The EU's agenda for corporate governance

January 29 2015


  • Melanie McLaren (Financial Reporting Council)

  • Paul Lee (Aberdeen Asset Management)

  • David Doyle (The Kangaroo Group)

  • Peter Montagnon (Institute of Business Ethics)


In a narrow sense, corporate governance is about boards and the way they run companies. But this umbrella term now covers a variety of controversies, from executive pay and boardroom diversity to shareholder rights and duties. The term also covers a diverse range of corporate governance structures across Europe: the UK has its unitary boards, while several continental countries maintain a dual, supervisory-executive structure.

“Say” – or shareholder votes – on pay has hit the headlines. Yet the EU’s move to cap bankers’ bonuses suggests that politicians do not trust institutional investors to act in a politically desirable way. Add in fuel from the debate about management “short-termism” and you get a recipe for more radical suggestions on worker involvement in governance decisions. After all, German companies seem to manage all right with worker representatives on boards.

These debates are not merely theoretical. The European Council and Parliament are currently reviewing the Commission’s draft corporate governance package and the rapporteur’s report is expected in the next few months. The 2015 agenda will also be spiced up by reforms in the audit market, an enhanced role for workers in the governance of companies, and measures to curtail perceived short-termism by asset managers and institutional investors. The post-financial crisis era has provoked calls for a more robust and harmonious approach to governance, but how harmonious will the debates be against a background of cultural and legal differences?

To set out the issues for us, we are delighted to welcome as panellists:

  • Melanie McLaren, executive director, codes and standards at the Financial Reporting Council. Melanie is the FRC Board member responsible for policy direction and implementation through the UK Corporate Governance and Stewardship Codes and corporate reporting and audit standards. She was previously chief risk officer at Friends Life and a partner in PwC’s financial services regulation practice.
  • Paul Lee, head of corporate governance at Aberdeen Asset Management. He was until very recently head of investment affairs at the NAPF, and before that spent more than a dozen years at Hermes. Paul is a member of the Capital Markets Advisory Committee of the IASB and also of the Enhanced Disclosure Task Force on bank risk reporting.
  • David Doyle, a former Irish diplomat and now an EU policy adviser specialising in financial services. David is a long-standing member of the Board of the Kangaroo Group, the joint MEP-EU industry body, and advises The Conference Board’s European Council on Corporate Governance.
  • Peter Montagnon, associate director of the Institute of Business Ethics and a member of the Corporate Governance Advisory Board of Norges Bank Investment Management. Peter is a former member of the European Commission’s European Corporate Governance Forum, and previously held senior positions at the FRC and ABI – and, before that, at the FT.

Mark Cardale, editor of A Practical Guide to Corporate Governance (now in its fifth edition, and to which David, Paul and Peter have contributed chapters), will also be in attendance. A display copy of the book – with order forms offering a ten per cent discount on the regular price – will be available at the round-table.