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1 May 2012
Welcome to theconversation
www.pwclegal.co.uk
Company Secretarial andLegal update seminar
PricewaterhouseCoopers Legal LLP
Jonathan GibsonWelcome & Introduction
T: +44 (0)20 7213 8038
Jonathan is the Partner leading PwC Legal’sGlobal Company Secretarial business,providing governance, board support andcompliance services in the UK and throughour legal global network spanning over 100countries. Jonathan is an adviser to theInstitute of Chartered Secretaries &Administrators and is one of the editors ofPwC Legal’s book on the Companies Act 2006.
Jonathan is the Partner leading PwC Legal’sGlobal Company Secretarial business,providing governance, board support andcompliance services in the UK and throughour legal global network spanning over 100countries. Jonathan is an adviser to theInstitute of Chartered Secretaries &Administrators and is one of the editors ofPwC Legal’s book on the Companies Act 2006.
PwC1 Company secretarial and legal update seminar
Sarah HolmesChair
T: +44 (0)20 7212 1529
PwC Legal LLP
Sarah is a Partner in PwC Legal with over20 years experience specialising in corporaterestructuring and mergers and acquisitions.Sarah is an editor of PwC Legal’s publication‘A Practical Guide to the Companies Act 2006’and is a member of the ICAEW subcommitteeon company law.
Sarah is a Partner in PwC Legal with over20 years experience specialising in corporaterestructuring and mergers and acquisitions.Sarah is an editor of PwC Legal’s publication‘A Practical Guide to the Companies Act 2006’and is a member of the ICAEW subcommitteeon company law.
Case study
• GFI plc, a UK listed group has acquired a subsidiary with mining operationslocated in Malaysia.
• The subsidiary operates on a decentralised basis and has been granted agovernment licence to explore for resources in Malaysia.
• A specialist team will be sent from the UK to facilitate the business integrationand development of the exploration project.
• The CEO of the subsidiary who is a Malaysian national will be joining the mainboard of GFI plc.
• The directors of the subsidiary have requested funding by the UK parent for theexploration project.
PwC
exploration project.
Company secretarial and legal update seminar 2PwC Legal LLP
Kate ElsdonThe role of the company secretary insubsidiary governance
T: +44 (0)20 7212 5103
“The company secretary now plays a farmore strategic role and has become thetrusted advisor and key interface betweenthe directors and the business”
PwC3 Company secretarial and legal update seminar PwC Legal LLP
Kate is a Senior Manager with PwC Legal’s Company Secretarial Group,specialising in corporate governance.
Kate is a Chartered Secretary (FCIS) and has extensive experience in advisingBoards of Directors on matters of Corporate Governance in the listed andregulated environment as well as private and public sectors. Kate has recentlybeen working with large multinational companies, assisting them to review,design and implement effective international governance frameworks. Beforejoining PwC Legal, Kate was the Company Secretary of a FTSE 250 mediacompany.
Kate is a Senior Manager with PwC Legal’s Company Secretarial Group,specialising in corporate governance.
Kate is a Chartered Secretary (FCIS) and has extensive experience in advisingBoards of Directors on matters of Corporate Governance in the listed andregulated environment as well as private and public sectors. Kate has recentlybeen working with large multinational companies, assisting them to review,design and implement effective international governance frameworks. Beforejoining PwC Legal, Kate was the Company Secretary of a FTSE 250 mediacompany.
The role of the company secretary insubsidiary governance
Company secretarial and legal update seminar 4PwC Legal LLP
Ben CooperAvoiding fraud to protectshareholder value
T: +44 (0)20 7804 2108
“Regardless of the outcome, the financialimpacts of being investigated are significant,but often the impact on your reputation canbe even greater”
PwC5 Company secretarial and legal update seminar PwC Legal LLP
Ben has over 10 years of experience advising clients on managing fraud,corruption and ethical risks. Previously Ben worked for the UK Government’sSerious Organised Crime Agency handling cases involving commercial fraud.Recently he has been advising clients on the implications of the Bribery Act,providing specialist advice to clients on governance, risk and compliance. Ben hasbeen involved in numerous cases involving allegations of fraud and corruptionand has successfully defended clients in respect of investigations and prosecutionsby the SFO.
Ben has over 10 years of experience advising clients on managing fraud,corruption and ethical risks. Previously Ben worked for the UK Government’sSerious Organised Crime Agency handling cases involving commercial fraud.Recently he has been advising clients on the implications of the Bribery Act,providing specialist advice to clients on governance, risk and compliance. Ben hasbeen involved in numerous cases involving allegations of fraud and corruptionand has successfully defended clients in respect of investigations and prosecutionsby the SFO.
Avoiding fraud to protect shareholder value
Company secretarial and legal update seminar 6PwC Legal LLP
James PerrottThe strategic importance ofimmigration governance
“When businesses go into a new venture in anew country, the main considerations used tobe financial, now immigration is key”
T: +44 (0)20 7213 2681
PwC7 Company secretarial and legal update seminar PwC Legal LLP
James is a Senior Manager in PwC Legal’s Global Immigration Team which has600 immigration practitioners in 121 countries. James has experience inproviding strategic immigration consultancy advice to a variety of majorcompanies, particularly in the financial and consulting sectors. He has supporteda number of high profile companies through the sponsor licence applicationprocess and the introduction of the Points Based System working with them toensure compliance in particular, with regard to the requirements under the illegalworking legislation. James co-presents with Government Officials at PwC Legal’simmigration club.
James is a Senior Manager in PwC Legal’s Global Immigration Team which has600 immigration practitioners in 121 countries. James has experience inproviding strategic immigration consultancy advice to a variety of majorcompanies, particularly in the financial and consulting sectors. He has supporteda number of high profile companies through the sponsor licence applicationprocess and the introduction of the Points Based System working with them toensure compliance in particular, with regard to the requirements under the illegalworking legislation. James co-presents with Government Officials at PwC Legal’simmigration club.
The strategic importance of immigrationgovernance
Company secretarial and legal update seminar 8PwC Legal LLP
www.pwclegal.co.uk
This publication has been prepared for generalguidance on matters of interest only, and does notconstitute professional advice. You should not actupon the information contained in this publicationwithout obtaining specific professional advice. Norepresentation or warranty (express or implied) isgiven as to the accuracy or completeness of theinformation contained in this publication, and, to theextent permitted by law, PricewaterhouseCoopersLLP, its members, employees and agents do notaccept or assume any liability, responsibility or dutyof care for any consequences of you or anyone elseacting, or refraining to act, in reliance on theinformation contained in this publication or for anydecision based on it.
© 2012 PricewaterhouseCoopers LLP. All rightsreserved. In this document, “PwC” refers toPricewaterhouseCoopers LLP (a limited liabilitypartnership in the United Kingdom) which is amember firm of PricewaterhouseCoopersInternational Limited, each member firm of which isa separate legal entity.
