- March 4, 2017 at 12:49 pm
thanks for your suggestions but how can I only comment on where I found non-compliance because next, i top 5th corporate governance compliance company in the UK in 2016 if I only comment on non-compliance I can not found many things then how can I complete my wordcountMarch 4, 2017 at 5:09 pm
Sorry if I am confusing you. Yes if their CG is exemplary what I mean is do not go through it item by item like you are ticking things off but rather consider and discuss the important issues You need to discuss the significance of the main principles e.g. why the CEO and chairman’s roles should be separated and look at the Davies report when reviewing at board composition and for both of these you could assess for both how Next has performed over the last 3 or 4 years. How does this compare with other FTSE companies such as M&S? With remuneration how dies this measure up? Any issues with integrity of customer data (the customer personal information held on the online database) ? Also use graphs and charts where you can.
I just want you to be aware that critical thinking in evaluating important aspects is far more relevant than trying to cover everything when much of it is routine. You need to keep the marker interested – lots of repetitious text that just states facts but does not expand and evaluate it and few graphs would not endear you to the marker as it is neither particularly demonstrative of good understanding of the relevance of CG nor very ‘exciting’.March 6, 2017 at 12:39 am
Apart from Mendelow which other model is good for stakeholder analysis. You once said something on Kendall. What is the full name and how do I get his or her theory on stakeholder analysis. furnish me with any other stakeholder theory you are aware of. ThanksMarch 6, 2017 at 10:01 am
The Kendall and Kendall model can be found on
It is probably also to be found in their book https://books.google.co.uk/books/about/Real_world_Corporate_Governance.html?id=TmxnQgAACAAJ&redir_esc=y
If you wish to confirm this then I think there is a contact link on the Applied Corporate Governance website so you could send them a brief email
PS I thought you submitted in P33 (according to one of your earlier posts) – or did you defer?March 6, 2017 at 3:13 pm
I deferred submission. I was too busy then but I hope to submit this May. I am re-reading this Topic 17 posts again in other to be very certain of my information and analysis. Thanks.March 6, 2017 at 11:30 pm
Good idea. The requirements have become more stringent for a good grade since I started the forum a few years back (mainly in response to Alfred from Uganda who had hoped to submit on T13).
Discussion of the principles of CG and evidence of critical thinking in their application in the company is now necessary for a good grade. I have tried to reflect this in my later posts by making some suggestions. In a nutshell don’t just accept company statements – question and critique them and bring in evidence in the form of referenced statements that either support the company stance or present an alternative view.March 7, 2017 at 11:48 am
Thank you very much Trephena. You have said it all in your earlier posts. I think I will do a good analysis.March 7, 2017 at 1:02 pm
Thank you for your detailed answer Trephena it is now clear and if I will feel any further difficulties I will share with youMarch 15, 2017 at 3:51 pm
@trephena Hi hope you are good I have done some part 3 for eg chairman and CEO role board composition and comparison with M&s also considered davies report, but I did not find anything from open source of next plc any corporate governance issues when I am comparing things off next plc with m&s I can not found any difference to compare in board composition and committees, how can i critically evaluate the same things from both companies or to compare both companies,
and one more thing can you please point out some of the current issues of next plc on which I can focus when evaluating the quality of their corporate governance to get the good gradesMarch 15, 2017 at 11:30 pm
You say you have looked at the Davies report so you could plot the number of female directors and male directors for both Next and M&S in bar charts. Discuss the reasons why Davies suggests more women on boards and you could also discuss or show what the Davies recommendations are against what you found – see if our can go back 5 years and compare each year with Davies.
Benchmark the CEO pay against other FTSE companies .You could also do a deeper review of executive pay by benchmarking the pay for the CEO against average employee pay at Next -take a look at the resources on https://highpaycentre.org/pubs as there may be some material to give you ideas and also help you develop some arguments.
One area that tends to be overlooked and only dealt with superficially (if at all) is relationship with Institutional shareholders (Part of Principle E of the UK Code). Research who the large shareholders are and how active a part they take in the company and consider how important a voice they have / should have / could have.
These are just a few suggestions but with CG you have to read round the subject and use the ideas gained to introduce discussion and critical thought.March 22, 2017 at 12:41 am
@Trephena – I passed with B!! Couldn’t have done without your guidance. Thank you ever so much.March 22, 2017 at 12:49 am
Much luv @trephena passed with a C. Thanks for your guidance and patience. May God bless and keep you.March 22, 2017 at 1:11 amMarch 22, 2017 at 8:41 am
Thank you! Trephena I have passed my projectMarch 22, 2017 at 10:24 am
simplyjParticipantMarch 22, 2017 at 10:53 am
Hello, congrats to the students who made it. Trephena my main company is Tesco. Do I need a company as a comparator? I picked Tesco due to it accounting scandal and it being ranked lowest in the FTSE 100 ranking, is it a good company? How do I use excel for topic 17?March 22, 2017 at 12:11 pm
I would like to find out how do i reference statutory acts for example companies Act, as well as cite them in my report. And secondly i would also want to find how do i reference as well as cite annual reports for three years.March 22, 2017 at 12:26 pm
@fipelware -comparatives are useful when you want to emphasise differences. Use of such examples are recommended for T17 but not mandatory as with T8. As well as looking at what Tesco did wrong you need to look at what it has done since to bring its CG into line with the Code, accounting standards and competitors.
Excel can be used for graphs showing trends in remuneration, ESP/ dividend info and pie charts to show composition of boards and committees (gender for the first and NEDs and Exec directors for the latter)March 23, 2017 at 8:02 am
For legislation you would normally put the name of the Act of Parliament and Year in brackets and if possible the relevant section (in place of the page number). In the Reference list you start with the same name and year (Golden rule 5) normally there is no need to put ‘publisher’ as in the UK this is always HMSO but if you have an online link (many Acts are online now) you could include this.
Please consult the Open Tuition Ultimate Guide to Referencing on our homepage http://www.opentuition.com/obu for the detail on annual reports and see Q10 links for help with non-routine sources
BTW the query should have been posted to the Referencing forum topic so will be moved there as that is the most appropriate place (also as the question is not CG specific).March 27, 2017 at 3:42 pm
I have been reading your replies to other students on this forum and would like to thank you for your tremendous help and patience with our never ending doubts… If you don’t mind helping me out, I have a few (or more than a few!) of my own as follows.
I am currently assessing the Relations with Shareholders part of the UK code in relation to my company (GSK).
1) The company does not provide much information, for example as to how often the SID met with shareholders. It simply says the following:
“”The Chairman also meets regularly with institutional shareholders to
hear their views and discuss issues of mutual importance, and
communicates their views to the other members of the Board.
The Senior Independent Non-Executive Director (SID) and all the
Non-Executive Directors are available to meet with shareholders.”
And it mentions that the annual meeting session with shareholders in December included the SID, Chairman and committee heads.
I am confused as to how I should assess the quality if such information is unavailable and I cannot do any sort of comparison with another company due to this. What are your views on this?
How else can I do justice to this section of the UK code?
I tried to find out who the main shareholders are of GSK and the Annual report has said that “Nominee Companies” own above 60% of GSK’s shares. When I did more research as to what Nominee companies are I found out that they are simply companies providing a service to shareholders which allows shareholders to buy and sell their shares as they please (as they would even if they were not doing it through the nominee company) quicker, anonymously and without having to hold a shareholder ownership certificate. So now does this mean that these nominee companies should regarded as institutional investors or major shareholders? I feel that they are not institutional investors because of the reasons I described above and because they are made up of many small investors. But this is technically also the case with mutual funds etc, other than the fact that individual shareholders here have the discretion to buy or sell whenever they deem it fit. So how do you feel I should consider this?
I am constantly reaching dead ends with wherever I seem to go!
2) I am also finding it difficult to make a direct link between aspects of the UK code and their impact on stakeholders such as customers and suppliers. After reading through this thread and trying to gather up all the advice you have given other students and I came across your message:
“For employees it is all about employment relations – whistle-blowing policies, employee share schemes. Suppliers – factors that relate to its relationships with suppliers (some companies are accused of exploiting their suppliers by introducing exclusivity agreements, poor payment terms etc).”
Thank you so much for the help you have given all of us, it is greatly helping me when I am stuck. As for your message above I had a query as to how I can relate such information to the QUALITY part of the question, which part of the UK code would supplier relations be linked to? For employees I think whistle blowing policies could come under Internal controls. How about for customers? I feel a little lost in terms of structuring my RAP in a way that logically answers the Topic question. I had submitted in November but failed due to my RAP structure, the marker feedback said that my work was good but that I my structuring was jumbled up.
3) I am assessing remuneration and thinking of making comments on how executive remuneration may affect the amounts available to pay back to shareholders as dividends and also how it may affect employee pay similarly. They have recently appointed a new female CEO who is to be paid 25% lower than her predecessor due to her lack of experience (thankfully not because she is female!), this being her first role as CEO.
I have also included a section on how this is a step towards fulfilling Lord Davies approach that is being pushed forward by the Women on Boards review (coincidentally led by the chairman of GSK!) and so it is a good example set by GSK. Do you think this is a valid point to make in terms of board diversity (I am trying to ensure that it is linked to the QUALITY part of the topic question). I am wondering if after speaking of this, whether I should extend it to an overall review of the ratio of female and male employees in GSK (which was 43% and rising in 2013, overall not a bad ratio but years before the female CEO was appointed and so, can I just make a general comment that they are setting a good example to the pharmaceutical industry in general? Perhaps I can do a comparison of the ratio with other pharma companies although i fear I will be going into too much depth and not leaving word count for the other areas).
Do you think these ideas are good for my RAP? So sorry for the massive message, I have to resubmit in May and am desperate to turn that fail into a pass! 🙁
Liz.March 28, 2017 at 10:57 am
Thank you for your vote of conference!
You mainly seem to be on the right track. Just a few areas for me to clarify. Quality in the title mainly relates to the initial analysis rather than the stakeholder part -yes the two are connected but do not fret about not being able to make direct comparisons with other companies when it comes to employees and suppliers. State the facts and consider their implications -that should be fine.
Regarding the Institutional shareholders -ignore the nominee companies. You might be able to see if any Institutional shareholders spoke at the AGM if this was reported in the financial press (Google search perhaps?). Alternatively you could email GSK’s Investor Relations department and ask who their main institutional shareholders are.
One thing you possibly have misunderstood is that there are elements of CG outside the Code -so don’t try to fit everything to the 5 Principles it doesn’t quite work like that e.g. the Bribery Act 2010 and Anti-Corruption measures.
You might also consider in terms of customers whether GSK is dealing ethically with the NHS (which is possibly it’s major customer ) as some drug companies have been exploiting their position if they have a monopoly with certain drugs
It would be an excellent idea to point out your CEO is also chairing the Review of Women on Boards (Brownie points with the marker hopefully too 😀 )
You are approaching the topic well and sort of thinking outside the box -which is really good. I am impressed with your level of research and determination. What a shane this is a resubmission as otherwise I think you would be heading for at least a B grade. Just review my checklists to ensure you have covered and dealt with the essentials (including referencing)
All the best with your submission 🙂March 29, 2017 at 12:19 pm
Thank you for your reply!!! I have a better understanding now. I had included a section about bribery activities that caused a big commotion for them in China in 2014.. the marker had said that they were pleased to see this.
The marker said that my work was good in terms of research, information material and effort but it was – not structured well – and so for anybody else reading this thread..
don’t let this slide!
I was confused by what OBU required from me in terms of structure somehow and am sad that I failed over something like that after the effort and time put into it.
I looked up GSK and the NHS and it seems they were slapped with a sizeable fine last year because of their anti-competitive practices. They were accused of ” cheating the NHS and the taxpayer”.. unfortunate for them but hopefully good for the RAP. Thank you Trephena for this suggestion, I will include it in my work. You’re an angel!
Liz 🙂March 31, 2017 at 7:38 am
The main structure should include:
Statement of objectives
Main purpose of CG / why CG is important
Models / accounting techniques to be used (CG code and stakeholder model)
Justification of approach used (e.g. why using secondary data not primary and model) + Limitations (mainly relate information gathering but also models)
Analysis against CG principles and main issues with clear headings, sub-headings, charts and graphs including objective discussion/ debate of key areas and comparisons with other company(ies) and relevant examples
Stakeholder analysis -application of model to all relevant stakeholder groups and some of the specific issues that have affected them or could impact on them (these depend on the company chosen but the gender issue you mention could be include in employees section as could whistleblowing policy and a comparison of CEO remuneration to average employee pay)
Conclusion – Refer back to objectives and briefly summarise what you have found in relation to these -key points only not too much detail however pick up on any main failings.
Recommendations: (personally in a report such as a student RAP I find it rather silly for a student, who no doubt has mostly study book knowledge to ‘tell’ the Board of a major corporation what it should be doing! ) not really necessary – words,are better used elsewhere.
I think I have touched on everything -but if I have omitted anything no doubt someone will bring it up! 🙂April 1, 2017 at 6:24 am
Hi Trephena, am kind of confused on the accounting and business models. Am doing my research on a UK company, is it fine to talk about both the UK corporate governance code and the Sarbanes-Oxley Act .April 1, 2017 at 6:56 am
@fipelwa – yes as long as you explain the context of why you are using SOx: i.e you are comparing and contrasting how the Code and SOx deal with something, or explaining that as the company trades in the USA it is subject to certain aspects of the SOx legislation.
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