Governance & Risk
Our professional and experienced team work cohesively to deliver a full range of corporate governance services, including consultancy on corporate governance and best practices, and corporate documentation – Policies and Procedures.
Corporate Governance
Corporate managers have becomingly emphasized the importance of corporate governance matters. Corporate governance is consisted of programs and processes enabling organisations to identify and control risks and ensuring compliance and best practice standard. We have designed a governance program that was purposely-built as corporate governance solutions empowering organizations to implement and to take the challenges of the dynamic and complex governance landscape.
Corporate Governance Framework
We deliver corporate governance solutions to assist our client boards and corporations they lead rise to the challenge of today corporate governance landscape. Our professional team adopt the our governance program which focuses on how the board discharges its key responsibilities and is consisted of the following six elements:
Health Check
Before implementing the full governance program, we conduct health check (risk assessments) of corporate governance and compliance documents and procedures to identify deficiencies and suggest improvements. We will cover areas such as anti-bribery, corruption, anti-fraud and whistleblowing requirements and provide assistance in implementing them accordingly to the results of the health check
Implementation of regulatory requirements or best practice standards
We will revise and update documentation requirements and update procedures to close the identified gaps that bring entities into line with regulatory requirements or best practice standards
Benchmarking
We would also conduct a review of your exiting corporate governance framework by benchmarking against those recommended in relevant industry reports or peers
Whistleblowing Policies
We provide whistleblowing policies and procedures and assist in implementing them in your organisation ensuring that they are in compliant properly
Internal and external investigations
We advise and assist clients with internal investigations, and external investigations by regulators
Training
We organize training sessions, workshops and annual refresher courses in relation to governance and compliance to ensure the entire organisation understands its importance and how to implement the procedures properly
The whole purpose of the governance program is to control governance and compliance risks. Implementation of robust corporate governance policies, strong but flexible procedures are important for organisations to take the challenge of changing regulatory requirements and mitigate compliance risks. Our approach will put emphasis in growing businesses without compromising the governance and compliance risks.
Corporate Documentation – Policies and Procedures
It takes tremendous effort in doing the documentation right for improving the effectiveness of business operations. It can be costly and time-consuming. We have streamlined the documentation process with the help of technological implementation of an innovative approach that could assist you in preparing documents. We sought to create a firm with a set of core values dedicated to client service, legal excellence and personal integrity.
Our team specialise in documentation in relation to IPOs and RTOs, and employment law. We trust that going the extra mile to achieve the best result for the client will build long-term successful business partnerships.
We have deep expertise in equity capital markets work. We specialise in documentation as follows:
- Restructuring organisations in preparation for an IPO;
- New listing preparing (Pre-IPO);
- Reverse takeovers;
- Secondary capital raisings, including placements and rights issues;
- Debt raisings, including via hybrid securities; and
- Listings on all major markets – ASX and SEHK.
Together with our professional teams, both before and after listing, we can assist you with implementing appropriate corporate governance:
- Regulatory advices and documentation on equity or capital issues;
- Conducting due diligence;
- Assisting in providing guidance with advisors – including brokers, investment banks, , accountants, auditors, lawyers and independent experts;
- Preparation of all documentation required, including prospectuses and other disclosure documents;
- Providing advices on board composition and structure;
- Provision of director statutory and fiduciary duties;
- Governance-related and related-party disclosures;
- Program in place for the purpose of avoidance of market abuse matters; and
- Other regulatory matters, such as those involving regulators and stock exchange listing rule requirements.
During the pre-IPO process, we can assist you in corporate governance and compliance, payroll, or setting up an employee plan. Our team works closely with individual directors, full boards of directors, board committees, and other senior management to facilitate effective and legally compliant management. Our Governance team works with you set up your own corporate governance structure or outsource corporate secretarial duties. We’ll help you establish strong policies and procedures that comply with the more stringent requirements of regulators and exchanges.
We offer a comprehensive range of documentation in relation to employment-related services:
- Preparation of employment, executive and contractor agreements;
- Termination procedures;
- Preparation of performance management;
- Acting as your crisis manager to handle HR disputes matters for the purpose of brand protection; and
- Acting quickly and decisively to protect your confidential information for in case of employment disputes.
Risk
Corporate risk management refers to the full spectrum of business strategies for corporations to minimize financial losses from any internal and external threats to the corporation, such as unstable economic environment and fluctuations in the financial market, which everyone can feel under the unexpected worldwide epidemic.
Risk has traditionally been seen as something uncertain and people would normally avoid risk, but we should remember the very fundamental nature of starting a business is to take risks and pursue the opportunities for business growth.
Our professional consulting team is experienced in enterprise risk management ranging from conglomerate companies, listed companies to small and medium enterprises (“SMEs”). Our team is experienced in managing strategic corporate risks including legal and regulatory changes, competitive pressures, changes in market conditions, merger integrations, technological changes, senior management turnover and stakeholder pressure. Corporate risks management closely aligns with economic environment, compliance, and governance functions of the company, we have to take all these factors into account when building business strategies.
We believe an effective risk management strategy is the key to determine the business performance. We strive to provide professional governance and risk management services to corporations by devising the customized corporate business strategies together with on-going monitoring support.
Risk Management Framework
Our corporate risk management services include the process of actively managing risks surrounding your organisation, which including the following:
- Identifying the risk: through risk identification, corporate internal and external risks that may potentially lead to financial losses to the entity can be identified. Examples of internal corporate risks are merger integrations, senior management turnover, stakeholder pressure and overall operational failure. While external corporate risks associated with the entity can be concluded as any legal and regulatory changes, competitive pressures, changes in consumer demand and technological changes;
- Analyze the risk: our team will analyze all the potential impacts of each risks identified, including any potential benefits and losses to the entity.
- Evaluate the risk: prioritizing the risks in accordance to the severity of the potential impacts associated with the entity, and performing stress tests of each scenarios of the potential impacts and evaluating the severity of the risks identified.
- Control the risk: devising risk management strategies to mitigate risks by avoiding the risks, reducing the risks, transferring the risks and accepting the risks. For the severe negative risks identified, our team will prepare the business continuity plan for handling the negative risks.
- On-going monitor the risk: it is important to monitor and track any possible threats, potential changes and negative risks which bring financial losses to the company. For example, be alert to any legal and regulatory changes, regularly research and monitor competitors, keep track on any consumer behaviour changes by analysing the business performance etc.
Project Governance and Risk Management
Project governance is governance and risk management disciplines that connect corporate governance with the traditional demands of project management to ensure that business outcomes and goals are achieved. Launching new products or services require to implement a proper project governance framework to allow an organization to deliver the project, with focus on the following aspects:
- establishing an oversight steering group for the purpose of ensuring governance issues relating to the project, as distinct from a project working group that is doing the project deliverables;
- benchmarking and tracking of the delivery of a project using IT-enabled planning tool that could be able to formally track scopes and budget control;
- performance and measurement reporting to relevant stakeholders, including boards, senior management, and users of the project;
- throughout the project cycle, preforming initial and on-going risk and issue assessment to manage risks from the planning stage to the project completion or through the business-as-usual process.
