IoD Buckinghamshire, Directors Briefing, Have you got what it takes to be a Non-Executive Director?

February 19, 2016

IoD Bucks & Milton Keynes Directors Briefing with David Doughty at Hartwell – “Have you got what it takes to be a Non-Executive Director?”

Location: Hartwell House Date: 25 February 2016 Time: 07:30 – 09:30

David Doughty non-executive director

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If you’ve ever wanted to find out more about the opportunities offered by taking up a Non-Executive Director position, as well as how to find one and whether you’d be suited to the role – now’s your chance!  David Doughty – a Chartered Director and CEO of Excellencia – will give you the highlights in a lively breakfast session at Hartwell House.

David has a wealth of experience from his current role as CEO of Excellencia

  • working with boards and their directors to help them to be more effective
  • to his time as Chief Executive of the Oxfordshire Economic Partnership.

This breakfast session is an opportunity to explore the realities of NED positions, deal with a few myths about the status of NEDs and see how you would respond to some typical scenarios, were you to be a NED on a company’s board. It will surely make for a fascinating start to the day!

This event qualifies for 1.5 CPD hours.

Location: Hartwell House     Date: 25 February 2016    Time: 07:30 – 09:30


January 7, 2016


Mark Ashcroft had just parked his car and was waiting for the airport shuttle bus when his mobile phone rang. Normally he would let it go to voicemail but when he saw that it was from the new Chairman, Janice Young, he decided that he’d better take it.
“Janice. What’s up?” he asked.
“Mark, I know you are in transit, but I just wondered if you had seen the latest figures?” Janice said, getting straight to the point as usual.
“It’s a bit early for the board pack to be out, isn’t it?” Mark replied, worried that he might have missed something.
“Oh, don’t worry Mark, there’s plenty of time before the next Board meeting. No, this is just Mary being her usual efficient self and getting her finance report out nice and early.” Janice reassured him.
Mary Cartwright was the Finance Director and had been in post before Mark joined the Board as a Non-Executive Director (NED) nearly three years ago. Her finance paper was usually the first document to go into the board pack and as such was always a useful indication that the next board meeting was fast approaching.
“There are a couple of things I wanted you to have a look at in Mary’s report, I’ve highlighted them for you” Janice continued.
“Let me guess. It wouldn’t be anything to do with the cost saving targets would it?” asked Mark.
“Yes, it’s hard to tell at this stage but I think we might be going off track” said Janice.
“That’s exactly why I wasn’t keen on the cost reduction program being so back-loaded,” replied Mark. “It makes it so difficult for us NEDs to see if things are going wrong, and by the time we do there’s no time to do anything about it” he continued.
“My bus has just arrived, let me have a look at the figures when I get to the terminal and I’ll call you back” Mark said as he got onto the shuttle bus.
As soon as he got into the terminal, Mark connected to the secure Board portal on his tablet, found Mary’s finance report and started to read. He soon spotted where Janice had highlighted the areas she was concerned about and where she had made some notes.
“Hi, Janice. Mark here. I’ve got the report up on the screen and have read your notes” he said when he called Janice back. “I see what you mean” he continued.
“Yes, I think we should arrange a conference call with the other NEDs. When does your plane get in? Janice asked.
“I should be back on terra firma in about 3 hours” said Mark “It might be a good idea to ask Ken to do some graphs using these figures and from the previous reports so we can get some trend info. Can you get him to upload them into the portal so we can look at the data and make our notes against it, prior to the conference call?” he continued.
“Good idea” said Janice “In the meantime, I’ll have a word with Mary and see if I can get some more background, Have a safe flight!”.

This conversation is typical of the sort of pre-board meeting discussions that take place between non-executive directors, usually triggered by the arrival of the board pack.
Traditionally, the arrival of this set of paper board documents is heralded by the gentle thud on the doormat as the often weighty package falls to the ground from the letter box just a few days before the next board meeting.
This is followed by a frantic period of a few hours, which the non-executive director spends reading through the tome and making rushed notes in the margins as they progress. Any background research to corroborate greater understanding is often restricted to locally stored, confidential papers that the NED happens to have in their possession. Such limited access to historical information obviously limits preparation for the NED and weakens their effectiveness.
Additionally, the late arrival of the paper based board pack sometimes necessitates that this vital review is carried out during the journey to the board meeting, meaning that confidential papers and previously made notes, may run the risk of being lost or misplaced during transit.
When finally immersed in the depth of the meeting, the NED has to access those scribbled, handwritten notes, decipher and interpret them, often in the midst of sometimes-heated discussions, it is not surprising that this is not the best process for a successful, considered discussion.
These days, given the technology that is widely available to even the longest serving NED, it is no longer necessary for directors to wait until the complete board pack is assembled and posted out to them. They can read and discuss each paper as soon as it is published on a secure Board portal application; either on their desktops, laptops, tablets or smart phones.
This gives NEDs particularly, more time to discuss the content with their fellow directors, to ask for further information and to improve their understanding of the issues at hand so that their contributions at the boardroom table are well-informed, thorough and complete.

“Directors’ Duties and Liabilities” across the EU: LSE study

June 4, 2013

Interesting reading, especially for the growing numbers of international NEDs who sit on boards in different countries

Company and Financial Law

The London School of Economics for the European Commission has produced a 427 page study on “Directors’ Duties and Liabilities” across the EU for the European Commission.

“The European Commission has not, to date, considered directors’ liability issues in a comprehensive way. It is the purpose of this study to provide the relevant information in a comprehensive manner, in order to support to European Commission to consider its future policy in this area. To this end, the analysis spans from national laws and case law to corporate practice in respect of companies’directors duties in all 27 EU Member States and Croatia.

The overarching goal is to provide for a better understanding of certain important drivers of directors’ behaviour. This study shows the extent to which the content and extent of duties and the corresponding liabilities, as well as the understanding of the persons to whom they are owed, fluctuate…

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Mutual society NED banned (but will appeal) for failures to disclose conflict of interest

June 4, 2013

Illustrates the need to be completely aware of your legal responsibilities as a NED – if you don’t know make sure you get trained, preferably before taking up your board position

Company and Financial Law

The FCA is attempting to ban Angela Burns (and fine her £154,800) from any regulated activity for failing to disclose a conflict of interest whilst acting as a NED at two mutual societies. Ms Burns is appealing to the Upper Tribunal. FCA press release here; Decision Notice here (also discussing breach of section 177 Companies Act 2006). Herbert Smith note here.

From the FCA press release:

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Introduction to Marketing for Small Charities

October 8, 2012

Introduction to Marketing for Small Charities

Date: Friday 14th Dec 2012

Time: 9:30am – 4:30pm

Location: London

Venue: Institute of Fundraising – London

Directions / Address

This course is for anyone looking to find out more about marketing. It will ground you in the essentials of marketing theory and practice, and give you practical knowledge to take back and use in the workplace.

By taking this course you should:

  • Improve your marketing effectiveness
  • Increase your value and career potential

By the end of this course you will:

  • Understand the function of marketing and its role in not-for-profit organisations
  • Know about the Marketing Planning Process, to improve the effectiveness
    and efficiency of your organisation and it’s resources
  • Understand more about clients, donors, sponsors and other stakeholders
    and managing relationships with them
  • Be able to communicate to both internal and external audiences
    using an appropriate variety of different means

The following topics will be covered:

  • Definition & development of marketing
  • Developing a market orientation
  • Role of marketing in an organisation
  • Introduction to marketing planning
  • Building marketing plans with a ‘winning edge’
  • Marketplace assessment and market research (3 Greeks, STEEPLE, SWOT & 5 Forces)
  • Customers, Competitors and the Company (3 C’s)
  • Setting Meaningful SMART Objectives
  • The Role of Strategy – How to develop and implement it (Gap analysis & Ansoff Matrix)
  • Deciding on a Strategy – Being different
  • How to successfully segment markets
  • Targeting and Positioning
  • The Marketing Mix (7P’s)
  • A look at services, new service & offer development, the product life cycles (PLC)
  • How to develop and manage brands
  • Marketing communications – Cut through the noise
  • Message, Market, Method (3 M’s)
  • Advertising, PR & digital marketing
  • Project Management
  • Controlling the outcome

The course has been developed and will be delivered by Peter Rees DipM FCIM FRSA MCIPR MIDM Chartered Marketer, who has over 36 years of international business experience, over half of which has been in Marketing.

Cost £20

(This training course is only available to small charities with a voluntary annual income of £1 million or less. Individuals working on a freelance consultancy basis will not be accepted onto the course).

Further details and contact information

Telephone: 0207 840 1020


LinkedIn Live! – Developing your professional networking skills using LinkedIn

March 4, 2010
Presentation given at the 9th meeting of the Bucks, Berks and Oxfordshire Chartered Director Group on 16th March 2010 at the Hotel Du Vin Henley

  • Hints and Tips
  • Getting the most out of LinkedIn
  • How to use LinkedIn effectively
David Doughty
1.        Why do I want to be LinkedIn?   

  • Follow the ‘rules’ of networking
  • Building a network
  • Suggested contacts
  • What type of account should I have?

2.        LinkedIn etiquette   

  • Invitations – who to invite? What to say?
  • ‘Don’t knows’ – what to do if you get too many
  • Introductions – target contacts

3.        Your Profile   

  • More than a CV
  • Recommendations – giving and receiving

4.        Status   

  • Twitter (to tweet or not to tweet?)
  • Who is looking at my profile?
  • Updates – what are my contacts doing?

5.        Groups   

  • Discussions
  • Jobs
  • Expanding your network

6.        Applications   

  • Events
  • Books
  • Presentations
  • WordPress – Blogs

7.        LinkedIn CRM   

  • Outlook LinkedIn Dashboard
  • Profile Organiser
  • Search

8.        Settings Plus   

  • E-mail addresses
  • Duplicate accounts
  • Who can see what?
 Powerpoint Presentation

Snow and the risks to companies with employees travelling for business purposes

January 7, 2010

The snow has caused chaos for many UK businesses where working from home is not an option. The risks have now risen for businesses that have not considered their work related road safety (WRRS) policy for employees that have to drive for work.

Under the new revisions to the corporate manslaughter act and corporate homicide act, companies and senior management are accountable in the case of a fatal work related collision for any shortcomings in the procedures or systems that may be deemed to have contributed to the incident. This means that if there is a fatality, employers can now be investigated if it was during working hours.

Many companies that insist on employees making their way into work, despite the extreme conditions should consider their responsibilities under the new Corporate Manslaughter Act.

Despite ongoing publicity surrounding the revisions to the corporate manslaughter act and corporate homicide act which came into force in April 2008 many companies, particularly SME’s have chosen to bury their heads in the sand and are failing to review, implement and communicate an effective Work Related Road Safety (WRRS) policy.

Under the new rules, companies and senior management are accountable in the case of a fatal work related collision for any shortcomings in the procedures or systems that may be deemed to have contributed to the incident.

Research carried out by Rent-A-Car shows that more than one in three workers (35 per cent) use their car for business purposes, making it the most common form of business transport.

Providing “cash for cars” does not mean that a company absolves itself of responsibility for ensuring the safety of these vehicles and their drivers. Managing the safety of these so called “grey fleet” drivers is difficult but cannot be ignored.

Employers with responsibility for employees driving their own cars on business should take the following precautions:

  • Set up a company work related road safety policy: employers should not be daunted by the prospect, and once in place, providing it is enforced and reviewed periodically, it has been proven by many organisations to save money in terms of insurance premiums, accident repairs, out of service costs, accident administration, and employee sick leave/work injuries etc. Risk-assess the fleet across the five core areas: legislation, health and safety, environmental, employee and financial. Set out rules, guidelines and procedures to help minimize “in house” fleet and “grey fleet” related risks and put in place regular checks on insurance, MOT document’s, scheduled servicing and ensure basic maintenance checks are regularly carried out. Finally, ensure that an efficient audit trail is in place.
  • Compile a “Driver Manual”: a driver manual should contain the company policy and procedures, safe driving information, emergency contact information, procedures for reporting defects and repairs, what should be done in the case of an accident and outline essential vehicle checks. It should be in A5 format, concise and easy to read and include practical advice.
  • Treat all drivers the same: whether the employee is in a company car or drives their own vehicle (grey fleet), they should be treated exactly the same. The company work related road safety policy, driver manual and related training should be provided to all drivers. Businesses should ensure that all drivers regularly maintain their vehicles. Regular checks by the company should be made on:
    • Fluid levels and battery.
    • Lights and windscreen wipers.
    • Tyre pressures and tread levels: 1.6mm of tread over the centre 3/4 width of the tyre is the legal minimum; tyres should be changed before this to avoid police prosecution and to maintain the required levels of grip. The police have the power to fine drivers up to £2500 plus three penalty points per tyre for less than minimum treads.
    • Ensure the driver has adequate insurance that allows the car to be used for business purposes. Both the driver and the employer can be fined if the car is not insured adequately and may find that they are not covered in the event of an accident.
    • Ensure the car has regular MOTs and is taxed for the road.
  • Check driving licenses: check any new employees driving license to confirm that they are eligible to drive. Implement a regular check on driving licenses to keep track of penalty points and possible driving bans and maintain a driver file to monitor driver’s safety records and behaviour.
  • Ensure all drivers are prepared in the event of an emergency: company car users should be equipped with safety packs including torch, high visibility clothing, warning triangle, and breakdown contact information. Employers should ensure grey fleet drivers are supplied with exactly the same safety equipment.
  • Ensure every driver carries a high visibility vest for each passenger: It is also important to store medical and emergency contact information as well as essential vehicle details and roadside assistance contact information inside the passenger cell of the vehicle together with the high visibility vests so that it is easily accessible.
  • Education: carry out training where appropriate and warn against drugs and alcohol whilst driving. It is also important to give drivers plenty of time to get to their next location and don’t set impossible schedules – this is especially relevant in the delivery and courier sector where the setting of productivity bonuses which might affect driver safety will be viewed upon  negatively in the event of a road traffic incident. 

The revisions to the corporate manslaughter act provide stronger powers for the police and Health and Safety Executive (HSE) to conduct investigations following an incident into a company’s provision of adequate health and safety at work policies. In a concerted attempt to reduce road deaths and casualties Work Related Road Safety (WRRS) is firmly under the spotlight and relates to the safety of employees who drive as part of their work. This is understandable when it is suggested that at least 30 per cent of road collisions involve people who are at work and more recent figures suggest that 50 per cent may be a more realistic figure.

In April 2008, revisions to the Corporate Manslaughter and Corporate Homicide Act 2007 came into force in the UK.  The Act enables an organisation to be found guilty of an offence under the Act, if the way in which its activities are managed or organised causes a person’s death, and amounts to a gross breach or failure of a relevant duty of care owed by the organisation to the deceased. The result of being found guilty of an offence under this Act is that organisations can now face unlimited fines – set to start at five per cent of annual turnover.

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