Equiniti Magazine Winter 2013

ENGAGE, INNOVATE, DELIVER.

Designing the Future Yo! entrepreneur Simon Woodroffe on sushi, comics and reinventing the home

INSIDE> CRYSTAL BALL GAZING A vision of business life in 2023 PAGE 4

THINKING ALOUD Where next for corporate markets?

PAGE 6

WHICH WAY NOW FOR UK PLC Food for thought on the UK economy PAGE 13

FOREWORD

WORDS FROM THE FRONT

Let’s get ready for the future

John Parker, Managing Director, Equiniti 2012 was a very strong year for us, as we completed the acquisition of peterevans and Prism Cosec. Working together as part of Equiniti Group gives us even greater scope to improve our offering to our clients.

of the best FORWARD THINKERS Very few can consider themselves true forward thinkers. They must possess a unique ability to predict future successes or envision original concepts. Here are six of the best.

We also received another two awards at the end of last year. Winning the Most Innovative Application of Technology in the Financial Sector award demonstrates our commitment to moving with the times, whilst the accolade of Best Shareholder Services Provider highlights our expertise in the industry.

From scenario planning to an interpretation of a company secretary’s day in 2023, this issue gives us food for thought on how what we do will fit into a society, which is becoming increasingly dependent on developing technologies. There’s also an interview with entrepreneur Simon Woodroffe, whilst Marla Balicao, Director of Equiniti David Venus, takes us through her six steps to effective board evaluation.

Please contact me at: contactus@ equiniti.com

Please do get in touch if you have any feedback.

Brin, Head of Special 1▲Sergey Projects and Co-founder, Google Whilst studying a PhD in Computer Science at Stanford, Brin met Larry Page and together, they endeavoured to build a superior search engine.

This became Google. Since that fateful meeting, Brin has headed Google’s ventures into hardware, creating Project Glass, augmented reality glasses, and the Nexus 7 tablet.

Dorsey, Creator of 2 Jack Twitter and CEO of Square

Twitter began life as one of Dorsey’s side projects until he realised its potential. Since its launch, the social network has grown spectacularly and become a worldwide phenomenon. Dorsey also founded Square, the mobile payment system, which was recently endorsed by Starbucks.

Khan, Founder 3 Salman of Khan Academy

Khan quit his job as a hedge fund analyst to concentrate on bringing education to a global audience for free via the Internet. The Khan Academy was the result of this goal, being a nonprofit site that has more than 3,500 online videos on subjects including physics and chemistry for use by students, teachers or those just eager to learn.

2 > EQ | winter 2013

REX FEATURES

In this issue, we look to 2013 and beyond, as we think about how our business may change in the future.

CONTENTS INSIDE THIS ISSUE

ENGAGE, INNOVATE, DELIVER.

EQ MAGAZINE NUMBER 09 Cover photograph

by Anthony Upton

Designing the Future Yo! entrepreneur Simon Woodroffe on sushi, comics and reinventing the home

INSIDE> CRYSTAL BALL GAZING A vision of business life in 2023 PAGE 4

THINKING ALOUD Where next for corporate markets?

PAGE 6

WHICH WAY NOW FOR UK PLC Food for thought on the UK economy PAGE 13

REGULARS Massenet, 4 ▲Natalie Founder of Net-a-Porter

A former fashion editor at Tatler, Massenet realised that women were in need of a luxury online fashion retailer and launched Net-a-Porter in 2000 from her Chelsea artist’s studio. She revolutionised high-end shopping and it is now estimated that around two million people log into the site every week, with an average spend of £500. In 2010, she sold her share in the company but remains Net-a-Porter’s executive chairman.

6 Thinking aloud

Paul Matthews talks corporate markets in a shrinking world

10 Company secretary profile

GlaxoSmithKline's Victoria Whyte is making a difference

20 Six steps

Your guide to successful board evaluation

24 My Equiniti

Complaints Resolution Manager and Olympic torchbearer Julie Wedgbury

26 Masterclass

An expert’s guide to scenario planning

Ma Jun, Director of the Institute 5Affairs, of Public and Environmental China Concerned about China's future wellbeing, Ma Jun established the non-profit Institute to encourage environmental change and force international companies to be accountable for their environmental practices.

6

▼Richard Reed, Adam Balon and Jon Wright, Founders of Innocent Drinks

The trio knew they were onto a winner when they sold their first smoothies at a London music festival. There was a sign above their stall reading ‘Should we give up our jobs to make these smoothies?’ and people were asked to put their empty cups into bins marked 'Yes' or 'No'.

The resounding answer was 'Yes' and the company has since become a massive international success.

FEATURES 4 What a difference 10 years makes ...

A company secretary’s day in 2023

9 Award-winning innovators

Recognition for Equiniti’s ESP Portal

12 Going places

Company Secretary Rebecca Dunn is one to watch

13 Which way now for UK PLC? Two perspectives on the future of our economy

EQ Magazine is published on behalf of Equiniti by White Light Media.

Managing Director: Fraser Allen Creative Director: Eric Campbell Writers: Fraser Allen, Simon Lyle, Chiara Pannozzo, Christina McPherson, Lisa Labarte, Nicola Collins Design: Eric Campbell, Ian Traynor www.whitelightmedia.co.uk. Members of the CMA & PPA

16 “I could talk about the future forever.”

Visionary entrepreneur Simon Woodroffe on his latest innovation

22 The future of AGMs

How technology and a drive for better communication are bringing change

28 New year brings more new legislation Peter Swabey looks forward to another year of change

30 The A to Z of Equiniti Reflecting on a busy year

EQ Magazine has been printed on environmentally responsible paper, manufactured using 50% recycled waste and 50% fibre from well managed forests, controlled sources and recycled wood.

www.equiniti.com > 3

LOOKING FORWARD

WHAT A DIFFERENCE 10 YEARS MAKES ...

EQ magazine takes you forward to the year 2023 where the life of the company secretary has changed forever It’s hard to imagine life without your mobile phone or laptop now. But fast-forward 10 years into the future and technology will become ever more woven into the fabric of our lives.

But how will all this affect the life and work of the company secretary?

Tying in with this edition’s future theme, EQ magazine has done some crystal ball gazing with the Future Foundation to show you a vision of a day in the life of company secretary ‘Anna’ in the year 2023. wakes Anna up with her favourite music. The music is then replaced with an aggregated news feed, tailored to her interests. A smart weather app assesses the forecast and links with a wardrobe app, complete with a catalogue of Anna’s clothes. Outfits are suggested based on both the weather and Anna’s diary, allowing her to dress appropriately.

ILLUSTRATION: ERIC CAMPBELL

6.30AM: A mobile device acting as an alarm

7.15AM: Before leaving the house, Anna’s

mobile device checks that all appliances have been switched to smart metering mode – a system that will allow us all to use energy more efficiently.

Her mobile device will also check if the house is stocked with everything she needs for tonight’s dinner, and make a list of everything she needs.

As Anna leaves the house, her mobile device secures her home.

On the train, as predicted by Future Foundation’s Smart Boredom trend, Anna puts what used to be dead time to good use, using a selection of intelligent apps to catch up on more news, prioritise her inbox and create to-do lists.

8.25AM: Technologies now allow people to

assess their dietary, fitness and health needs.

Anna’s HealthSmart app holds this information and sends her drink order – low caffeine, soya milk, no sugar – to the coffee shop so it’s ready for Anna to collect.

8.45AM: Anna logs onto WorkBook, a social

network model designed for business, which 4 > EQ | winter 2013

This vision of the future was developed in association with the Future Foundation. Based in London, they are experts in predicting consumer trends to help companies prepare for the future.

allows colleagues to work together in real time, links calendars to make meetings easier, and allows for non-linear conversation threads. By 2019, email as a business tool had become all but obsolete, with business contextual social networks, which offer the ability to work using interactive/ real timelines, proving to be far more efficient for the workplace.

8.55AM: Anna pulls the document she needs for

her first meeting from the Cloud. An emerging technology in 2012, the Cloud is now firmly established in the mainstream, offering a variety of advantages, including allowing multiple people to work on the same document at the same time, regardless of geography or time difference.

9.00AM: For a board meeting, Anna takes her

‘Liquid’ keyboard, a small box that turns any surface into a keyboard, projector and phone.

Smart technology allows for holograms of people who can’t attend the meeting to still be virtually present in the room. Real-time translation tools have been activated, so her Japanese colleagues

are able to take part in the meeting, without the language constraints.

9.15AM: Flatter organisational structures have

resulted in a less hierarchical model. Therefore, more of a contribution culture exists, which allows Anna to play a much larger role in the organisation. She is also able to interact with shareholders as they electronically cast their votes and can collate the votes there and then.

11.15AM: Anna returns to her desk where an

app transfers her handwritten notes to a digital format for circulation around the attendees.

1.15PM: Anna’s HealthSmart app decides what

she should have for lunch, based on today’s dietary requirements. It detects that she has lower insulin levels than usual, and yesterday’s heavy dinner means she will need a light, nutritionally balanced lunch of around 400 calories.

1.35PM: Anna visits the vending machine and

whilst she is there, she scans her mobile device,

which allows her to pay for the ingredients she needs for dinner. This links to another machine at Waterloo Station, where she will be able to pick up her goods.

3.00PM: Many paper-led activities are now

completed digitally. Annual returns will be linked intelligently – via a secure Cloud-based server – to automatically extract the information they need, whilst retaining the appropriate level of privacy.

5.00PM: To issue the board papers for the next

AGM, Anna no longer needs to print these out.

Everyone on the board has a tablet, so she uses the Cloud to distribute the board packs.

Please note, this is our interpretation of a company secretary’s day in 10 years’ time.

Unfortunately we can’t promise that your groceries will be waiting for you at the train station, or that your mobile phone will be able to write your shopping list.

6.00PM: After picking up her dinner ingredients

from an iVend machine at the train station, Anna gets on the train and flicks on her mobile device. After a quick scan of her friends’ status updates, she switches to LinkedIn 2.0 to scan her professional network and update her CV – she is not looking for a new job, but uses the network to reflect today’s networking successes. www.equiniti.com > 5

In a typical day I’m in the office by 7.30am and catching up with the overnight traffic.

There are always some emails to pick up from our partners in Hong Kong, Australia or the US.

6 > EQ | winter 2013

THINKING ALOUD PAUL MATTHEWS

PORTRAIT BY ANTHONY UPTON

The Managing Director of Corporate Markets at Equiniti considers the opportunities of doing business in an ever-smaller world Carving a niche

When I joined Equiniti two years ago from the investment banking world, where I had been for 26 years, I didn’t start with a defined role.

It was a case of come in and create the role, and let’s do what we can to enhance our relations in the corporate market space, and expand and improve our product offering. We’re leaders in a competitive UK market for share registrars, but we had a few holes in our armoury, which I had seen from my previous life where I worked closely with all three of the UK registrars. That was one of the compelling reasons for me to join. I think as things develop, my role will remain fluid and I’m excited by that flexibility, which lets me go where I can add value and engage with clients and colleagues across a wide spectrum of services.

Good morning world

In a typical day, I’m in the office by 7.30am and catching up with the overnight traffic. With our expanding global capabilities and working on the Global Share Alliance, there are always some emails to pick up from our partners in Hong Kong, Australia or the US. Being in the corporate markets space, it’s also important to keep up to date with the markets. I receive various market opening updates from different sources, which help to maintain that finger on the pulse.

Equiniti’s expanding offer

2012 has been primarily about a number of projects and an acquisition. A little over a year ago, I decided to review our capabilities in investor analytics, which involves analysing share registers of corporate clients to find out who owns the underlying shares. Having reviewed the market, we formed a partnership with Orient Capital (owned by Link Market Services, which is also part of the Global Share Alliance). We have gone from being a fairly passive player in this space to now being much more on the front foot, www.equiniti.com > 7

THINKING ALOUD > PAUL MATTHEWS

and use it to go out and win business and to make a broader range of services available to sell to our clients. The more we can provide to clients, the more important we become to them as a partner and, therefore, it is more likely that we have a long-term relationship with them.

In addition, the business I brought in during August 2011 - the Director and PDMR Dealing team (now known as Executive Share Dealing Services) - was moved onto our own platform for trading and settlement, allowing us to switch off the transitional services agreement we had from the previous owners.

Finally, I managed to complete the acquisition of Prism Cosec, which helps UK and international companies establish and maintain excellent standards of corporate governance. I have worked with Chris Stamp, the owner, and his team for many years on numerous IPO deals, and I think they make a great addition to the Equiniti Group of companies and are a great complementary business to our existing company secretarial business Equiniti David Venus.

The world is our oyster

I’m at the forefront of developing our Global Share Alliance. If corporates want global services through partnership, we can now deliver. We’ve previously been primarily UK-focused but we've partnered with registrars in Hong Kong, Australia and the US, giving us coverage in these jurisdictions, as well as South Africa, India and a broader range in the Far East. In the future, this is going to be crucial. We can talk more actively to globally listed companies, and corporates looking to float in the UK that also have a dual listing.

We will continue to look at new jurisdictions; Russia is one area I have given some thought to recently. There's evidence of quite a few large Russian companies coming to London to list.

Where the business opportunities are, we shall go.

Where now for corporate markets?

Mergers, acquisitions and fundraising have been very quiet for a few years because of the economic backdrop. There are mixed views on how quickly we will come out of this dip but the corporate market goes in cycles and there are some green shoot signs. We have won a number of mandates recently, which, over the course of the next few months, will hopefully list in London. It’s an IPO market starting to creep back into life.

8 > EQ | winter 2013

Getting technological

For more information please email paul.matthews @equiniti.com or speak to your Relationship Manager

Whenever you talk about where corporate actions are going, you have to look at technology. It will change things. Exactly how isn’t always easy to predict. We’re already in an age when things are done online, with shareholders being encouraged to invest and manage their finances and shareholdings in this way. Someone suggested to me he could see a time before long when people deal with their share ownership via ATMs. The UK market over the next five plus years could be forced into full dematerialisation of shareholdings. Some markets already have it.

My personal concern here in the UK is that we try to fix something that is currently fit for purpose. That said, markets continue to evolve; if change comes along embrace it, make the best of it and ensure we play an active role in shaping the future of share ownership.

How is Equiniti set for the future?

Equiniti is well placed to deal with any change.

We take a very active role in all of the groups debating the future of the securities market and that is very important for our own position and that of our clients. Because of our dominance in the UK market, we will be involved. As service provider to circa 50% of the FTSE 100, we have an important voice. I think we are well positioned: we have the infrastructure, the systems, the people and the ambition to retain our position and grow it, while maintaining our levels of service and firstclass client relationships.

Companies are looking to reduce costs by outsourcing complex business processes – amid growing compliance and regulation issues – and we want to be a top five company in this arena.

That is achievable. We have taken what was the premier registry service, and keeping that at its core, we have grown around that through acquisition. If you look at what’s gone on in the market in the last few years, we are doing very well, growing our business and expanding our offering. We are doing all the right things to do well now and to do really well when the more buoyant markets return.

And speaking personally

Identifying businesses that we can acquire and then seeing them deliver on the vision is really rewarding. I'm ambitious. I want to do the best for me personally, but I also want to add value and to be respected for what I'm bringing to Equiniti.

INNOVATION ESP PORTAL

Equiniti achieves industry-wide recognition for its ESP Portal IN THE PAST, accessing employee share plans

was a lengthy process, as was cashing them – shareholders would send an instruction, and a week later a cheque would arrive in the post. Employees would also be in the dark about the value of their sale until they opened their envelope.

However, the Equiniti team had the foresight to come up with a solution, and were rewarded at the end of 2012 when they won The Most Innovative Application of Technology award at the Institute of Financial Services’ Innovation Awards. The ESP Portal – Real Time SIP Sales, a revolutionary application, has changed the way employees sell their shares.

“Within Employee Benefit Solutions (EBS), awards are usually won for and on behalf of our clients, so being recognised as a group is a fantastic achievement. This applies not only for this business, but for all those whose combined efforts and hard work made this development possible,” says Samantha John, Product Development Manager. “Both employers and their staff can really see the benefits, which is why it has been so successful.”

With our new service, participants interact directly with a broker platform through the ESP Portal, to give employees a real-time share price direct from the market. This innovative system puts employees in control, allowing them to make an informed decision as to whether or not to sell.

“Before we launched this product, a lot of work went into making sure that it was a simple yet flexible piece of software,” explains Kevin Hepburn, Head of Web at Equiniti.

“We did thorough testing, both from a content management and user experience point of view.

We also allow our clients to customise the Portal, so that it ties in with their brand.”

In light of the Portal’s success, a new feature was added in August 2012, which gave employees the option to move into an ISA at sharesave maturity. “We found that large numbers of people weren’t completing the ISA process,” says Katy Hoad, Product Development Manager. “By integrating the ISA feature within the ESP Portal, we have reduced the process from seven pages to two pages, which has encouraged employees to take action at maturity.” Equiniti has also

With our new service, participants interact directly with a broker platform through the ESP Portal, to give employees a real-time share price direct from the market.

To find out more about the ESP Portal please contact your Relationship Manager

recently launched a new service called ESP Portal Account Enquiry. This is an additional selector service that allows clients to see exactly what their employees would see if using the ESP Portal.

Since its launch, the ESP Portal has continued to evolve, demonstrating how well Equiniti knows its client and their needs. So where next for this cutting edge product?

Kevin says the future will take the Portal global. “What we do at the moment is primarily UK-based, but we have a number of new features and enhancements around international SAYE that we hope to launch this year.”

Winning this award is testament to Equiniti’s constant innovation, and demonstrates again our unsurpassed knowledge of the share services market, and our clients. www.equiniti.com > 9

COMPANY SECRETARY PROFILE

The best medicine The chance to make a positive difference in lives all around the world convinced Company Secretary Victoria Whyte that GlaxoSmithKline was the company for her Tell us a bit about your role with GSK

I spend 50-60% of my time looking after our board to ensure it functions to the highest standard. My team and I focus mainly on traditional company secretarial areas such as: board support, corporate governance, legal and regulatory compliance, shareholder services, group subsidiary compliance, disclosure oversight and meeting support.

A very big part of our time is spent working collaboratively with other corporate departments on special projects such as debt raising, acquisitions, disposals and restructuring. Although we don’t have responsibility for our share plans, we enjoy working closely with the HR team that does.

What attracted you to the post?

The role of a company secretary is hugely varied and no one day is the same; you operate at the heart of the business and that means you really feel that you can make a difference. The nature of what GSK does, researching, developing and manufacturing medicines to improve people’s quality of life, means that it is a hugely rewarding role too. I greatly admire the dedication and commitment of our R&D organisation in their work to discover treatments for conditions which impact the quality of people’s lives. Who wouldn’t feel good about working for a company with that brief!

What are your current priorities?

Most immediately – our year-end process, but fundamentally keeping up with the numerous consultations and proposals for continuous regulatory change. We work hard to continually push forward best practice in what we do.

How has GlaxoSmithKline fared during the global economic downturn?

One of the key drivers for our long-term performance is our pipeline and we have been really pleased with how R&D has focused on getting us into a position where we have a very rich pipeline, which should deliver products into 2013 and beyond.

10 > EQ | winter 2013

What are the strengths of the business?

A great sense of common purpose – to help people do more, feel better and live longer. Acting with integrity in everything we do.

What is the biggest single lesson you have learnt in your current role?

I think it’s probably that you can’t plan enough for the unexpected. You always need to have a Plan B and be receptive to trying to do things another way. Never be precious about a first plan.

What value have you gained from the relationship with Equiniti?

We go back a long way with Equiniti. We have always had a very good working relationship

VICTORIA WHYTE GLAXOSMITHKLINE

CV

so I did a degree in it. Now I would love to have been an inventor. If I could have invented some fantastic device or widget, I would like to be running my own business.

1990-1992 Company Secretariat Trainee, British Aerospace plc (now BAE Systems) with placements at Rover Group Ltd, Arlington Securities plc, Military Aircraft Division and Corporate Secretariat 1992-1994 Company Secretarial Assistant, Coats Vivella plc 1994-1996 Assistant Company Secretary, St Ives plc 1996-1996 Legal Executive, Schroder Investment Management Ltd 1996-1998 Deputy Company Secretary, Vickers plc 1998-2011 Director, Secretariat Services, GlaxoSmithKline plc (previously Glaxo Welcome plc) 2011-present Company Secretary, GlaxoSmithKline plc

Where are you most likely to be found on a Sunday afternoon?

In my garden. My husband would tell you I am an intermittent gardener. He does the bulk of the hard work looking after our garden and does a fantastic job, then I turn up and enjoy it.

Do you have a secret talent?

Going back to my textile roots, a year ago I went on a shoemaking course. I really enjoyed doing it and bought some of the kit but I haven’t yet found the time to do too much. I have the pair of shoes that I made; I have worn them – they were more party shoes than everyday shoes but they hold together and I’m very proud of them.

INVISION / PRESS ASSOCIATION IMAGES

If you could invite three guests to dinner (living or past), who would they be and why?

with them. Our relationship team is excellent.

We believe in working collaboratively with our partners. Equiniti understands the importance of delivering a great service for its customers and ensuring it is the best value in terms of a registrar. They certainly work for us. We always try to keep them on their toes with pretty tough KPIs and we regularly compare Equiniti’s performance against other providers. We also carry out regular tender exercises. We are really pleased with how they are performing.

If you were able to choose a completely different career, what would it be?

When I left school I wanted to be a textile merchandiser or work in textile manufacturing,

I couldn’t get the list down to three and I’m assuming my husband gets to come anyway. I’d go for Stephen Fry (below), who I think would be on a lot of people’s lists. Then, either Andrew Neil or David Attenborough. And lastly Judith Hanratty, the former Secretary of BP plc, because I always used to read about her as I was qualifying. She was always held up as the model company secretary in the way she ran things at BP.

The theme of this issue of the magazine is ‘the future’. What are your main hopes for the future?

From an economic point of view it would be great if we could nudge the British, European and world economies back into growth in a big way. From GSK’s perspective, it would be great if the products launching out of our pipeline go really smoothly. Professionally, I would like to see company secretaries stepping up to the plate, making sure that they are really looking to add value to their organisations and contributing actively to the ongoing governance debate.

Do you have a New Year’s resolution and, if so, what is it?

From a work perspective, to continue my team’s work on ADP (Advanced Development Processes), which is helping us to operate even more efficiently.

From a personal perspective, it is the old chestnut of managing work-life balance.

www.equiniti.com > 11

COMPANY SECRETARY PROFILE

REBECCA DUNN BG GROUP

Going places Rebecca Dunn is one to watch.

Currently the Deputy Company Secretary at BG Group, she is set to be one of the company secretaries of the future. She talks to EQ about her role and why it’s such an exciting time for the profession.

What is your role at BG Group?

I’ve recently taken up the position of deputy company secretary. As part of the role, I manage the Group Secretariat team. The team of eight is responsible for ensuring that BG Group complies with company law, corporate governance and its obligations as a premium listed company.

BG Group is a multinational oil and gas group and a FTSE 10 company. The Group is listed in the UK, but over half of its employees are based overseas, and the Group’s growing presence in Brazil has paved the way for a key period of transformation.

Currently, I’m dealing with the corporate governance challenges attached to such a rapidly expanding organisation.

Is it true that Equiniti and BG Group have a strong relationship?

Absolutely. BG Group has worked with Equiniti since it was formed on the de-merger of British Gas. As the Group and its ambitions have evolved, the relationship with Equiniti has developed.

Did that have some bearing on the contract that BG Group has recently renewed with Equiniti?

Having over 600,000 shareholders means that we expect the highest possible level of service.

Part of the reason we renewed the contract is down to the team at Equiniti. The team is great, and always either meets or exceeds our expectations.

What prompted you to move into your chosen career?

I was set on becoming a lawyer, but during the second year of my law degree, I undertook a couple of placements at city law firms and all I found myself doing was photocopying. On my return to university, I attended a talk from the ICSA, which described becoming a chartered secretary as a career that allowed real responsibility and involvement from day one. I investigated further and joined the PwC company secretarial team 12 > EQ | winter 2013

SAM FROST/UNP

Can you tell me more about BG Group?

during my final summer holiday from university.

That’s when I decided to pursue a career as a chartered secretary.

What did you need to do to qualify?

I already had a law degree, so I only needed to take six additional exams. But it is the work, and the experience that comes with it, that qualifies you to become a trusted advisor to the business.

Throughout my career, I have strived to take on additional responsibilities and really get involved with the business, which I believe has helped me to accelerate my career trajectory.

What are your career plans for the future?

It’s a really exciting time to be a chartered secretary – corporate governance is at the forefront of everyone’s minds at the moment. Going forward, I’m very much looking forward to developing the remit of the team at BG Group and ensuring it meets the growing needs of the business.

What do you enjoy most about your role?

There is never a dull moment – my job is very varied. I enjoy supporting the team, as it consistently strives to provide best-in-class support to the business, and it is a pleasure to help steer this support for the future benefit of the Group.

CV 2000 Assistant Consultant, PricewaterhouseCoopers 2001-2003 Company Secretarial Assistant, Schroders plc 2003-2005 Senior Company Secretarial Assistant, HSBC Holdings plc 2005-2006 Assistant Company Secretary, WS Atkins plc 2006-2009 Assistant Company Secretary, RSA Insurance Group plc 2009-2012 Assistant Company Secretary, BG Group plc Current Deputy Company Secretary, BG Group plc

A VIEW OF THE ECONOMIC FUTURE

Which way now for UK PLC?

Amid the continuing global financial crisis, opinion in Britain remains split over the diagnosis and the cure for our economy.

EQ takes its pulse with the help of an economic expert and a view from the investment market.

F

our years since Britain officially entered an economic recession, and the promised land of recovery seems to have fallen off the map as the debate over where the UK economy goes next rages on.

Our two experts gaze into the uncertain future of the British economy and consider how we set about putting the ‘great’ back into Britain.

www.equiniti.com > 13

A VIEW OF THE ECONOMIC FUTURE

‘‘I WOULDN’T BET AGAINST A TRIPLEDIP RECESSION’’ Matthew Watson, Professor of Political Economy, University of Warwick

“It’s hard to say anything positive about the British economy in its current state. It’s a particularly troubling time to find yourself out of work, or to fear that the skills you have are no longer in demand. And, something you don’t hear people say often, it’s a troubling time to be young, because of the way in which the recession has particularly removed opportunities for young people. Recent newspaper headlines have hinted at a different reality, because of the official end of the recession, but if you look at the distribution of rewards that come from the economy, rather than those headline figures, it tells a very different story about whether the end of the pain is upon us. There are whole sections of the UK population that are becoming increasingly bypassed by what little rewards are coming out of the economy, and the biggest fear has to be about how this is impacting upon the country’s young people. So unless you are particularly highly skilled, or happen to have exceptional luck, or have some sort of social advantage to provide you with your first opening, you are looking ahead to a much bleaker outlook.

“Broadly, there are two opinions on how to remedy our current economic situation. The first is that we are dealing with a crisis of public spending and nothing else. That implies that all

14 > EQ | winter 2013

we need to do is get the deficit down and everything will slot into place. The second is that this is a crisis of growth, and that the British economy, regardless of the state of public finances, just isn’t in a position to create either the number or the types of jobs that are necessary.

Government policy at the moment is creating an almost myopic concentration on the deficit, resulting in people spending less money, which creates even more growth constraints and then increases the clamour for further spending cuts to balance the books once again.

Grown-up debate

“You do need to be sensible with how you spend public money, of course – nobody would disagree with that. But, equally, a much more grown-up debate is required about the role of public spending and how those funds can be used to sustain not only short-term, but medium and longer-term growth dynamics. Ironically, money has been taken out of the sectors that we could rely on to help Britain’s economy grow again: education and infrastructure.

“We’ve gone the best part of 30 years without a proper debate on tax, the distribution of the burden of tax, and how much it is both socially and politically appropriate to ask people to pay to maintain the public goods that all economies rely on. But, it isn’t a case of removing all trace of the government and a magical entity called the private sector

will fill all the holes. The private sector in this country continues to be dynamic, but it needs sustenance and nurturing, a lot of which comes from the tax receipts that help to sustain public spending.

Political culture

“For things to improve in the future, we need to deal with the current political culture. There used to be many contrasting ways within British politics of trying to visualise what the economy was, what it meant, what its needs were and how it served individuals.

However, in the past decade, we have seen a substantial narrowing of this type of debate. We’ve almost got to the stage where there is a consensus around limiting spending, limiting taxation, limiting the role of the state and almost being apologetic about the supply of public goods to the private sector. I believe that this lies behind a lot of the problems we have now arising from the banking crisis. The dynamics that led to the crisis are in themselves a reflection of this increasingly limited political culture, which will need to change for a more optimistic economic outlook to emerge from a more grown-up debate about the scope of public goods provision.

“As for the official end of the recession, that headline has been kicked around like a political football. The celebratory mood in certain sections of the press was entirely misjudged – the mood of most people on the ground was far from jubilant. Confidence in the British economy is at a very low ebb, and I certainly wouldn’t bet against a tripledip recession being just around the corner.”

‘‘WE’RE IN A DEPRESSION, NOT A RECESSION’’ Mark Taylor, Managing Director of Investment Services, Equiniti

“Accepting that we are in a depression and not a recession would be the first step in shaping our economy for the future.

Towards the end of 2012, we were hearing uniformly negative reports: inflation rose to a 12-month high, shops brought forward their traditional post-Christmas price cuts due to poor sales figures and the Bank of England adjusted its forecast downwards once again. In theory, we’re going backwards, and I imagine that inflation will stay above the 2% target until at least 2014. The back shot of this is higher food prices and increases in fuel and energy bills, which only adds to the strain of trying to make ends meet for many households. Personally, I don’t see a loosening of the grip on household spending for quite some time.

Invest for the future

“Unemployment is another grey area.

We had what was perceived to be good news late last year, when unemployment fell to just below 8%. What lies behind that figure is the number of people who have been unemployed for more than 12 months – the figure is currently around 35%. So long-term unemployment is still a big concern, but what is far more worrying, is that whilst employment has risen, it has mostly been through people taking on part-time jobs, which is not a sustainable employment plan.

Unfortunately, companies are taking a short-term view of this, taking advantage of keeping wage bills low (wage growth is around 1.8%, which isn’t keeping up with inflation), to show higher profits.

To aid recovery, companies must take a longer-term view and invest in people for the future.

“Despite all of this, if you look at the UK from an investment services perspective, we have seen a number of companies making good profits, which is great news. What they’re not doing is necessarily achieving the profit growth that the shareholders would like in the timescales they are expecting. However, the UK stock market did do well last year. It’s taking a pause for breath at the moment, as it looks at where UK companies’ growth is likely to come from.

“To come out of this depression, it’s essential that we also look at house prices – they need to fall significantly further.

This approach has worked for the US, and although the market is still fragile (20% of the housing market is in negative equity and 7% of mortgages are overdue), it’s coming down, which means homes have started to become more affordable.

If we were to see a similar situation in the UK, with banks giving cheaper access to money, then you would see younger people buying properties. Invariably this would boost infrastructure and create more jobs, which would of course stimulate growth.

“It’s a major time for us to rethink the system around how we grow economies –

we need to think for the long term.

I’m particularly interested in small businesses and the number of these that have started as a result of recession redundancies. I predict that this will be a major growth area in the future. These people will be the business leaders of tomorrow, and we’ll see them start up the economy, in a different way to anything we’ve seen before.

A new form of capitalism

“The other interesting factor here is that we are on the verge of seeing a new form of capitalism, where people take a more central view of investment and are willing to put money into projects that will kick-start the economy. People don’t necessarily want to give their money to the banks, and neither do they want to borrow from them. This has led to marked increases in crowd funding and peer-topeer lending, which are cheaper ways to raise capital. It’s a new economic system that is taking account of the factors that got us into this mess in the first place, and could be a defining moment in moving our economies forward.

“We can’t rely on government policies to get out of the depression we are in.

These new businesses will lift our heads above water: those with the innovation and creativity to take us forward and lead us to a more stable economic future.”

www.equiniti.com > 15

FEATURE

16 > EQ | winter 2013

INTERVIEW

‘‘I COULD TALK ABOUT THE FUTURE FOREVER’’

Simon ‘Yo’ Woodroffe made his name with sushi, and is now reinventing the city centre apartment with Yo! Home. From the deck of his Thames houseboat, he enthuses about the future – and “little bombs of change”

PHOTOGRAPHY BY ANTHONY UPTON

W

ant to know what the future looks like? It’s easy, says Simon Woodroffe – simply pick up a comic book and start turning the pages.

“When I was growing up, there were comic books about computers, monorails and robots,” he explains. “It all came true. The future is invented in our minds. People dream up ideas first and then find ways to make them happen. There will be flying cars, there will be floating islands and there will be underwater living. All the things that you’ve read about in science fiction will happen, and then a few things will come along out of left field that you didn’t know about – such as the Internet.”

Woodroffe, who starred in the first series of the BBC series Dragons’ Den, is best known for Yo! Sushi, the restaurant chain he launched in 1997. He still retains a royalty stake and receives one penny for every pound that's spent there.

He subsequently launched the capsule hotel group Yotel, and experimented with bars, spas, publishing and fashion. But now his main focus is on Yo! Home, a revolutionary approach to apartment construction that uses moving parts to transform living space at the push of a button or flip of a lever.

A common thread throughout Woodroffe’s career has been his keen eye on the future and his love of design. He also puts his success down to a youth uncluttered by negative influences or, as he puts it, “I didn’t have my imagination educated out of me”.

After dropping out of public school with two O-levels, Woodroffe got “busted” for drugs and spent three months in a detention centre.

Returning to live with his mother, he felt that his life was going horribly wrong. Looking back, however, he now regards this difficult time as an incubation period for his entrepreneurial thinking.

“When you are 14, 15, you have this incredible imagination and then for the next 10 years, the fear of God is put into you about financial insecurity. www.equiniti.com > 17

INTERVIEW All those dreams that you had get swept away.

There were other things that shaped me. I didn’t have a TV for nearly 20 years and I’m not that big a reader so I lived in a world where I wasn’t very influenced. If I decided to do something, people would often say ‘oh that’s very risky’. But it didn’t seem risky to me, it just seemed obvious.”

Woodroffe’s life was turned around when he got a job at a theatre in London, which led to several stage manager roles. Always one to spot and seize an opportunity, he then began designing stage sets for rock bands (Rod Stewart and Ozzy Osbourne were clients). It was lucrative but he felt he hadn’t reached his potential.

One day, a Japanese friend told him he should launch “a conveyor belt sushi bar with girls in black PVC miniskirts”. He never did the miniskirts, but the rest is history. Launched with his £200,000 life savings and imaginatively sourced endorsements from Japanese brands, customers were soon queuing down Poland Street in Soho to secure a seat. Yo! Sushi is now a global brand, with coloured plates of raw fish trundling around conveyor belts from Bahrain to Washington DC. Woodroffe moved on from Yo! Sushi because he’s best at “having ideas and channelling the energy to set them up”. He adds: “A really simple lesson for life is to find out what you’re best at and then spend 90% of your time doing it. It sounds obvious but not that many people do it.”

It amuses Woodroffe that he is often described as a ‘maverick’. In his mind, his approach to life is normal. Yet he’s a colourful thinker in the grey world of business. He lives on a houseboat on the Thames, has a fondness for brightly coloured shoes and matching fedoras, and recorded an album a few years ago (as lead singer and lyricist) with Ian

Simon Woodroffe: A restless innovator

Dury’s former backing band The Blockheads.

They say travel broadens the mind and it’s a subject that repeatedly crops up when Woodroffe discusses the future. He thinks clothing will be a big focus of innovation, building on technology being developed for mountaineers. “In winter you’ll be able to go around with a shirt, trousers and a light jacket because it will all be heated,” he says. He also believes that clothes will be created with transformational qualities, and that washing

::YO! HOME – IT MOVES! Simon Woodroffe is convinced that his latest concept – Yo! Home – will be embroidered in the fabric of the future every bit as much as the flying cars and underwater living he also anticipates.

The idea is that an 800 sq ft inner city apartment can be transformed by simply pressing a few buttons or pulling a couple of levers. Within seconds, a bedroom can be turned into a kitchen, or a dining room, or a party room – there are 12 different types of space in all. “I suppose the ‘eureka’ moment was realising that we could use the

18 > EQ | winter 2013

Yo! Home elevating bedroom. Now you see it ... now you don’t.

mechanics of stage scenery to make a home and to use the space incredibly well,” he says.

Woodroffe expects the idea to appeal initially to wealthy business people wanting a flexible but compact city centre space that can be transformed for working

in the evenings, staging a dinner party, relaxing, or even having the family over for a weekend.

But he can also see it developing a broader appeal.

“Whether millions of people will live in Yo! Homes I don’t know,” he says. “But will people have moving

parts in their home? Absolutely – it’s obvious. When the Schreiber kitchen was first launched, some journalist probably said ‘do you really think everyone one will want one of these?’ and the person with the vision said ‘yes – of course.’”

Woodroffe and his partners are now working on creating a properly costed working model.

He is also looking at sites in Hong Kong, Manila, Sao Paulo and the States – both new builds and office conversions.

A great video that brings the Yo! Home concept to life, presented by Woodroffe, is available at yo.co.uk.

YO! THE FUTURE ACCORDING TO SIMON Five trends worth tracking: COACHING

The UK will follow the growing US trend for CEOs to take on personal coaches. “We describe all that kind of stuff as ‘very American’,” says Woodroffe. “But if you change people inside and give them the freedom to go off and do things differently, it can create unbelievable results.”

CLOTHING

Breakthroughs in fabric and heating technology will transform the way we dress – and travel.

BOOKS

Books will start getting pulped and used as insulation for walls.

Then people will say ‘oh I wish I hadn’t thrown them away because they’re antiques’.

EMPLOYMENT

PHOTOGRAPHY BY ANTHONY UPTON

Companies will employ less people on standard contracts, recruiting freelance experts instead. These people will work on the move and charge for their expertise rather than their time.

HOUSES

One day, all homes will contain significant moving parts that transform living space at the flick of a switch or pull of a lever.

and ironing will be hugely simplified. “On holiday, you might not even take a bag. I might just wear the same clothes for a week plus a couple of nice things for parties. Then the costs of the flights will go down because there won’t be anything like as much luggage.

“Even if it doesn’t feel like it, we’re living in a period of very fast change,” adds Woodroffe.

“And it’s speeding up all the time. You will see more change than I do, and your children more so, and there will be quantum leaps. What’s really interesting for entrepreneurial thinkers, be they big corporations or individuals, are the massive opportunities that will emerge as this happens.”

In a first for this magazine, Simon even had his own headline for this article. It’s one that incorporates several key themes: the break up of conventional retail and employment models, the shifting geography of global economics and the continued acceleration of technological change.

“This is it,” he says. “‘Tesco bankrupt after cost of teleportation falls below one rupee’.

“I find this stuff fascinating,” he adds.

“I am a complete and utter futurist.”

Key to capitalising on change, says Woodroffe, is being bold enough to think differently from the crowd. This has always been his approach to design. “Fashion dictates what everyone does,” he says. “Twenty years ago we went through this minimalist phase when every building was made of stainless steel and glass, and now we’re going into a more decorative form with the likes of Philippe Starck. If you look at the designers who are top of the field, the ones where people stroke their beards

and say ‘what an amazing designer’, in many cases all they are doing is making themselves look like everyone else. So my thing is always to try and do the opposite wherever I can. If you’re different, people notice you.”

Woodroffe would like to see UK PLC welcome more ‘different thinkers’ into the fold. Does he think that the push to increase boardroom diversity is a good thing?

“Shakespeare said: ‘There is nothing either good or bad but thinking makes it so.’ You can pontificate about diversity but you don’t change people through logical argument,” he says. “Change comes only through an emotional moment when someone has the opportunity to see things differently. The key to change is to be inspirational. I think that what will happen in boardrooms is that the status quo conservatism will loosen up and society will allow us to employ more ‘maverick’ people. The traditional route of boardroom decisions has limited impact. Far more effective is the way they do it in Silicon Valley – give individuals or small groups ‘freedoms’ or, as I call them, ‘little bombs of change’. Let them go away, make a few mistakes and see what happens.

When that works, the entire company of people will turn their heads and say ‘wow that’s a really great idea’. You don’t get those kind of results from sitting down and writing a business paper.”

When Woodroffe was young, he was nicknamed ‘the Steamroller’ because he would let nothing get in his way – and it wasn't a compliment. What advice would he offer his 21-year-old self?

“Simon Woodroffe at the age of 21 was quite a difficult guy,” he smiles, ruefully. “You’d have had quite a difficult time getting him to listen in the first place. What I would say to him now is you’re not going to get anywhere until you start thinking a bit more about how you behave. To do anything difficult, you need to be a good leader because you need to raise money and encourage people to follow you. It’s an inside job, thinking about how you behave, how you come across to people. I was very much bashing my head against the wall trying to get things done. It was only in my 40s that I got thrown to my knees and really worried about where my life was going. When I got divorced, I did think maybe, just maybe, some of my problems might have something to do with me.”

Much of this behaviour stemmed back to his problems at school and with the police. “I was lost,” he says. “I thought I had done wrong, I didn’t know how anything worked and I was scared of everything. So I covered it up with bravado, and spent 20 years putting an act on.

And if you’re not being who you are, you do some serious damage to your soul.” But the 60-yearold Simon Woodroffe who gazes calmly across the Thames from beneath his scarlet fedora, is an optimist. “I could talk about the future forever,” he says. “I think people are getting better.” www.equiniti.com > 19

SIX STEPS TO SUCCESSFUL BOARD EVALUATION A hot topic, change in legislation has put FTSE companies under pressure in that it requires the conduct of an annual board evaluation. So how do you make sure you are getting the most out of the process? Marla Balicao, Director at Equiniti David Venus, shares her expertise.

CHOOSE THE RIGHT APPROACH FOR YOUR BUSINESS

Before you start the process, you must speak to the chairman. Having their buy-in is so important – without their support, the review just won’t work.

ESTABLISH A STARTING POINT

Currently, all FTSE companies have to conduct an annual internal board review, and all FTSE 350 companies also need to carry out an externally facilitated review every three years.

Although it is not compulsory as yet, many FTSE companies have already undertaken externally facilitated board reviews, as it demonstrates good corporate governance – it’s worth considering even if you are not a FTSE 350. In a company’s annual report, you need to include information on how the performance evaluation of the board was conducted, and details of an external facilitator must also be given to indicate any other connection with the company. This information is publicly available, which is something you should bear in mind.

20 > EQ | winter 2013

Annual Internal Board Evaluations Director’s questionnaires are a good starting point and a light touch if this is the first time you are evaluating your board. Generally, it’s the company secretary who will put this together, circulate to the board members, collate the responses and pass it on to the chairman to review, who will report back to the board on the findings.

One step further is interviews, which are growing in popularity – you can often get more out of someone when you talk to them face to face.

Externally Facilitated Board Evaluations If an external evaluation is being conducted, then choosing the right evaluator is a key consideration. They must have a good rapport with the chairman and company. You will also need to put together a list of what you would like to focus on, the scope of the review and what you hope to get out of this process. Areas that you may consider focusing on are: organisational culture and behaviour, business risks, appetite and controls, leadership of the chairman, board reporting and board papers, among many others.

ASKING THE RIGHT QUESTIONS

Key questions that should be considered are: • What is the board’s role?

• How does the board spend its time?

• How does the board support the organisation and add value?

• How does the board communicate and interact with management?

• How well does the board communicate externally?

Expectations must be clear from the start, and the evaluation tailored to the business. Ultimately, even if a company is doing really well, there is still scope to improve. To help identify areas where performance could be improved, board members should be asked for their input and suggestions. This will help in establishing an action plan, which can lead to agreed changes that can be implemented during the year.

To find out more about how Equiniti David Venus can help with your board evaluation, please contact Marla Balicao on 01372 478 127 or email Marla.Balicao@davidvenus.com

GETTING THE RIGHT SUPPORT

Board evaluation is especially important for shareholders and investors, as it provides them with assurance that the board is running the company well.

They will want to see a chairman who leads the board well and who has succession planning in place. Equiniti David Venus can provide the expertise of Coefficient, a team particularly focused on board evaluation and board effectiveness (www.coefficient.uk.com).

GETTING THE MESSAGE ACROSS

You must look closely at communication, and how key messages, such as a company’s values and expectations, have been circulated. The focus here will again depend on what you are looking to get out of the evaluation. You may want to find out how the company strategy is embedded, or if the management team fully understand what is expected of them. If communication is below par, there is a good chance that it will create an issue that will be highlighted at board evaluation stage. If this is the case, it will most certainly be featured as an action point for the company to work on.

ACTION PLANNING

Following the board evaluation, either the company secretary or external facilitator will draw up an effective action plan. A report will also be produced, identifying the findings of the evaluation, with suggestions on how to overcome some of these issues. At this point, you may need to look at board training or individualised programmes that will both address and rectify any issues identified. In preparation for a review, you should be looking closely at last year’s action points and how they were dealt with. If they are still outstanding, you really need to ask yourself why.

Annual Internal Reviews We can help by giving you the tools to conduct your own appraisal more professionally and rigorously. We partner up with a company called Evalu8, which provides online software to help you carry out board assessment.

Our package includes an extensive bank of regularly updated questions, an online questionnaire to deliver to the board for completion and the ability to collate and present results.

Externally Facilitated Reviews We have a wealth of expertise in specialists who have been both company secretaries and board members and who, on a part-time basis, provide consultancy on board evaluation. We conduct your review in a way designed to deliver real insight and practical value with complete confidentiality. You may wish to focus on your board and its interaction with the business or on organisational culture, business risks, appetite and controls, board reporting and/or productive use of board time.

www.equiniti.com > 21

FUTURE OF AGMS

Let’s all meet up in the year The AGM has remained largely unchanged for years, but with new technology and a drive for better communication between shareholders and board members, what does the future hold?

Picture the scene. It is the year 2020 and it is the day of a UK company’s Annual General Meeting. The chairman is preparing to host the board members and shareholders. But instead of being in a conference centre in London, he is sitting comfortably in his own office conducting the virtual meeting entirely online. Via a series of screens in front of him, he is joined by board members from around the world. One board member is using his iPad 10 to answer shareholders’ questions as they cast their votes electronically.

This vision could become a reality long before 2020 with the rapid advances being made in mobile communication.

22 > EQ | winter 2013

But technology is just one of many factors that will influence the future of the AGM. Lisa Graham, Equiniti Registrar, and Tony Manwaring, Chief Executive of business think tank Tomorrow’s Company, consider the way forward.

AGMs today Lisa Companies have scaled back on hospitality and free gifts in an attempt to reduce costs. Whilst for companies an AGM is a costly and time-consuming exercise that they have to hold, for some shareholders it has become a social opportunity to have a free lunch with their friends and family. As a result, some companies are scaling back and making the meeting a business meeting, as it was intended. This still gives shareholders the opportunity to engage with the board and for their comments to be heard but discourages attendees who have little or no interest in the business of the meeting. It is important for our clients that the board and shareholders leave the meeting happy and positive about the future of the company.

Tony An AGM is a critical point where shareholders and investors can engage with the business and its board members.

One of the biggest challenges for AGMs now is how and whether they follow other areas of business in becoming more transparent and more engaging. They should be seen as part of an ongoing conversation rather than a one-off event.

What a future AGM may be like Lisa Technology could transform AGMs. We may see a move away from everyone being in a venue to board members using their smartphones and tablets to log into meetings wherever they may be.

Shareholders can use webcams to watch the events unfold. There have been small trends within AGMs that signify a shift towards technology, including the popularisation of internet and CREST voting. As a result, electronic voting has now overtaken paper voting in terms of value of votes cast.

Tony I think there is also something to be said for a hybrid of the old and new.

AGMs may still be held in a meeting

two thousand (and twenty) room but they will be informed by technology. I’ve speculated about an AGM evolving into a two-part format – the first being the legal part and the second being a dialogue between the board and shareholders about the values and purposes of the business rather than financial preoccupations.

The pros and cons of technological progress

Is change needed?

Lisa The demand from shareholders and

board members to change the structure of AGMs is difficult to determine. If it is possible to use the web to hold meetings, this could encourage participation from a wider audience. However, many small retail shareholders enjoy attending their AGM as it is an opportunity for them to network.

Lisa There are logistics with technology that would have to be worked out.

Security is another concern of mine – shareholders would need some means of identifying themselves to be able to participate and vote and this would then need to be linked back to the share registrar. But technology could work on a global scale.

Tony It is also important to see AGMs within the wider trend of stewardship.

Ultimately it is in both the board’s and shareholders’ interests to have a better relationship. An AGM that considers what the business is trying to achieve, its strategic risk profile and its key relationships in a more purposeful way, will be more successful.

Tony Due to social media and other

What’s next?

societal changes, general business is finding that managing its communication needs to be more open. A virtual platform can frame the conversation and enable global participation in a more immediate fashion.

Lisa Legislation will be key for how AGMs evolve as it determines the structure and management of the current format. There is no legislation planned for the near future. If companies want change – whether this involves

technology or the aims of an AGM – they must first assess what the meeting is achieving or how it can be more useful.

Tony Business has been remarkably slow to adapt to new technology, including social media. But there are businesses that are savvy and they will be the ones to initiate change.

The opportunities are there for AGMs to help foster better communication between shareholders and the board.

Currently overseeing around 400 meetings annually, Equiniti’s team of experts oversee the management of an AGM from beginning to end. They provide assistance with polls, proxy voting, shareholder attendance and voting analysis. However, as the AGMs of the future take shape, Equiniti will continue to do everything required to make them a success for all its clients.

For more information about AGMs please email Lisa Graham lisa.graham@equiniti.com or your Relationship Manager www.equiniti.com > 23

MY EQUINITI: JULIE WEDGBURY A champion for local and national charities and an advocate for quality, Complaints Resolution Manager Julie Wedgbury is always there to help. She was even nominated as an Olympic torchbearer for all her hard work.

I was amazed when I discovered I’d been selected to represent Equiniti on the Olympic torch relay. It felt unreal for a long time, especially because I found out eight months before my run. It was when I saw the torch arrive in the UK that I felt very emotional.

My run was scheduled at eight o’clock in the morning at Burton. When I arrived two hours earlier to be briefed, people were already lining the streets in anticipation. It was a little overwhelming but the support from the public, my colleagues and my family was huge. The crowd was cheering, cameras were flashing and parents were even giving me their children to take photos of us with the torch. It was such a memorable day, so far removed from my normal working life.

Unbeknown to me, my colleagues at Equiniti had nominated me as a torchbearer because of my charity work. I’ve been raising money for various charities since I was in school. I’ve supported local charities such as Acorn Hospice, St Mary’s Hospice and Focus on Blindness as well as national charities including Cancer Research, Children in Need and Comic Relief.

Over the years, I seem to have taken part in nearly every activity that ends in ‘thon’ – stepathon, walkathon, strollathon!

Equiniti supports charities as an integral part of its culture, which has allowed me to continually support and organise fundraising activities. Since the run, I’ve taken the torch into the office so people could be photographed with it for a small donation. The torch also went to my 24 > EQ | winter 2013

husband’s office so we’ve raised about £1000 in total.

At Equiniti, I’m responsible for a team of complaints handlers across two sites, Birmingham and Worthing. I ensure customers have the same quality of care, irrespective of where the complaint is handled, and I work very closely with

Equiniti’s quality and coaching teams to support quality initiatives across the business. We not only consider how to prevent complaints in the first place, but we also analyse the systems we already have in place to resolve them. When errors are identified, the complaints handling team puts it right as quickly as possible to minimise inconvenience and cost

Three quick questions What’s the best piece of advice you’ve ever been given?

You are never too old to learn something new.

Tell us something surprising about yourself.

I swam with adult sharks, which was an amazing experience.

If you didn’t work for Equiniti, what would you do?

I would look at opportunities to further support and work with local charities.

“When London won the Olympic bid in 2005, little did I know then that the event would mean something so personal to me.”

How best to approach this is discussed in quality forums where findings are shared with operational teams. Working with colleagues across the business to improve processes is a continual part of my job.

SIMON HADLEY / UNP

implications for both the customer and the business. All the complaints we receive are then logged and categorised to allow us to provide vital feedback and trend analysis.

Incoming complaint volumes are low but there is always room for improvement. We have identified that a high percentage of incoming complaints are unjustified. Whilst

that means that the business hasn’t made an error as such, there is an opportunity to assist customers further so their perception changes from believing something has gone wrong to giving them a better understanding, and we do this by ensuring information is easily accessible to them.

Our aim is to change a complaint into a compliment and it is important that the team is aware of the praise we receive. I organise monthly Icon Awards in which complaints handlers are nominated and rewarded for the quality of their responses, customer service and for generating compliments. I enjoy seeing a negative change into a positive. www.equiniti.com > 25

MASTERCLASS

ARE YOU PREPARED FOR THE

FUTURE? Scenario planning is about engaging the future when predicting it becomes impossible.

Rafael Ramirez, a worldleading expert in scenario planning, tells us more.

C

oming up with a set of realistic predictions for the future is becoming increasingly difficult.

Without a magic crystal ball it was always easy for doubters to cast aspersions on business forecasts. But, Pre-9/11, businesses could often make confident predictions with a degree of accuracy. Post-9/11 more companies are finding their interpretation of the future is far from accurate, and the recent global recession has exacerbated the problem. However, a global corporation can’t just ‘wait and see what happens’. With investors and stakeholders to think of, scenario planning is a tool that more businesses are using to help to make sense of their context. A world-leading expert in scenario planning, Rafael Ramirez, Director of the University of Oxford’s Scenarios Programme and Fellow in Strategy at the Saïd Business School and Green Templeton College, takes us through the most important aspects of scenario planning.

Engage with the future

Company secretaries will happily admit that it is harder to predict the future than ever before. This has no bearing on their investment in learning and development or the company strategy.

When you cannot forecast, or you have 26 > EQ | winter 2013

no confidence that your forecasts are going to be accurate, then you need to find another way to engage with the future. This is where scenario planning comes into its own, and why so many people are engaging with it.

Should my company have a scenario plan?

There are a number of criteria that will help a company decide whether or not this form of planning would be beneficial. If you are a company that is in an extraordinarily stable position, where you don’t have to worry about uncertain contexts hitting you, then this tool isn’t for you. In contrast, if your context is volatile and complex, and this impacts on your ability to forecast, then engaging in scenario planning would be wise.

Points to consider

Primarily, an organisation needs to know exactly what to do with the scenarios and who intends to use them.

Another thing to consider is – assuming the scenarios are perfectly construed – will this generate something positive for the company? The key thing to remember is if you don’t have a use and a user for your scenario plan, and so you lack usefulness, then it becomes pointless. This is something a lot of companies overlook.

Keeping it current

How often you update your scenario plan depends on the purpose. If the purpose is to make sense of a context, for example, what will happen to the Euro, then you will need to redo your scenarios if the Greek exit does occur – an event of this magnitude would catapult you into a different context.

But, if they are continuing to serve the purpose they were intended for, you might simply need to refresh the existing set.

Not an exercise in forecasting

A good scenario plan fits the purpose and is useable, but it must not be confused with forecasting – if you could forecast, you wouldn’t need scenario planning.

Similarly, you cannot forecast with scenarios. Scenario planning is concerned with a plausible set of contexts in your future, in which your current strategy would either be at home, or become threatened. If there is a threat, this would need to be addressed so that your strategy and your future vision for the company are robust in all scenarios. In forecasting, you try to guess the future from past and current trends; in scenarios you bring possible futures to serve the present.

Common mistakes

Forecasting is an exercise in probability.

Scenarios are concerned with plausibility, and people commonly confuse the two, which will lead to an ill-fitting plan. With scenario planning, you want to create a set of plausible scenarios. They help you to bring to the surface and challenge the assumptions you are making about the future today. In a sense, we all make scenarios without realising it. If you have a plan about what you want to do at the weekend, and have made a number of assumptions around that plan, you effectively have a scenario. If you also question what will happen to that plan if the assumptions you have made no longer fit in with the context (i.e rain impedes your planned outing, so you do something else), then you are scenario planning. In a discrete way, it’s something that we all do, and is a part of living our lives. The trick is to bring that into the boardroom.

Rafael Ramirez is a world-leading expert on scenario planning, who teaches scenarios at the University of Oxford’s Saïd Business School. You can find out more about the courses that are available by visiting www.sbs.ox.ac.uk.

“When you cannot forecast, or you have no confidence that your forecasts are going to be accurate, then you need to find another way to engage with the future.�

REGULATIONS

New year brings more new legislation Equiniti Company Secretary Peter Swabey anticipates another year of change as the fallout from the financial crisis, and the attempts by legislators and regulators to respond to it, continues to impact on legislation

I

t is now six years since the world was plunged into financial crisis, but in 2013 UK businesses will experience no let-up in legislative change as the UK and European authorities continue to attempt to deal with some of the perceived causes and consequences.

The UK financial regulatory structure is changing with the transfer of powers from the Financial Services Authority to two new bodies: the Prudential Regulation Authority and the Financial Conduct Authority. There is increased independence for the Financial Reporting Council and ongoing reform of the UK competition regime.

Company secretaries should be aware of several specific pieces of incoming legislation which will start to impact on their businesses from 2013. Equiniti will be working to seek to ensure that any disruption or inconvenience to our customers is kept to a minimum.

The first set of changes relates to narrative reporting. The UK Government wants to make annual reports simpler, clearer and more focused, and to create a framework which makes it easier for companies, and particularly investors, to locate the information they need.

The proposals would see the narrative divided into two documents. One, a high level strategic report. The other, an annual directors’ statement containing the bulk of the company figures. At

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:: NARRATIVE REPORTING CHANGES AT A GLANCE Proposals would see the narrative of the annual report divided into two documents

One

Two

High level strategic report

Annual directors’ statement

Posted to shareholders

Uploaded to the company website

this point it seems that the annual directors’ statement will be online but companies will potentially still need to send the strategic report to shareholders, although final measures have not yet been announced. At the same time, legislation will address how companies report directors’ pay. The government wants one comparable figure to be published in order to ensure greater clarity. However, with remuneration reports usually passed by about 95% of votes it seems that investors and shareholders are generally happy with the current arrangements, and it is hard to see the benefits of the new regime.

The European Commission is considering a series of changes which could start coming into force as early as 2014. These measures are likely to include regulating central securities depositories (CSDs), including CREST, the UK’s CSD. New rules would require all trades to be settled on a T+2 basis ( i.e. two days after trade date) instead of the current UK arrangement of a standard T+3 settlement with T+10 for certificated shares where more time is allowed for documents to be exchanged. The same regulation is likely to require the dematerialisation of UK-traded securities, so that a share certificate would no longer be evidence of title and all holdings would be held electronically. This is a good idea in principle, and the current system is certainly not one that anyone would design on a blank sheet of paper, but the fact is that it works, and any replacement will inevitably create costs for the UK market as it must be explained to shareholders. Equiniti is engaging with stakeholders to try to convince the Europeans that they don’t need to extend this change to the UK market or, at the very least, to allow the UK market to dematerialise at a time and in a manner which is appropriate for this market.

The EU’s Corporate Governance and Company Law Action Plan was published in December, and looks at measures to; enhance transparency between companies and investors, encourage shareholder engagement, and improve the framework for cross-border operation of companies.

All of this comes against the backdrop of last July’s Kay Report, to which the Government responded in December. Implementing the report’s recommendations will be challenging, but over the next year or two, we will no doubt start to see the development of best practice.

Peter Swabey is Company Secretary at Equiniti and a Director of Equiniti David Venus. For information please contact Peter on peter.swabey@equiniti.com

2012 RECAP

OF 2012 AT EQUINITI

Making two company acquisitions and winning a handful of awards made 2012 one of our most successful years yet. But what else made the headlines last year?

We look back at some other events that got us talking

A

AGMS

400 Equiniti oversees more than 400 AGMs every year

B BOILER ROOMS Equiniti consistently does its best to protect clients from the dangers of boiler rooms

E

EUROZONE

CCA

We are the only UK share registrar to hold the coveted CCA Global Standard accreditation for three years running

D

David Venus

David Venus underwent a facelift with a rebrand in 2012

F

Five

Equiniti celebrated its birthday in October

REX FEATURES

The Eurozone remained unsettled, with a second bailout of Greece

C

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2012 RECAP

H

G GROWTH

HYPE

Equiniti continued to grow with the acquisitions of Prism Cosec and peterevans

There was a great deal of hype around the price of Facebook shares as they floated on the stock market in May

K KNOWLEDGE

Equiniti teamed up with Chartered Secretary magazine to promote round-table discussions with industry experts

Q QUARTER The FTSE 100 enjoyed its stongest ever quarter between July and September 2012

M

Lloyds

MURRAY

RELATIONSHIPS Equiniti’s longest relationship is over 50 years

Venus One of the rarest celestial phenomena, the transit of Venus, occurred in June

Andy Murray won his first Grand Slam at the US Open in September 2012

In January, Equiniti renewed its contract with Lloyds Banking Group

R

V

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L

50

W WALES

Wales wins the Six Nations in March 2012

S SHAREVIEW In April 2012, Shareview Dealing postal sales and investment account opening achieved record results

X XAFINITY PAYMASTER Xafinity Paymaster wins MyCSP

INNOVATION Equiniti’s ESP Portal won The Most Innovative Application of Technology in Financial Services Award

N NOBEL PRIZE Alvin Roth and Lloyd Shapley won the Nobel Prize for Economics

Jubilee

All things British prevailed as the Queen celebrated her Diamond Jubilee

O

P PARTNERSHIP

OCTOBER October 2012 was Equiniti’s biggest ever trading month!

OCTOBER

T

Equiniti has a global presence with the Global Share Alliance (GSA), partnering with Link, Tricor, Wells Fargo, AST and CST

U

Tour de France

Bradley Wiggins won the Tour de France, becoming the first Briton to win the Tour de France since it began in 1903

Y

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AP/PRESS ASSOCIATION IMAGES / REX FEATURES

J

I

YEARS

We have over 35 years of experience in managing AGMs

US election Barack Obama was elected for a second term

Z WORLD WAR Z World War Z film brings a £20 million boost to Glasgow WHAT WILL 2013 BRING?

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Would you like to take over 35 years of AGM experience into the boardroom?

Our expertise as registrars allows us to assist you with everything from shareholder mailings to voting analysis.

For more information, contact Danny.Curran@equiniti.com or call 0207 469 1875