Chaired by Victoria Younghusband of Charles Russell Speechlys one of our Adviser Members. Our Governance Committee has prioritised its immediate work programme on three key issues, as part of a broader engagement strategy of key issues.
- To conduct a review and make recommendations on the tenure of Chairmen, specifically the FRC’s 9-year limit, which has been recommended for endorsement by the AIC, and so will need to explain and justify departure from the new UK CG Code 9-year limit.
Please note that as the Bulletin went to publication the AIC published the 2019 AIC Code of Corporate Governance which reflects the revised Principles and Provisions in the 2018 UK Corporate Governance Code (2018 UK Code) and significantly, the 9-year limit on Chair tenure has been removed. Instead, boards of investment companies should determine and disclose a policy on the tenure of the Chair.
- Review the concept of ‘over-boarding’ to set out why the current approach is not fit for purpose and an approach should be based on recent and relevant experience in determining the appropriateness of an appointment and an explanation to Proxy/Governance agencies why a hard limit on numbers of directorships is not appropriate.
- Improve engagement with Proxy/Governance agencies (such as PIRC, ISS and others) to review the quality and timeliness of their ratings to make certain recommendations to improve performance.
Please contact Douwe Cosijn if you would like to discuss the work programme of the Governance Committee or have any queries.
Also note that the Committee has one or two openings if you would be interested in getting involved in the work of Committee. Do let us know!