Drachen provides executive resources to support your business needs. Services include:
- Non Executive / Independent Director / Chair & Advisory input and support
- Interim & Project support
- Business / Consulting Assignments
Corporate Governance, Solvency II, Management of Risk and Capital Adequacy - require a "Top Down" approach to ensure that effective policies and practices are embedded within the organisation at both a strategic and tactical business planning level. Otherwise you will waste money on a "tick box" exercise that will not only fail to deliver regulatory and compliance requirements, but will also fail to generate achievable real business benefits.
Drachen Ltd provides a Top Down review linking all aspects to practical day to day business strategy and bottom line results. Not just an advice service, but practical help to implement actions to achieve real benefits today.
Strategic and Tactical business support is provided in alignment with a review of Corporate Governance and how this can be applied practically and beneficially to small business.
Why ? - Well you’re building your business to generate income and value – unless you plan to let it wither away and die then at some stage you will either “pass on the reins” (external manager / family member) or seek to exit (sale). Either way – you expect some value – by way of sale price and / or by way of dividends and ongoing remuneration from the successful continuation of the business.
In the meantime, you want it to grow and be successful. But :-
In summary, the principles of corporate governance are designed to help your business grow and be more successful, engage on more equal terms with larger more established businesses, and to ensure the business is operated in line with the objectives and goals of the shareholders – whether or not they are in day to day control of the operations.
- You may not have the resources to acquire all the skills you would like in your business – but accessing external expertise on an advisory or non executive basis is cost effective and brings in new ideas to aid business improvement and efficiency, business strategy, and external contacts. Two heads are better than one. How many times have you thought “if only I had someone like….I could….”
- The maturity, professionalism, profile and reputation of your business is enhanced by bringing in external / independent directors – an important consideration when seeking to engage with larger business partners and / or providers of external finance.
- Implementing Corporate Governance routines provides important protection for the Directors / Owners of the business in the event of an eventual disposal, in the event new owners consider retrospectively that any of the actions by the previous management should be questioned
- Similarly, as the business expands and additional management is engaged, it becomes increasingly important to have a common and strong framework to undertake business and strategic planning, managing performance, managing risks, ensuring objectives are aligned
- Family members who may rely on the success of the business for the financial wellbeing will welcome stronger corporate governance to ensure their interests are aligned with the day to day management.
Drachen Ltd specialises in providing bespoke and flexible support to help both you and your business grow – aligned to the best practices and principles of effective Corporate Governance to support your business effectively – not only today, but into the future as well.
Owner Jeremy Brettell has 30 years experience, engaged as Chair / CEO / MD / COO on a number of Boards and business units, across a range of UK and European Financial Services and Fund Management businesses. In addition he has held a number of Non Executive and Advisory Board roles, and positions on audit, remuneration and risk committees.
Drachen Ltd draws on this experience to identify how best to assist businesses to achieve their goals. Services include:
- Non Executive / Independent Director / Advisory support
- Interim & Project support
- Business Assignments
Non Executive / Independent Director
Jeremy is personally available to act as a Non Executive / Independent Director or Business Advisor.
An independent or Non Executive Director:
- can help hard-pressed internal business leaders to lower the risk of failure of a change to your business.
- is free of all internal politics that exist in every organisation, so can concentrate his skills and contribution on delivering change, be it cost savings, improvements in service, improvements in revenues - working with and supporting the business leaders
- can work full time for a short period to help you overcome an existing resource or skills issue, or can work a few days a month for an extended period.
- is someone who has gained considerable business management experience across many organisations. You can benefit from this experience
- adds “weight” to a Board in the eyes of external parties
- is someone, who does not require “company benefits”, delivers results fast and takes care of his own tax and National Insurance contributions, so is often a lower cost to your business than an employee.
- is there when needed - and you don't pay for them when they aren't needed.
- but fundamentally is there to work with you to deliver real value to your business or organisation
The “Corporate Governance Code and Guidelines for Unlisted Companies” notes that appointing an external adviser of Independent Director is one of the first
significant steps in helping small businesses to grow and become successful. The role of the Independent is to provide external input, challenge. Mentoring and support – sometimes described as a “Wise Owl”, and this important step in a Company’s growth is regarded very positively by (for example) providers of external finance.
Jeremy has many years experience sitting on a variety of UK and European boards in different jurisdictions in highly regulated environments, and has been authorised with a clean record by the FCA / PRA (UK) MiFiD (Europe) and CSSF (Luxembourg).
Advisory & Consulting
Change is the only constant in every modern business – regardless of size. To succeed, businesses need both people, teams - and leaders - that are able to change. Focus is often on people and their behaviours, the way they do things, their relationships and their processes.
But Leaders need to change too, and "two heads are better than one". The independent external perspective is often the key ingredient that can provide the "light bulb moment". This is why Drachen was established - to provide flexible solutions to businesses to help them with these issues.
Unlike many interim / independent management companies, we are not an agency. Services are provided personally by Jeremy, or by Jeremy in conjunction with a hand picked selection of trusted industry contacts. Ofetn, companies and small businesses don't realise the support they need. They have a problem - which sometimes they can't define - but know that "it should be better than this".
The problem is - who do you talk to in such situations, why will they care, and how much will they cost ?
Drachen's proposition is designed to meet these needs:
- The initial meeting and consultation is free of charge - typically this would be a 2 hour discussion where the nature of the issue is discussed, and more detail is collected on the nature of the business and the issues facing it
- Following the initial meeting, Drachen will - FREE OF CHARGE - outline some initial ideas and thoughts on the issues outlined, and identify the areas of focus to take forward.
At this stage the client can do one of two things:
- File the proposals and do nothing (not recommended!) or
- Use the proposals as the basis for developing the business. This will include ensuring that the plan is regularly reviewed against actual progess. This should take place on an ongoing basis with formal reviews at least quarterly. In the event that unexpected events occur this will ensure that they are identified quickly so that early corrective action can be taken.
To get the best out of the strategic planning process it is best carried out annually, starting with a review of the previous year, followed by the preparation of revised objectives and action plans based on the current situation and expectations for the future which then feed into the budgeting process. This is why some business adopt for a longer term retained relationship - sometimes in an Independent or Non Executive role.
A properly prepared and monitored strategic plan has been shown to deliver significantly improved business performance
Interim & Project Support
Jeremy is available for UK wide assignments to complete specific projects or Interim roles. Jeremy's own skills and competencies range across the following areas in both B2B and B2C:
A Few Words on - Corporate Governance
Corporate Governance is NOT about a set of theoretical guideline and principles with which to increase the burden upon and weigh down small businesses. Rather, it is applying the best practices and learnings of businesses who have gone through those growth stages already, and found that certain management practices and disciplines in fact improve the potential for success and growth of small businesses. It is about giving small businesses access to cost effective support and input that will help grow their business, and increase the confidence and respect of external / community stakeholders as they grow.
The purpose of corporate governance is to facilitate effective, entrepreneurial and prudent management that can deliver the long-term success of the company. This is important for large corporates seeking to drive shareholder value via the share price whilst ensuring compliance with Solvency II and the 3 Pillars, but it is equally important – if not more so – for small family or individually owned companies, where it is essential to develop an effective long term strategy to create value – whether to achieve a dividend / annuity stream in retirement or simply to create an exit value.
Corporate governance is the system by which companies are directed, guided and effectively controlled. Small business sometimes make the mistake of forgetting that the “company” is an entirely separate entity from the owner – and not simply an extension of the owners personal wealth and assets. This is one of the main reasons why an effective corporate governance plan is more essential for small business.
Boards of directors are responsible for the governance of their companies. The shareholders’ role in governance is to appoint the directors and the auditors and to satisfy themselves that an appropriate governance structure is in place. The responsibilities of the board include setting the company’s strategic aims and goals, providing the leadership and resources to put them into effect, supervising the management of the business and reporting to shareholders on their stewardship. The board’s actions are subject to laws, regulations and the shareholders in general meeting. This is true of large and small business – a fact sometimes overlooked in small owner / managed companies.
Corporate governance is therefore about what the board of a company does and how it sets the values of the company, and is to be distinguished from the day to day operational management of the company by full-time executives – be they appointed officers of the Company or owner / managers.
There is a misnomer that Corporate Governance applies only to listed companies. As indicated above – it can be even more important (in practical terms) for small businesses, and this is why the Institute of Directors (IOD) in conjunction with EcoDA has developed the Corporate Governance Guidance and Principles for Unlisted Companies. Of the UK’s 2.6 million registered companies, most are not listed or quoted on tradable equity markets. The overwhelming majority are SMEs or start-up companies that remain under the ownership and control of the founder or founding family.
Such unlisted enterprises lie at the heart of the UK economy. They account for a significant proportion of its GDP and employment. Furthermore, they are a key source of dynamism and entrepreneurial spirit. Their potential contribution to sustained economic recovery and growth should not be understated.
The financial crisis has provided a stark reminder of the need for a robust governance framework in the global banking sector. However, good governance is not only relevant for financial institutions and large listed companies. The IoD is convinced that appropriate corporate governance practices can contribute to the success of UK companies of all types and sizes, including those that are unlisted or privately held.
In a nutshell, the key messages for Unlisted / small Companies are:
- Corporate Governance is primarily concerned with the performance and efficiency of the business – critical factors in supporting the growth of an effective business
- 14 principles of good governance for unlisted companies are presented on the basis of a phased implementation / adoption approach. This takes into account the size, complexity and level of maturity of individual enterprises, and “appropriate doability”.
- Founder and family-owned businesses can utilise this stepwise framework to ensure their long-term sustainability, to bring external parties to their boards, to attract funds, and to solve issues between shareholders and other stakeholders, and plan long term succession and / or exit strategies.
- A critical “first move” is to bring in fresh eyes and challenge – a “wise owl” independent or non executive director is a key first step in the growth and adoption of professionalism of the business – which may in the early stages be achieved by utilising an “advisory” role
- Good governance plays a crucial role in gaining the respect of key external stakeholders. Corporate reputation will benefit from a gradually increasing transparency and accountability – especially when seeking to do business with larger players who may seek to conduct a degree of “due diligence”.
- This is especially important when bank finance is needed (especially in the post economic crisis world), or at the stage when external shareholder / finance is sought to expand the business beyond the means of the initial family members
- Good corporate governance is particularly important to the shareholders of unlisted companies. In most cases, such shareholders have limited ability to sell their ownership stakes, and are therefore committed to staying with the company for the medium to long term. This increases their dependence on good governance.
- This is especially important for perhaps family member shareholders or retired shareholders who no longer hold the reins on a day to day basis – and who’s goals and needs may be different from current management
Drachen has been set up fundamentally to help:
- larger businesses with a review of their Corporate Governance aligned to their ownership and organisational structure, and to ensure effective management of risk and capital is actually happening - and is not just a set of written procedures to meet the requirements of (for example) Solvency II
- small businesses access resources that normally are the preserve of larger businesses, applied pragmatically and sensibly recognising the nature and dynamism of small business. Yet solving any issues today is not enough – a practical and doable framework also needs to be in place to support the business it will become. Drachen provides reviews of both existing Corporate Governance effectiveness, as well as advice on appropriate implementation of Corporate Governance principles where none currently exist
Link to IOD / ecoDa Corporate Governance Guidance and Principles for Unlisted Companies in the UK