Journals 2023

Journal 352

December 2023

Featured Articles:

  • Effective workplace codes of conduct
  • Overseeing non-financial crises
  • Board Chairs' New Year's resolutions for 2024


Full Contents

‘It's clear that E&C programmes are evolving in the same direction, towards an emphasis on values and a focus on ensuring employees have access to the guidance they need in real-time. Aligning corporate incentives with personal accountability for misconduct has also become increasingly common, with the challenges of the pandemic and global crises helping to embed ethical practice into everyday behaviour.’

Jim Walton



‘Additionally, it is easy to focus on the points raised by a vocal minority of directors. It’s only possible to deliver effective decision-making by taking on board different perspectives, in particular the quieter voices in the group, and making sense of them. The Chair must recognise this and use emotional intelligence to encourage all voices to be heard on the board and beyond, because this will help steward the creation of value.’

John Harte 

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Journal 351

November 2023

Featured Articles:

  • The purpose and effectiveness of board committees
  • 2023 US AGM season
  • Political capital on corporate boards


Full Contents

‘Anti-ESG proposal submissions increased by 65% during the 2023 AGM season: over 94 proposals submitted during 2023 compared with 57 proposals submitted in 2022. Anti-ESG proposals continue to receive low levels of support, with average support down to 5% during 2023, compared to 9% in 2022.’

Amanda Buthe and Kilian Moote



‘Shared understanding helps to bridge different points of view and enables better dialogue within the board but it is also essential to be aware of the dangers of “group think” so that principles, articulated into reward philosophy and policy and risk appetite, are not written in stone, creating self-imposed barriers to needed change.’

Hans-Kristian Bryn and Carl Sjostrom

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Journal 350

October 2023

Featured Articles:

  • Are company secretaries due a rebrand?
  • Unlocking boardroom leadership on software
  • Gender diversity regulation in Japan


Full Contents

‘… this also provides an opportunity for company secretaries. As advisers to the entirety of the board, they work across all functions freely and spend significant amounts of time with the leaders of each constituent part of a business. This affords them a strategic, big picture view of the landscape in the company that no other person has.’

Jay Dodd


‘Indeed, gender quotas have proven effective in developing quantitative representation of women as directors in several other liberal democracies. Internationally, the top four countries with the highest proportions of women on boards above 35% are France, Norway, Italy, and Belgium. Each of these countries has public quota policies in place whose causality has been proven in delivering female director volume growth.’

William Germain

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Journal 349

September 2023

Featured Articles:

  • ESG and the link to purpose
  • Governance: the key to unlocking ESG
  • Say on Climate


Full Contents

‘There is demonstrably space for seeking to improve matters for all stakeholders and wider society while still driving successful business. The rapid rise of ESG, now a central reputational and financial question for all organisations, means that identifying “purpose” is no longer progressive but a prerequisite to running an effective business.’

Tom Proverbs-Garbett


‘Thus, the need for a comprehensive and integrated ESG policy is essential in the age we live in; this can only be achieved with the supervision and broad view that comes from the board or an equivalent body in the organisation’s hierarchy. This is also vital in ensuring that balance exists within and between each strand of ESG – if ideas and action all come from the bottomup, it is easy for one component to receive more attention than the others with no one to really keep this in check.’

Claude Brown

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Journal 348

August 2023

Featured Articles:

  • Gender imbalance on PLC Boards in Japan
  • Proxy advisors
  • Improving whistleblower confidence


Full Contents

‘In the longer-term, modern Japanese society aspires to the virtue of gender equality but faces a paradox with PLCs: gender diversity is recognised as virtuous by corporate Japan for swelling workforce ranks, but gender inclusion is still blocked at the PLC board level.’

William Germain


‘In addition, investors that we spoke said that while they will usually vote based purely on the recommendations from their proxy advisors where the resolution is uncontroversial – in all cases, voting in favour – they will always review any recommendations to vote against management.’

Chris Hodge

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Journal 347

July 2023

Featured Articles:

  • The effective board chair - Part 2
  • Unlocking sustainability value


Full Contents

‘The best Chairs see their role fundamentally as one of a facilitator. The description by one non-exec on his Chair in a Board Review one of us undertook was “Our Chair is a skilful conductor” and that is perhaps a very apt description of how a really effective Chair should work.’

Alison Gill and Ian White


‘The EY analysis of the 2023 results found that a small group of high-performing sustainability governance “Experts” are driving both financial value and progress towards targets, compared with a long tail of “Beginners” who still have much more to do.’

Andrew Hobbs

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Journal 346

June 2023

Featured Articles:

  • The effective board Chair
  • Good governance and market valuation


Full Contents

‘Using the right channels for engagement will enhance the quality of the engagement itself and therefore its effectiveness. In particular, judging the balance between formal and informal engagement … is a characteristic that many good Chairs instinctively get right. Whilst many Chairs may have their preferred channels of communication because of personality or their usual work patterns, diligent Chairs tend to be more intentional in choosing their methods for engaging with stakeholders.’

Alex Cameron and Chris Stamp


‘The research shows that good reporting does, perhaps as expected, improve capital market performance. It highlights the necessity to put in place internal controls at the executive level to guarantee that management and boards are verifying the accuracy of their reported information, and to re-establish trust in the corporation.’

Dr Luis Correia da Silva and Derek Yide Song

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Journal 345

May 2023

Featured Articles:

  • Engineering great decisions
  • Gender diversity and board engagement
  • The importance of a WISP


Full Contents

‘Reflecting on the question of how to prove the impact of gender diversity on corporate boards, we at Lintstock realised that we were ideally placed to contribute to this debate. Drawing on our unique set of qualitative and quantitative data drawn from years of board reviews, we decided to conduct an evidence-based investigation into male and female directors’ engagement … providing substantive evidence in an area that has all too often been based on anecdote.’

Philip Sydney


‘Infrastructure projects have gained a reputation for failing to deliver on their original expectations. According to the Infrastructure and Projects Authority, the Association for Project Management, and the National Audit Office, many issues stem from the failure of insufficient or unsuitable governance arrangements. The Infrastructure Governance Code seeks to remedy these problems by establishing effective governance.’

Miles Ashley and Alistair Godbold

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Journal 344

April 2023

Featured Articles:

  • Switzerland puts the emphasis on sustainability
  • Building resilience for geopolitical disruption
  • Time to rethink risk governance
  • Early signs from the 2023 AGM season


Full Contents

‘Thus, the [new Swiss Corporate Governance Code] defines a company’s sustainable activity as one that takes into account the interests of all its various “stakeholders” in the pursuit of social and environmental objectives. It emphasises the importance of close and regular dialogue between the board of directors and not only the shareholders, but also other stakeholders such as employees, customers, suppliers or the community.’

François Siegwart


‘As geopolitical crises occur faster and more frequently and have greater impacts on businesses, they are gaining a higher profile in the boardroom and on organisation’s risk registers. Now is the time for boards, risk management, internal audit and governance professionals to step up to the challenge and focus on this area as never before.’

Gavin Hayes

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Journal 343

March 2023

Featured Articles:

  • Ethics & compliance programmes
  • It's all about the people!
  • Risk & reward of culture and reputation


Full Contents

‘Ten years ago, boards of directors could generally discharge their duties to their organisations by keeping a close eye on the financial results. Today, ensuring that management is held to the same standards as everyone else and that there are real consequences for ethical failures is now part of the job. Ethics and compliance in today’s world must be everyone’s responsibility.’

Susan Divers


‘Authentic care for people requires hard work and commitment to the cause but is not complicated. It also makes good business sense – will deliver higher profits in the long-term and will ensure you are ahead of the curve as more customers, employees and investors look for ways to identify and favour the socially responsible companies.’

Jenny Herrera

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Journal 342

February 2023

Featured Articles:

  • The evolving role of the Chair
  • Investors and the 2023 AGM Season
  • Solving the compliance-data conundrum


Full Contents

‘Effective Chairs are good facilitators. They are listeners, bring emotional intelligence and selfawareness. As a result, the traditional “command and control” approach needs to evolve to a more facilitative leadership – one that embodies emotional intelligence.’

John Harte


‘Even as investors ramp up their climate risk investment strategies and voting policies this year, 87% of the asset managers in our survey suggested that the “rigour of metrics” are a key concern when assessing the quality of ESG benchmarks incorporated into executive pay.’

Daniele Vitale, Kiran Vasantham and Kevin O’Neill

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Journal 341

January 2023

Featured Articles:

  • Governance and audit reform
  • The future of Japanese corporate governance


Full Contents

‘Audit committees might be concerned that some of these new provisions erode the line between their responsibilities and those of the regulator, and potentially stray into board decision-making and business judgements.’

Timothy Copnell


‘… the strategy for human resources is receiving attention in Japan, specifically as a result of the declining birth rate, an ageing society, and the diversification of the workforce and its perceptions of value. Added to these factors, there is the background that the traditional notion of lifetime employment is no longer assumed in Japanese society.’

Dr Joseph Lee and Ms Mizuki Suma

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