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

By |2021-11-25T11:53:33+00:00November 25th, 2021|The Board - Theory and Practice, The CEO/Founder, The Chairman, NEDs, Capital Providers, Company Governance History, Longer Articles, Realpolitik Extracts|

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

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

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

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

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

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

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

By |2021-10-14T13:58:44+01:00October 12th, 2021|NEDs, Company Governance History, Regulation Then and Now, Longer Articles|

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

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

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

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

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

“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

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

By |2021-08-12T14:07:23+01:00August 19th, 2021|The Board - Theory and Practice, The CEO/Founder, The Chairman, NEDs, Capital Providers, Fixing Broken Boards, Company Governance History, Book Reviews, Longer Articles|

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

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

“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

Learning From Boardroom Battles – Pistols At Dawn in Calcutta, 1780

By |2021-07-23T11:57:29+01:00July 9th, 2021|Fixing Broken Boards, Company Governance History, Longer Articles|

Boardrooms notoriously, if unsuspectingly for the naive, can become Cauldrons Of Emotion. Power, betrayal, plotting and deceit can become the order of the day. But it’s probably been a while since they were resolved by pistols at dawn… In the late 18thC there was a long-running saga involving Board conflict between the East India Company’s perhaps best-ever Governor General in India, Warren Hastings, and a State appointee to a newly-formed “Board of Control”, Sir Philip Francis. This was a classic example where Board frictions superficially arise from personality differences. However as in many such cases there are underlying organisational issues

Business Regulation in 1000AD

By |2021-07-23T11:58:45+01:00October 29th, 2020|Company Governance History, Regulation Then and Now, Short Articles, Realpolitik Extracts|

In previous posts we have looked at how Business Regulation worked 4,000 years ago and how the first English Companies were governed nigh on 500 years ago. This week we land in the middle with a look at how business regulation worked a thousand years ago. Mind you even recent copies of the core text will cost you £198 right now. So maybe a peep will be good enough? Note the simplicity and clarity of both regulation and punishment - something that we have totally lost in the 21stC - as a consequence of which much human activity that

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