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Corporate governance

Effective corporate governance is one of the key factors in increasing a company's competitiveness and investment attractiveness. The Center for Corporate Governance Deloitte CIS launched on 30 May in Moscow will help promote discussion of the topic throughout the public and private sectors, and it will be a center of resources on best practices and thought leadership.

We will assist you in implementing the corporate governance system in compliance with Russian and international standards. Our proprietary internal control mechanisms will ensure solid protection of shareholders' rights and provide for the company’s access to capital markets.

Our corporate governance services include:

 

Governance Indexing & Screening Tool (GIST) 

The Governance Indexing and Screening Tool (GIST) is a diagnostic product from Deloitte which incorporates the firm’s experience in emerging markets, including the CIS. GIST is an in-depth, risk-based governance analysis methodology, aimed at assessing corporate governance at an individual company from the perspective of its potential role in long-term value creation. Inspired by guidelines from the Organization for Economic Cooperation and Development (OECD) and the International Corporate Governance Network (ICGN), this tool measures the overall strength of governance practices along five main axes and identifies opportunities for improvement in each area.

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Development of roles and responsibilities of the Board of Directors 

Key focus areas of the Board of Directors comprise support and protection of shareholders’ interests and competent fulfillment of obligations relating to a company’s management. The level of the company management depends on how the Board of Directors carries out its responsibilities. We will assist you in transforming the Board of Directors of your company through revision of its functional responsibilities, training, and improvement of its composition and development of independence. We will also assist you with the preparation of various committees of the Board of Directors and corporate documents forming the basis of their operation. We will provide you with all the necessary mechanisms required for efficient resolution of issues arising during the company’s activity.

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Transparency and disclosure of information  

Availability of required information on a company is critical during the analysis of the company’s activity performed by potential investors. At the same time, it should be taken into consideration that some of the information on a company’s activities is confidential and certain steps must be taken to protect and prevent it from unauthorized access. We will assist you in developing systems required to cover all the requirements relating to information disclosure and provide for the appropriate protection of your intellectual and physical property.

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IPO readiness assessment 

Active integration of Russian business into the global economy opens an opportunity to attract investment through the entrance into public markets. A successful IPO in leading global markets depends on effective company management, its transparency and implementation of the best corporate governance practices.

Our professionals provide a wide range of legal services dealing with preparation for an IPO:

    • Independent due diligence of companies preparing for an IPO
    • Development of an efficient and transparent corporate governance structure
    • Assistance in preparation of the documents required for an IPO
    • Interaction with underwriters, investment banks, depositories
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Implementation of corporate secretary function 

The Company’s corporate secretary ensures compliance with procedural requirements, thus protecting the shareholders’ rights and interests by management bodies and the company’s employees. Availability of an effective corporate secretary leads to further growth of confidence from potential investors. Our specialists have extensive experience in development and implementation of recommendations and instructions for corporate secretaries, as well as relevant trainings and seminars.

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Development of internal corporate documents 

The objective of corporate governance standards implementation is the protection of the company shareholders’ interests. The higher the level of protection of the shareholders’ interests, the higher is the company’s investment attractiveness. Our specialists have extensive experience in preparing corporate governance documents in accordance with recommendations of Russian and foreign stock exchanges.

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