Governance Game Changers is a blog and event series that celebrates governance professionals who have broken the mould and changed perceptions. One such game changer is Deborah Gilshan, distinguished advisor on investment stewardship and ESG issues, founder of The 100% Club, and a fellow of The CGIUKI. Deborah has championed governance since she started her career in responsible investment in 2000, and continues to advocate for change today. With that in mind, Deborah shares her thoughts on what it will take for governance professionals to play their part in 2022 and beyond.
Governance professionals are critical in driving accountability and the range of their roles is increasing. For example, company secretaries play a vital role in engaging with stakeholders and championing high governance standards. For institutional investors, the analysis of corporate governance within the companies they invest in is critical for the exercise of shareholder rights, including voting at general meetings and integrating governance factors into investment processes.
When I started my career, I knew that I was passionate about holding decision-makers to account and governance resonated with me. This led to my first role as a Corporate Governance Analyst at the Co-operative Insurance Society (“CIS”), the insurance business of the Co-operative Group. Back then, CIS was blazing the trail for ethical investing, with a reputation for being socially responsible, being impactful as a shareholder and being transparent about its stewardship activities. For example, CIS was the first UK institutional investor to disclose its voting records in 2002 and we regularly attended AGMs to challenge boards on governance and sustainability issues.
Since then, the focus on ESG issues has continued to heighten as the materiality of governance and sustainability has emerged — so it should be easier to find organisations that recognise the unique value that governance professionals can bring.
With this focus on ESG comes an ever-evolving agenda of issues that companies are held accountable for, and that boards need advice on. For example, investors and regulators are demanding more disclosure and action on climate change and the transition to a low-carbon economy. Boards can also expect tougher discussions on diversity, equity and inclusion.
The impact of the board’s decisions on all types of stakeholders — from investors and employees to the environment and suppliers — will continue to dominate, and across every aspect of ESG. Effective stewardship is becoming even more important, and there are expectations on both investors and boards to exercise their responsibilities. Regulatory frameworks, such as the UK Stewardship Code, are also driving change.
So, your knowledge needs to be wide-ranging to keep your finger on the pulse — you need to prove that you understand the materiality of ESG, which standards need to be upheld, what needs to be measured, and what information to deliver to your stakeholders. This includes seeking out qualifications, such as those offered by The Chartered Governance Institute UK & Ireland, to give you the solid grounding and the broader horizons required to do this well.
Your proximity to decision-makers means you can have a huge impact by challenging them to operate differently and to consider diverse perspectives when making decisions. To do this well, you need passion and deep knowledge — but that’s not always enough. Throughout your career, you will encounter people who aren’t used to justifying their actions. Developing the skill set to navigate tricky personalities and power dynamics takes experience and time. The key is developing your relationship-building skills, to create an atmosphere where you can challenge and be challenged back. You should also look for opportunities to learn from others with more experience and find role models who inspire you.
This is why I set up The 100% Club in 2011, as access to networks and role models is key for female progression. Another aim was to connect female governance professionals working as company secretaries with those working within investment institutions. Whilst these two cohorts are often on opposite sides of the table during engagement meetings, I wanted to create a forum where they could socialise and build relationships outside of their day jobs — which could help in those challenging conversations they were having in their day jobs.
The spotlight on governance and decision-making has never been brighter. With passion, knowledge and access to networks, the variety of opportunities for governance professionals has never been more diverse and their role has never been more important.
This interview was hosted by Megan Pantelides and written by Nathalie Hulbert