A flurry of successful IPO fundraisings in recent years put Corporate Governance on the forefront of corporate agendas at the new public companies in Europe. Ukraine, in particular, has been a case study of corporate success on London, Frankfurt and Warsaw Stock Exchanges – some 50 companies with the main business located in Ukraine are now traded on the European stock exchanges. This success required much effort on part of the business owners in reforming the corporate governance systems, including the appointments of non-executive (independent) directors and voluntary adoption of corporate governance Codes.
Much has been achieved however the challenges were also abound. A substantial number of non-executive directors were replaced within 12-18 months from the IPO date thus exposing the initial mismatch of personalities at the Board level. Some corporate governance practices were implemented simply to satisfy the formal requirements; not much substance was derived from such arrangements. On the other hand, the institutional investors appeared overloaded or reluctant to meet the non-executive members of the Boards in person to obtain a candid view on business.
Our Corporate Governance Service provides the review of existing corporate governance at the company vis-à-vis the best international practice. We provide advice as to the Board composition, formation of Committees, decision-making process and external perception by the investors. Our clients benefit from the extensive global network of Baker Tilly International via access to the database of seasoned executives fitting for the roles of independent director or Chairman. Importantly, it is not only the public companies that may benefit from the service; the private companies have also been changing the corporate governance practices – so much so that the notion of a non-executive director for a privately-held business is no longer outlandish. Many business owners accept that increasing the enterprise value by means of proper corporate governance is respectable business practice and makes good sense.