GOVERNANCE CONSULTING

OUR AIM IS NOT TO PREDICT THE FUTURE, BUT TO HELP YOU MAKE IT POSSIBLE

With governance consulting, you can give your company every opportunity to perform effectively and ensure its long-term future.

The governance bodies - the Board of Directors and the Executive or Management Committee - are at the heart of the company's long-term future.

Traditionally, corporate governance is the set of rules that govern the way in which companies are controlled and managed. It sets out the rights and obligations of the various parties involved in a company, such as shareholders, managers and, increasingly, stakeholders, and lays down the rules and procedures for decision-making.

Pursuant to Article 10 of the AFEP-MEDEF Code governing listed companies, ". the Board of Directors assesses its performance once a year.

In addition, a formal evaluation must be carried out at least every three years. It may be conducted by an independent director or by the selection or appointments committee, or by directors with the help of an external consultant." .

A place of power and influence, the Board is a team that sets the company's dynamics in motion over the long term. There has been a real and very rapid transformation of this body, its operation and its organisation.

In view of these developments, the evaluation has three objectives

Take stock of its composition, organisation and operation.

The Board's evaluation aims to :

1. Assessing operating procedures Review the composition, organisation and operation of the Board to ensure that they are appropriate to the needs and expectations of shareholders and other stakeholders. This stage also provides an opportunity to consider the desired balance in the composition of the Board and its committees.

2. Checking the effectiveness of the preparation and discussion of strategic issues The Board must assess its ability to anticipate and respond to strategic challenges, taking into account the expectations of shareholders and the constraints of the general interest and stakeholders.

3. Assessing the contribution of each director The individual contribution of each director to the work of the Board must be assessed, thereby fostering dynamic, diversified and professional governance.

 

This regular evaluation is crucial to maintaining and improving the Board's performance, ensuring that the company's governance remains adapted to its environment and strategic objectives. It ensures that the decisions taken are in line with shareholders' expectations and the needs of the organisation, contributing to the creation of long-term value.

At BCP Partners, our approach to corporate governance consulting is one of excellence and professionalism. We offer bespoke services to help our clients assess and optimise their governance, ensuring that their Board and committees are not only compliant with best practice, but also truly aligned with their strategic vision and values.

Assessment of governance bodies

Board of Directors

Supervisory Board

Comex / Codir

Management Board

"Faces of the world 

Yoel Benharrouche

Our Board Assessment service

It enables us to assess the company's governance bodies individually and collectively. It combines our operational experience in major groups as Managing Director, Strategy Director or Company Secretary with our expertise in governance and compliance.

Listening and sharing with top management. The aim is to analyse the operation and organisation of the Board of Directors. This corresponds to :

  • roles and responsibilities of a Board,
  • duties and powers of directors,
  • games and issues relating to shareholders and governance,
  • visions and operating strategies,
  • individual and collective behaviour.
 

Understanding :

  • logics of power and logics of action,
  • decision-making processes,
  • cooperative intelligence,
  • training and information for directors,
  • interactions between the Board and the Executive Committee or the Management Committee.
 

Suggest potential avenues for adaptation and progress:

  • giving meaning back to action,
  • aligning behaviour and shares.
 

It's a driving force for human commitment.

Examples of mandates

STRATEGY

Renewal of a Board of Directors

Context

One of Europe's leading IT services companies was due to replace more than 50% of its Board of Directors over the next 2 financial years. In view of the scale of the changeover and the challenges facing a fast-growing sector, the company's management decided to enlist the help of external advisors to help them determine the optimal composition of the Board.

Actions taken

Define the skills, personalities and cultures that would complement those of the current Board, taking into account the company's strategic priorities

- Use our "Think out of the box" method to suggest new areas of expertise and personalities from different backgrounds to drive added value.

- Designing a marketing pack as a tool for attracting potential personalities

- Conducting the hunt: identification, interviews, recommendations, taking up references

- Drawing up an onboarding schedule

- Supporting the integration of new directors

Results

- A clear roadmap that has simplified the targeting of key figures to be approached and effective tools for convincing them.

- A solid, diversified and multicultural Board of Directors, actively involved in the development of this SBF120 company.

Context

A highly international, family-run agri-food group was planning a stock market flotation in Singapore, Geneva or Paris. A team of experts had to be created from scratch to structure the organisation and prepare the operation in advance. 

Actions taken

- Define the skills required to structure the corporate world and prepare for the IPO, then manage shareholder-related issues over the long term

- Using our "Think out of the box" approach, build a small but diverse team to lead and succeed in the mission over the long term

- Define the roles and responsibilities of the Legal Department and the IPO team

- Advising management on changes to the Group's governance and legal structure 

Results

- Rapid integration and smooth running between the existing organisation and the new team

- A lasting success, with the team now in place for several years

Creation

of a team ahead of an IPO in Asia