- Importance of structuring - trading trust
- Role of ATO in insolvency of small business
- Liquidator actions to be mindful of
Presenter: Ben Sewell
Sewell & Kettle Lawyers
If you have further questions later please contact me
Email: bsewell@sklawyers.com.au
Practical Internal Control Solutions for Nonprofits4Good.org
Internal controls are implemented to protect an organization from unauthorized expenditures and fraud/embezzlement. Small to mid-size organizations are vulnerable due to the limited number of staff in the business office or accounting department. The way to combat unauthorized expenditures and/or being ripped-off is through proper internal controls which include communication, process & procedure, and periodic verification and review. Through the review of short case studies this webinar will cover internal controls to implement considering the organization size, where and how fraud can occur, signs to look for, ways to stay vigilant, and what to do if your organization is a victim.
Financial distress and your safety net during COVID-19Redchip
Temporary changes to insolvency laws mean businesses have a safety net so they can resume normal operations once the crisis has passed. This includes an increase to the statutory demand limit (to $20,000), and extended protections for directors against personal liability for trading whilst insolvent.
This safety net, however, is due to expire on 24 September 2020 and businesses can then expect sudden and aggressive debt recovery measures from creditors including the ATO.
Please join our webinar with insolvency experts Robert Champney and
Rebecca Forsyth who will discuss with you:
Changes to occur from 25 September - statutory demands, bankruptcy notices, and obligations as a director;
Debt recovery options available to your clients to improve cash flow; and
“Red flags” that determine financial distress, what options are available to restructure, and the need for proactive conversations with your client and legal advisors
JOINT VENTURES MERGERS AND ACQUISITIONS
INTERNAL ORGANIZATIONAL HEALTH CHECKS
Your FINANCIAL DUE DILIGENCE is Left-Brain
Your PEOPLE DUE DILIGENCE is Right-Brain
If you are only doing a Financial Due Diligence and ignoring the PEOPLE SIDE OF THE DEAL, you are doing your Due Diligence
WITH HALF A BRAIN
You need to DETECT PEOPLE PROBLEMS BEFORE YOU INVEST
Avoid legal and business mistakes when your company, client or customer is in...Expert Webcast
Five critical mistakes management makes and proactive approaches for addressing problems before they become fatal; Avoiding common legal errors; Mistakes made by creditors when trying to collect from a company in distress and suggestions for enhancing recoveries; The presentation will provide both information and specific examples involving companies in distress.
- Importance of structuring - trading trust
- Role of ATO in insolvency of small business
- Liquidator actions to be mindful of
Presenter: Ben Sewell
Sewell & Kettle Lawyers
If you have further questions later please contact me
Email: bsewell@sklawyers.com.au
Practical Internal Control Solutions for Nonprofits4Good.org
Internal controls are implemented to protect an organization from unauthorized expenditures and fraud/embezzlement. Small to mid-size organizations are vulnerable due to the limited number of staff in the business office or accounting department. The way to combat unauthorized expenditures and/or being ripped-off is through proper internal controls which include communication, process & procedure, and periodic verification and review. Through the review of short case studies this webinar will cover internal controls to implement considering the organization size, where and how fraud can occur, signs to look for, ways to stay vigilant, and what to do if your organization is a victim.
Financial distress and your safety net during COVID-19Redchip
Temporary changes to insolvency laws mean businesses have a safety net so they can resume normal operations once the crisis has passed. This includes an increase to the statutory demand limit (to $20,000), and extended protections for directors against personal liability for trading whilst insolvent.
This safety net, however, is due to expire on 24 September 2020 and businesses can then expect sudden and aggressive debt recovery measures from creditors including the ATO.
Please join our webinar with insolvency experts Robert Champney and
Rebecca Forsyth who will discuss with you:
Changes to occur from 25 September - statutory demands, bankruptcy notices, and obligations as a director;
Debt recovery options available to your clients to improve cash flow; and
“Red flags” that determine financial distress, what options are available to restructure, and the need for proactive conversations with your client and legal advisors
JOINT VENTURES MERGERS AND ACQUISITIONS
INTERNAL ORGANIZATIONAL HEALTH CHECKS
Your FINANCIAL DUE DILIGENCE is Left-Brain
Your PEOPLE DUE DILIGENCE is Right-Brain
If you are only doing a Financial Due Diligence and ignoring the PEOPLE SIDE OF THE DEAL, you are doing your Due Diligence
WITH HALF A BRAIN
You need to DETECT PEOPLE PROBLEMS BEFORE YOU INVEST
Avoid legal and business mistakes when your company, client or customer is in...Expert Webcast
Five critical mistakes management makes and proactive approaches for addressing problems before they become fatal; Avoiding common legal errors; Mistakes made by creditors when trying to collect from a company in distress and suggestions for enhancing recoveries; The presentation will provide both information and specific examples involving companies in distress.
Common Issues and Strategies in Business Breakups (Series: Complex Financial ...Financial Poise
As any entrepreneur will attest, starting and operating a business comes with unique challenges. These challenges are a key reason that, by some estimates, half of the companies that are founded today will not exist four years from now. It can be argued that the effort and attention needed to find success precludes business owners from planning for failure. This webinar focuses on the realities of a failing business from the owners’ perspective. Join our panel of experts as they discuss the various considerations that should be given at the outset of start-up negotiations and through business breakup, including dispute negotiation and litigation.
To view the accompanying webinar, go to: https://www.financialpoise.com/financial-poise-webinars/common-issues-and-strategies-in-business-breakups-2021/
Business Breakups (Series: Common Commercial Conflicts)Financial Poise
As any entrepreneur will attest, starting and operating a business comes with unique challenges. These challenges are a key reason that, by some estimates, half of the companies that are founded today will not exist four years from now. It can be argued that the effort and attention needed to find success precludes business owners from planning for failure. This webinar focuses on the realities of a failing business from the owners’ perspective. Join our panel of experts as they discuss the various considerations that should be given at the outset of start-up negotiations and through business breakup, including dispute negotiation and litigation.
To view the accompanying webinar, go to: https://www.financialpoise.com/financial-poise-webinars/business-breakups-2019/
6 Biggest Mistakes Executive Directors Make (And How to Avoid Them)Wild Apricot
Being an executive director is hard and isolating. There is usually no manual, no orientation and it feels like sink or swim. Also, sometimes it’s unclear who the ED reports to! No wonder EDs make mistakes. Luckily, you can avoid 6 of the most common ED mistakes by signing up for our free webinar on September 25 with nonprofit expert Sean Kosofsky.
Fundraising for Your Business: Dos and Don'ts of Pitching to 'Your' InvestorAaron Rose
This presentation contains recommendations on how entrepreneurs should pitch to a prospective investor, understanding the importance of understanding the company's financials, due diligence process, and leadership qualities to be an effective entrepreneur.
Common Issues and Strategies in Business Breakups (Series: Complex Financial ...Financial Poise
As any entrepreneur will attest, starting and operating a business comes with unique challenges. These challenges are a key reason that, by some estimates, half of the companies that are founded today will not exist four years from now. It can be argued that the effort and attention needed to find success precludes business owners from planning for failure. This webinar focuses on the realities of a failing business from the owners’ perspective. Join our panel of experts as they discuss the various considerations that should be given at the outset of start-up negotiations and through business breakup, including dispute negotiation and litigation.
To view the accompanying webinar, go to: https://www.financialpoise.com/financial-poise-webinars/common-issues-and-strategies-in-business-breakups-2021/
Business Breakups (Series: Common Commercial Conflicts)Financial Poise
As any entrepreneur will attest, starting and operating a business comes with unique challenges. These challenges are a key reason that, by some estimates, half of the companies that are founded today will not exist four years from now. It can be argued that the effort and attention needed to find success precludes business owners from planning for failure. This webinar focuses on the realities of a failing business from the owners’ perspective. Join our panel of experts as they discuss the various considerations that should be given at the outset of start-up negotiations and through business breakup, including dispute negotiation and litigation.
To view the accompanying webinar, go to: https://www.financialpoise.com/financial-poise-webinars/business-breakups-2019/
6 Biggest Mistakes Executive Directors Make (And How to Avoid Them)Wild Apricot
Being an executive director is hard and isolating. There is usually no manual, no orientation and it feels like sink or swim. Also, sometimes it’s unclear who the ED reports to! No wonder EDs make mistakes. Luckily, you can avoid 6 of the most common ED mistakes by signing up for our free webinar on September 25 with nonprofit expert Sean Kosofsky.
Fundraising for Your Business: Dos and Don'ts of Pitching to 'Your' InvestorAaron Rose
This presentation contains recommendations on how entrepreneurs should pitch to a prospective investor, understanding the importance of understanding the company's financials, due diligence process, and leadership qualities to be an effective entrepreneur.
Understanding Risk Management Basics for Business OwnersFinancial Poise
This expert panel embarks upon a discussion of key elements of risk management such as the 5-Steps of the Risk Management Process, Understanding 3 Main Types of Loss Exposures, Measuring Loss Exposures, and 5 Types of Risk Control. We’ll discuss Insurance Distribution, Wholesale v. Retail Insurers and Policies to give a business owner an understanding of what to look for in a carrier, a broker and how underwriters operate. We’ll also review some general best practices for Safety and Loss Control applicable to many businesses. In light of current circumstances, we’ll discuss safety measures for employees working from home.
Part of the webinar series: INSURANCE FOR THE BUSINESS OWNER - 101
See more at https://www.financialpoise.com/webinars/
Analyzing Your Organization’s Risk...
In order to develop a Business Continuity Plan a thorough understanding of your organizational needs and critical
processes is required - This process is known as a Business Impact Analysis:
This involves:-
Knowing your critical activities, the effect of those activities being disrupted and the priority for recovery
of those activities; and
Knowing what events could disrupt your critical activities and lead to a failure of your organisation.
Building the infrastructure of a business around a product or service requires detailed focus upon items that are not intuitive.
An early decision which founders must make is the selection of a legal entity (LLC, Partnership, S Corp, C Corp, Non-Profit) for the business. Another critical action item is to consider steps to protect turf by keeping copycats away, to the extent possible (i.e. with copyrights, trademarks, patents, non-disclosure agreements, among other things). Hiring and incentivizing employees and finding a way to finance the business are examples of other key areas that founders need to get right. This webinar provides an overview of these topics and shares some best practices with regard to them.
Part of the webinar series: THE START-UP / SMALL BUSINESS ADVISOR 2022
See more at https://www.financialpoise.com/webinars/
This presentation is for business owners who are interested in building and maintaining value in their company with an emphasis on positioning the business for transition, and exit plannig.
Financial Assets: Debit vs Equity Securities.pptxWrito-Finance
financial assets represent claim for future benefit or cash. Financial assets are formed by establishing contracts between participants. These financial assets are used for collection of huge amounts of money for business purposes.
Two major Types: Debt Securities and Equity Securities.
Debt Securities are Also known as fixed-income securities or instruments. The type of assets is formed by establishing contracts between investor and issuer of the asset.
• The first type of Debit securities is BONDS. Bonds are issued by corporations and government (both local and national government).
• The second important type of Debit security is NOTES. Apart from similarities associated with notes and bonds, notes have shorter term maturity.
• The 3rd important type of Debit security is TRESURY BILLS. These securities have short-term ranging from three months, six months, and one year. Issuer of such securities are governments.
• Above discussed debit securities are mostly issued by governments and corporations. CERTIFICATE OF DEPOSITS CDs are issued by Banks and Financial Institutions. Risk factor associated with CDs gets reduced when issued by reputable institutions or Banks.
Following are the risk attached with debt securities: Credit risk, interest rate risk and currency risk
There are no fixed maturity dates in such securities, and asset’s value is determined by company’s performance. There are two major types of equity securities: common stock and preferred stock.
Common Stock: These are simple equity securities and bear no complexities which the preferred stock bears. Holders of such securities or instrument have the voting rights when it comes to select the company’s board of director or the business decisions to be made.
Preferred Stock: Preferred stocks are sometime referred to as hybrid securities, because it contains elements of both debit security and equity security. Preferred stock confers ownership rights to security holder that is why it is equity instrument
<a href="https://www.writofinance.com/equity-securities-features-types-risk/" >Equity securities </a> as a whole is used for capital funding for companies. Companies have multiple expenses to cover. Potential growth of company is required in competitive market. So, these securities are used for capital generation, and then uses it for company’s growth.
Concluding remarks
Both are employed in business. Businesses are often established through debit securities, then what is the need for equity securities. Companies have to cover multiple expenses and expansion of business. They can also use equity instruments for repayment of debits. So, there are multiple uses for securities. As an investor, you need tools for analysis. Investment decisions are made by carefully analyzing the market. For better analysis of the stock market, investors often employ financial analysis of companies.
how to sell pi coins at high rate quickly.DOT TECH
Where can I sell my pi coins at a high rate.
Pi is not launched yet on any exchange. But one can easily sell his or her pi coins to investors who want to hold pi till mainnet launch.
This means crypto whales want to hold pi. And you can get a good rate for selling pi to them. I will leave the telegram contact of my personal pi vendor below.
A vendor is someone who buys from a miner and resell it to a holder or crypto whale.
Here is the telegram contact of my vendor:
@Pi_vendor_247
how to sell pi coins effectively (from 50 - 100k pi)DOT TECH
Anywhere in the world, including Africa, America, and Europe, you can sell Pi Network Coins online and receive cash through online payment options.
Pi has not yet been launched on any exchange because we are currently using the confined Mainnet. The planned launch date for Pi is June 28, 2026.
Reselling to investors who want to hold until the mainnet launch in 2026 is currently the sole way to sell.
Consequently, right now. All you need to do is select the right pi network provider.
Who is a pi merchant?
An individual who buys coins from miners on the pi network and resells them to investors hoping to hang onto them until the mainnet is launched is known as a pi merchant.
debuts.
I'll provide you the Telegram username
@Pi_vendor_247
Currently pi network is not tradable on binance or any other exchange because we are still in the enclosed mainnet.
Right now the only way to sell pi coins is by trading with a verified merchant.
What is a pi merchant?
A pi merchant is someone verified by pi network team and allowed to barter pi coins for goods and services.
Since pi network is not doing any pre-sale The only way exchanges like binance/huobi or crypto whales can get pi is by buying from miners. And a merchant stands in between the exchanges and the miners.
I will leave the telegram contact of my personal pi merchant. I and my friends has traded more than 6000pi coins successfully
Tele-gram
@Pi_vendor_247
Introduction to Indian Financial System ()Avanish Goel
The financial system of a country is an important tool for economic development of the country, as it helps in creation of wealth by linking savings with investments.
It facilitates the flow of funds form the households (savers) to business firms (investors) to aid in wealth creation and development of both the parties
What website can I sell pi coins securely.DOT TECH
Currently there are no website or exchange that allow buying or selling of pi coins..
But you can still easily sell pi coins, by reselling it to exchanges/crypto whales interested in holding thousands of pi coins before the mainnet launch.
Who is a pi merchant?
A pi merchant is someone who buys pi coins from miners and resell to these crypto whales and holders of pi..
This is because pi network is not doing any pre-sale. The only way exchanges can get pi is by buying from miners and pi merchants stands in between the miners and the exchanges.
How can I sell my pi coins?
Selling pi coins is really easy, but first you need to migrate to mainnet wallet before you can do that. I will leave the telegram contact of my personal pi merchant to trade with.
Tele-gram.
@Pi_vendor_247
when will pi network coin be available on crypto exchange.DOT TECH
There is no set date for when Pi coins will enter the market.
However, the developers are working hard to get them released as soon as possible.
Once they are available, users will be able to exchange other cryptocurrencies for Pi coins on designated exchanges.
But for now the only way to sell your pi coins is through verified pi vendor.
Here is the telegram contact of my personal pi vendor
@Pi_vendor_247
how can i use my minded pi coins I need some funds.DOT TECH
If you are interested in selling your pi coins, i have a verified pi merchant, who buys pi coins and resell them to exchanges looking forward to hold till mainnet launch.
Because the core team has announced that pi network will not be doing any pre-sale. The only way exchanges like huobi, bitmart and hotbit can get pi is by buying from miners.
Now a merchant stands in between these exchanges and the miners. As a link to make transactions smooth. Because right now in the enclosed mainnet you can't sell pi coins your self. You need the help of a merchant,
i will leave the telegram contact of my personal pi merchant below. 👇 I and my friends has traded more than 3000pi coins with him successfully.
@Pi_vendor_247
BYD SWOT Analysis and In-Depth Insights 2024.pptxmikemetalprod
Indepth analysis of the BYD 2024
BYD (Build Your Dreams) is a Chinese automaker and battery manufacturer that has snowballed over the past two decades to become a significant player in electric vehicles and global clean energy technology.
This SWOT analysis examines BYD's strengths, weaknesses, opportunities, and threats as it competes in the fast-changing automotive and energy storage industries.
Founded in 1995 and headquartered in Shenzhen, BYD started as a battery company before expanding into automobiles in the early 2000s.
Initially manufacturing gasoline-powered vehicles, BYD focused on plug-in hybrid and fully electric vehicles, leveraging its expertise in battery technology.
Today, BYD is the world’s largest electric vehicle manufacturer, delivering over 1.2 million electric cars globally. The company also produces electric buses, trucks, forklifts, and rail transit.
On the energy side, BYD is a major supplier of rechargeable batteries for cell phones, laptops, electric vehicles, and energy storage systems.
Even tho Pi network is not listed on any exchange yet.
Buying/Selling or investing in pi network coins is highly possible through the help of vendors. You can buy from vendors[ buy directly from the pi network miners and resell it]. I will leave the telegram contact of my personal vendor.
@Pi_vendor_247
The secret way to sell pi coins effortlessly.DOT TECH
Well as we all know pi isn't launched yet. But you can still sell your pi coins effortlessly because some whales in China are interested in holding massive pi coins. And they are willing to pay good money for it. If you are interested in selling I will leave a contact for you. Just telegram this number below. I sold about 3000 pi coins to him and he paid me immediately.
Telegram: @Pi_vendor_247
US Economic Outlook - Being Decided - M Capital Group August 2021.pdfpchutichetpong
The U.S. economy is continuing its impressive recovery from the COVID-19 pandemic and not slowing down despite re-occurring bumps. The U.S. savings rate reached its highest ever recorded level at 34% in April 2020 and Americans seem ready to spend. The sectors that had been hurt the most by the pandemic specifically reduced consumer spending, like retail, leisure, hospitality, and travel, are now experiencing massive growth in revenue and job openings.
Could this growth lead to a “Roaring Twenties”? As quickly as the U.S. economy contracted, experiencing a 9.1% drop in economic output relative to the business cycle in Q2 2020, the largest in recorded history, it has rebounded beyond expectations. This surprising growth seems to be fueled by the U.S. government’s aggressive fiscal and monetary policies, and an increase in consumer spending as mobility restrictions are lifted. Unemployment rates between June 2020 and June 2021 decreased by 5.2%, while the demand for labor is increasing, coupled with increasing wages to incentivize Americans to rejoin the labor force. Schools and businesses are expected to fully reopen soon. In parallel, vaccination rates across the country and the world continue to rise, with full vaccination rates of 50% and 14.8% respectively.
However, it is not completely smooth sailing from here. According to M Capital Group, the main risks that threaten the continued growth of the U.S. economy are inflation, unsettled trade relations, and another wave of Covid-19 mutations that could shut down the world again. Have we learned from the past year of COVID-19 and adapted our economy accordingly?
“In order for the U.S. economy to continue growing, whether there is another wave or not, the U.S. needs to focus on diversifying supply chains, supporting business investment, and maintaining consumer spending,” says Grace Feeley, a research analyst at M Capital Group.
While the economic indicators are positive, the risks are coming closer to manifesting and threatening such growth. The new variants spreading throughout the world, Delta, Lambda, and Gamma, are vaccine-resistant and muddy the predictions made about the economy and health of the country. These variants bring back the feeling of uncertainty that has wreaked havoc not only on the stock market but the mindset of people around the world. MCG provides unique insight on how to mitigate these risks to possibly ensure a bright economic future.
Empowering the Unbanked: The Vital Role of NBFCs in Promoting Financial Inclu...Vighnesh Shashtri
In India, financial inclusion remains a critical challenge, with a significant portion of the population still unbanked. Non-Banking Financial Companies (NBFCs) have emerged as key players in bridging this gap by providing financial services to those often overlooked by traditional banking institutions. This article delves into how NBFCs are fostering financial inclusion and empowering the unbanked.
Empowering the Unbanked: The Vital Role of NBFCs in Promoting Financial Inclu...
Conference PLUS May 09
1. Crisis Impact on Director’s & SME’s Governance
Hugues Lacroix
PLUS - May 2009 Conference
The Global Credit Crisis
2. Guest speaker - Hugues Lacroix
• CA, MBA & ICD.D
• More than 20 years of experience in finance
and governance
• Investment Vice-President, at the Fonds de
Solidarité (VC) for 12+ years
• Director for Labrie Environmental
Group, ex-Spectra Premium & ex-Manac
• Guest lecturer - MBA (Tours & Sherbrooke
Universities), IAS DEP program (McGill);
3. Agenda
1. Foreseeable risks
2. Can you mitigate them ? How ?
3. Nature of the risks
& if time permits :
4. How to interact at that level
to protect value (vs create) ?
4. Agenda
1. Foreseeable risks
Disclaimer :
I am not a lawyer
or an
insurance specialist…
5. Lets make a little test…
• Anyone from the United States in the audience ?
• OK, those from Canada too…
• Who has 20$ dollar bill in their wallet or purse ?
• Do you have many of them ?
• Did you know that you were taking an undue risk ?
• Because you have too many of them…
• XXX You should have less twenty’s
& more 10$ and 50$ bills XXX
6. Because of the
Green-Backed Commercial Paper Scandal
We’ve just been told that $20 bills are no longer
“legal tender” and are of uncertain value
7. You should have known !!!
You’re gonna tell me that :
• You got them at the bank from a reputable ATM
• They were “rated” by a reputable notation agency
• You were told they were backed by gold (no longer)
• How could you know, they were treated as cash on
the balance sheet…
Well, you should have requested 2 notation
agencies… (this is how we feel right now)
9. Risks are devious by nature…
Some are easier to anticipate (more common) :
• Imported toxic products (sofas, milk, toys paint ,..)
• Improper conduct from management (City, Unions,…)
Some are tougher :
• ABCP
• Giant corporation crashing down (GM, Abitibi,…)
• Planes crashing on New-York towers
11. Managing risk
• Can it be done in SME context ?
• Do they have the proper tools ?
• What changed since the crisis ?
12. Agenda
2. Can you mitigate them ?
and if so, how ?
13. Things that could be done – industry related
Your industry could :
• Required certification / training of directors;
- Plenty of very valuable course : ICD, IGOPP, CAS
• Or at least, credit it’s value against premium;
• Required a real due diligence prior to accepting a
directorship;
• Supply tools to BoD to identify & manage risks
• Offer a policy for directors’ personal coverage;
14. You can also try insuring : ethical behaviour
• behaviour of CEO & directors is fundamental
• must promote the « Tone at the top »
• no longer tolerable for entrepreneur to act illegally or
unethically in the name of the corporation
Making sure they avoid :
• using privileged information to personal means
• misbehaviour that will engage your personal responsibility
• mingling their personal interests & those of the corporation
16. What an honor !
Impossible not to accept
Wrong …!
What could you do ?
What should they do ?
17. What DD could be required prior to accepting ?
Should validate :
• Availability ?
• With whom & why ?
• What (understanding the context) ?
• Professional BoD or not ?
• Absence of any conflict of interests
• Quality of the information & of decisional process
18. Minimal Diligence – things to obtain
• Attestation of paid salaries, DAS, taxes… + follow-up
• BoD minutes for the last 12 to 24 months
• Audited financial statements
• Indemnification agreement
• Subscribe good « D&O » insurance policy
• Right to opinions from independent third parties
Example of information request :
19. Example of an information
request done by a skeptic
director in a file…
Requested details on :
• D&O insurance details
• Indemnification agreement
• Management declaration
• Legal records (of proceedings)
• Right to third parties opinions
20. Request details on :
• BoD minutes
• Audited financial statements
• BoD & committees charter
• Board book for last BoD
• Any conflicts of interest
• Old Due Dill material
• Business plan / press review
• Key shareholders’ list
• Meet CEO, directors, lawyer,
auditors,…
No need to say that my services
were not retained…
21. The best protection remains* :
Do not accept a
director’s position…
(*) : According to Me Catherine Tyndale, Nicholl Paskell-Mede
22. But should we still accept ?
« Nowadays, anyone who agrees
to sit as a director seems to
demonstrate that he (or she)
lacks the necessary judgment to
make a good director ! »
Groucho Marx revisited
24. What can they do better, to mitigate the risks :
• Attend the meetings : continued presence &
critical mind remain their best defense
• Keep copies of important documents used
(in decision process)
• Read minutes, have them corrected if needed
• When in doubt, get an expert opinion, best to
delay a decision, and obtain addt’l information
25. Dissidence & resigning
• Dissidence should be registered
if necessary (abstention is not an option !)
• Must be recorded in minutes if do not share
opinion of the majority & if conclude that
not in best interest of corporation
• dissidence absolve directors of
responsibilities linked to a decision
Consequence : I quit ! or You leave ?
(or : After me, the flood can come)
27. Managing risk in an SME context…
Corporations still have 3 objectives :
• Insure it’s continuity
• Make profits
• Grow
But to achieve that, it must avoid failure
28. Managing risk in an SME context…
BoD still has 3 objectives, namely to insure risks are :
• Identified by senior management;
• Managed by the corporation (via a plan to :
prevent, avoid, reduce, transfer or segregate the
risks); OK : Insure them…
• Followed upon, once issue raised to their attention
Directors must provoke a discussion & obtain information
allowing them to make the right decisions (is it done… ?)
29. Managing risk in an SME context…
Directors (in Quebec) still have 3 real personal risks :
• Reputational risk
• $$$ risk for legal fees (defend against “claim” not
properly insured - indemnity vs responsibility)
• $$$ risk for governmental claims (if not covered)
(Note that 2 out of 3 are covered by your industry)
30. Managing risk in an SME context…
• In that context, for directors of private
companies, real risks are limited;
• Most of the residual ones are driven by the
presence of minority or institutional investors;
• Slightly more risky for publicly traded
corporations;
• The problem is…
31. The “Expectation Gap”…
According to the general public, directors should :
• Know it all;
• Make no mistake;
• Catch all improprieties (if any);
• Leave no question unanswered;
In clear, to be someone close to “GOD” status
33. Agenda
4. How to interact at that level to
protect value (vs create) ?
34. Roles of a BoD
Accountants are familiar with FIFO & LIFO
Directors must familiarize themselves with NIFO :
« Nose In, Fingers Out »
Role of a BOD is not to initiate or stop
management actions, but to guide them.
Directors are not there to manage the company
but to insure that it is well managed
35. Remember : 5 modes of governance available
1. Advisory : Voluntary, no rules « per se »
2. Statutory : Meet minimal legal requirements
3. Cosmetic : Approve, but without really challenge the CEO /
Shareholders’ position
4. Controlance : Revise what is proposed & do monitoring;
Oriented towards BoD effectiveness & protection of value
5. Governance : Authorise major orientations, supervise &
monitor their deployment; Oriented towards BoD efficiency
& value creation
Most of your private client are likely to be at level 3 or 4
36. More control to preserve value
Possible course of actions :
• insure information exactitude & integrity
• validate value of internal controls
• monitor financial results
• measure operational performance
• insure organization & BoD effectiveness
• insure appropriate ethical & legal behavior
• insure appropriate divulgation
37. More governance to create value
Possible course of actions :
• leadership continuity
• establishing a clear vision, mission or strategy
• identify & share opportunity (M&A)
• increase organizational & BoD efficiencies
• evaluate CEO & Directors performance
• identify & manage risks (can be preservation too)
• create synergies (network)
38. To govern is to make choices…
• Strategy is making choice, to take risks, differentiate;
• Easier & comfortable to manage conformity & control;
• If every situation is analyze with same filter, always
trying to minimize risks, we all become alike;
• Thus, negating value creation options;
• Must manage and not negate risks;
39.
40. Un leader du capital de développement de la
PME, établi depuis 1983 au 30 novembre 2008
Faits saillants
Nombre d’actionnaires
Près de 575 000
Actif net
6,2 milliards $ Souscriptions annuelles
moyennes depuis 5 ans
611 millions $*
Entreprises partenaires
1 881*
Investissements
3,7 milliards $
Emplois créés, maintenus
ou sauvegardés
Placements 126 035*
2,5 milliards $
Valeur de l’action
21,20 $
* Données au 31 mai 2008
41. Un portefeuille diversifié Au 31 mai 2008
Industries
et services
69 %
Incluant notamment :
• transport, textile,
plastique, récréo-
touristique, ressources
naturelles, agroalimentaire,
services financiers,
construction, aérospatiale,
Entreprises
immobilier, etc.
du secteur technologique
• soutien aux projets
31 %
d’exportation
42. Le rendement du Fonds
4,1 %
(15,3) %
Valeur
de l’action
21,20 $
Depuis le début Semestre terminé
des activités le 30 novembre 2008
Note : Ne tient pas compte des crédits d’impôt accordés aux actionnaires.
43. Une force qui grandit rapidement
Actif net (en millions $)
6 171
5 955
4 534
30 juin 2002 31 mai 2005 30 novembre 2008
44. Une force qui grandit rapidement
Investissements (en millions $)
3 705
2 901
2 769
30 juin 2002 31 mai 2005 30 novembre 2008
45. Volumes d'investissements* (en millions de $)
730
668
643
492
405
2004 2005 2006 2007 2008
(11 mois)
31 mai
* Incluant les investissements non admissibles à la norme de 60 %.
46. Le Fonds de solidarité FTQ… nous sommes :
Un fonds d’investissement d’appartenance
syndicale qui est devenu la plus grande institution
québécoise vouée à la création d’emplois par la
solidarité économique.
Pour toute information :
Hugues Lacroix CA, MBA, IAS.A
(514) 383-2595
hlacroix@fondsftq.com