The Most Successful Startup/GrowthCo Governance Model – The Concentrated-Control Company

Monumental misunderstandings about what is the best governance model for Startups/Scaleups/GrowthCos - indeed the whole unlisted company pathway to Trade Sale or IPO - are common. The first as we have covered (eg Guide to the Core Essence of the Entrepreneurial Board) is to not design your Board but let it be something that "just happens" or is imposed upon you. Good luck with that. The second is to misunderstand what type of Governance is best for Unlisted Companies. In a nutshell this is roughly the exact opposite of the "Corporate Governance" model of the US/UK et al in

1604: The Chartered Trading Companies’ Close Encounter With Total Abolition

Overview These days we take for granted the fixed role of the Company in society. It's almost seen as a sine qua non by many. However this was not always so and many of the first Chartered Companies either "decorporatised", ie converted back to Guilds, or were abolished and as a business format it came very close to being abolished only decades after its creation. It is an interesting counterfactual as to how a parallel universe developed in which England deleted the Company in 1604 rather than continued to develop it from there for centuries (a legacy naturally imported into

By |2021-11-12T12:25:35+00:00November 12th, 2021|Company Governance History, Longer Articles|

The Early Levant Company I: Incorporation, “De-Corporatisation” and The First Corporate Merger

Overview In this article we look at how one of the earliest, and most successful early English far-afield trading enterprises shows us the messy reality of the stuttering start of the creation of the Company form. Entrepreneurs some 400 years ago not only had to contend with changing business formats but businesses in which there was a high chance not just of losing your entire cargo and your life but, in the case of the Levant Company, being enslaved en route. Business can be tough today but it is never that tough! For all the challenges that entrepreneurs in London

By |2021-11-12T08:31:10+00:00October 29th, 2021|Company Governance History, Longer Articles|

A Brief History Of NEDs – From Zero via Guinea-Pig to being the Gods Of Governance

In the prior article we looked at how the VOC, the Dutch East India Company, shareholders waged a twenty-year campaign to get some influence on the governance of the business that their funds had created and ended up importing an abbreviated version of the EIC, the English East India Company's two-tier Board. An episode so forgotten over the intervening centuries that business schools these days teach that two-tier Boards reflect "continental" attitudes to Governance in comparison to the allegedly Anglo-Saxon single-tier Board. It is at times like those that I look to the title of a book on my shelf

How & Why A 17thC Governance Battle Between Shareholders & Management of the Largest Ever Company Led To Europe Importing The English Two-Tier Board

All Good Governance Articles Start With Aristotle In Politica Aristotle wrote that setting governance rules is the most important concern of a society. Quite correct - think of the folks who set the rules for your favourite sport and you’ll see how daily life is set by them. When it’s daily business life then the very prosperity of a nation is at stake and you’d think that folks would take care over those rules even more so than say the offside rule in football. However we don’t just fail to learn from the past we don’t even know it... it's

By |2021-09-30T09:41:02+01:00September 30th, 2021|Company Governance History, Longer Articles|

16thC Entrepreneurialism – Martin Frobisher And America’s First Gold Rush

“Frobisher was back in England in September and embraced at Elizabeth's court, where the news was that he had returned with ore to the value of anything between £80,000 and £100,000. Rewards and a knighthood seemed certain. He had pushed through into ‘Meta Incognita'. And in those 'unknown limits' was fantastic wealth waiting to be gathered in. At an audience with the queen herself, Frobisher spoke of the riches he had brought home ‘and so great promises of the infinite treasure of this new land, whereof he would possess her majesty surmounting the treasure of the Indies of the king

By |2021-09-17T07:28:45+01:00September 16th, 2021|Company Governance History, Longer Articles|

Capital Providers – “Can’t live with them, can’t live without them?”

<Extract from Chapter 8 of Realpolitik “Capital Providers”> So there you are, minding your own business (sic) when one day you decide that some more dough would help. At which point, in all likelihood, you’ve addicted yourself to a drug and with the highs come the lows. One shot will not be enough and will leave you wanting ever more. In this context, and back to the days of Timothy Leary and LSD, the “set and setting” makes a huge difference. What your mindset was and is and the circumstances in which you start this part of the journey are

A Super-Valuable Board Book – “Directors’ Dilemmas” Patrick Dunne (270pp, 2000)

This book is a must-buy second hand guide for any serious Chairmen, CEOs, Founders, NEDs or Investment Directors. The various editions are now out of print but it’s a steal at less than £5 second-hand right now (eg Amazon or AbeBooks). Different editions are variously subtitled “Tips and Techniques for Dealing with Day-to-day Problems” or “Tales from the frontline” both of which are equally descriptive. Patrick Dunne was at the time Group Communications Director at 3i, then Europe's leading venture capital company and wrote three Board books over a decade (interestingly after a gap of over a decade in 2019

Business Structures Before The Invention Of “The Company” – Guilds

“Here in the City of London there are so many richly endowed livery halls to remind us of the long and illustrious histories of so many London guilds that we can be forgiven for forgetting, or perhaps even being unaware, of the vast network of guilds that once existed throughout the country. I have chosen the title “The Rise and Decline of Guilds in Great Britain and Ireland” because those guilds still in existence are mere shadows of their former selves. More significantly, the vast majority of guilds, thousands of them, have disappeared altogether, with little now known about

By |2021-08-12T09:26:45+01:00August 12th, 2021|Company Governance History, Longer Articles|

New Board Guide – The Complex CEO-Chairman Relationship

The Fourth Short Guide to Key Aspects of the Unlisted Board is now out! A good Chairman was appreciated as a real asset by every interviewee that had one. There are plenty of formal definitions of the role of the Chairman. However templates, no matter how worthy, are always cookie-cutter. Size, stage, phase, type of company, sector, personalities, country will mean that for the far-less-systematised unlisted Board no single recipe will be The Answer. The realpolitik of the Boardroom is that it is all ultimately about who has power or in other terms control. Somewhere along the journey from NewCo

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