence from existing board members.

Statistics

Key Features

Statistics on governance, executive and other data, with time-series data grouped by criteria such as large business group.

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Our expert consultants will propose governance improvements tailored to your company.