Subsidiary Governance Summit

Welcome and opening remarks

Victoria Penrice, President, The Chartered Governance Institute (CGI)

Governing subsidiaries in a fractured world

The world in recent years has seemed a more unstable place than in several decades, with political alliances frayed, new alliances forming and uncertainty in the ascendant. All of that only adds to the challenges faced by businesses which operate multiple entities in multiple jurisdictions. In this session we consider the changing geopolitical and regulatory environment and the risks and challenges this may bring for parent companies and their subsidiaries.

Speaker:

Meenakshi Gupta, Legal Counsel and Company Secretary, ACCOR

Ensuring effective oversight and auditing of subsidiaries 

A robust system of oversight and auditing is an essential part of building effective governance, managing risk and identifying areas of weakness. For subsidiaries, the “arm’s length” relationship can mean problems develop into crises before the parent is even aware. In this case study session, we explore what information parents need to head problems off at the pass, and how to ensure smooth information flows and a transparent audit trail.

Panellists:

Catherine Davey, Head of Subsidiary Governance, BP

Chloe Barry, Deputy Company Secretary, Kingfisher plc

Mark Babington, Executive Director of Regulatory Standards, FRC

Stretch break

Companies House update

Companies House recently implemented some of the most important changes to its services since the register was created in 1844. In this session, our speakers discuss the changes and reflect upon their likely impact upon subsidiaries both in the UK and overseas. We will also give an update on other issues pertinent to subsidiaries, particularly the issues caused by not permitting electronic filings when registering an overseas company. 

Moderated by:

Peter Swabey FCG, The Chartered Governance Institute

Speaker:

Stuart Morgan, Head of Policy, Companies House

Networking break with roundtables from sponsors: Are overseas subsidiaries still a black box to the headquarters?

Decentralized company secretarial function may prove challenging for maintaining visibility and insight into your overseas subsidiaries. Having a centralized database is crucial, but is it enough? In this roundtable session we will share experiences on how to stay on top and up-to-date with your subsidiary portfolio and discuss best practices and tools.

Panellists:

Vytautas Stasionis, Business Development Manager, Mercator by Citco

Evaldas Skikas, Business Development Manager, Mercator by Citco

Practical lessons in subsidiary reporting: a case study

With the use of case studies, this session will explore some of the challenges directors may encounter when sitting on both the board of a subsidiary as well as a parent and how these issues intersect with section 172 duties. The session will also consider good practice for the effective flow of information between subsidiaries and their parents particularly as regards reporting. 

Speaker:

Ariel White-Tsimikalis, Partner, Bryan Cave Leighton Paisner LLP

A continuity of good governance?

Establishing an effective governance framework to underpin the relationship between parent and subsidiaries is vital if that relationship is going to work. How, though, to ensure a continuity of good governance throughout the group? And how, in such a divided world, to reconcile the demands of very different legal, regulatory, and political regimes? Drawing upon real world examples, our panellists discuss the practical challenges in building and maintaining a robust framework.

Panellists:

David Gracie, Director, Indigo Governance

Natalie Paddock, EU Group Company Secretary, Corporate Secretary's Office - Legal, Compliance and Government Affairs (LCGA), Assurant

Dan Owen, Deputy Company Secretary, Renishaw plc

Closing remarks

Victoria Penrice, President CGI

Optional workshops 

ESG Reporting - looking at the practicalities and challenges of subsidiary reporting (Sold out)

This workshop will look at the ESG reporting from the perspective of both the subsidiary and the parent Company. Looking at the regulatory reporting requirements, as well as how to report on material ESG issues. It will include tips for gathering and collating the required data, as well as developing the narrative on ESG issues and engaging with stakeholders.

Workshop Leader: Melissa Kittermaster, Director, Asesoria Group Ltd