Business plan

Integrate corporate governance into your business plan

We talk to Fausto de Angelis about why this aspect of business is crucial for entrepreneurs and how best to include it in a company’s strategy.

Can you give us a brief summary of the current corporate governance climate in Italy and the significant trends you observe?

In my experience of legal advice to SMEs, I see how corporate governance is becoming more and more important as a “key success factor” in corporate strategy.

Why do you think corporate governance is now recognized as an important driver of business success?

More and more people are realizing that sustainable growth and ESG are crucial concepts for the strategic agenda of any company that aims to grow its business and increase its market share. Building a solid and efficient business model has clearly become one of the most fundamental parameters for measuring a company’s competitive advantage and its prospects for sustainable growth.

What other trends do you see developing in the corporate governance climate?

I see other trends which, to some extent, can also be considered related to corporate governance and which can be used as a stimulus to accelerate their implementation within organizations. Hot areas right now include legal design, cybersecurity, artificial intelligence, and fintech.

How has the adoption of the 2020 Italian Corporate Governance Code affected SMEs and large organisations?

With the introduction of corporate governance reform in 2020, entrepreneurs are certainly much more focused on ensuring that the corporate and organizational structure is sustainable and adequate to serve their business model. company. There is no doubt that the Reform represents an important driver of change towards the strengthening of skills and tools in this field of activity.

Sustainable growth and ESG are crucial concepts for the strategic agenda of any company

Have there been other legislative developments regarding corporate governance in your jurisdiction?

In recent years in Italy, I have seen a much greater effort by companies to comply with Law 231, which imposed the use of internal control and risk assessment systems to address the corporate criminal liability.

Do you have any predictions for how this space might develop in the years to come?

It is always difficult to make forecasts in such an unstable and changing global business environment. I certainly see that in the future, lawmakers will be more committed to creating laws and regulations to prevent crises for businesses rather than simply imposing penalties. This is a significant shift in corporate culture, at least for Italy.

Why do you think there should be more emphasis on corporate governance as part of companies’ business plans?

A clear strategy for the development of corporate governance can bring tangible benefits to entrepreneurs, especially when running multiple businesses. Some of the benefits to be gained from this range from the clear identification of these different businesses in the right “boxes” to a more efficient asset allocation process, to the creation of synergies and economies of scale.

What steps should a company take to put strong governance at the center of its corporate structure?

The first step should be to set the “tone at the top” in the sense that it is essential for a leading entrepreneur to embed corporate governance as part of their strategic plan to match their business objectives. . With this approach, entrepreneurs can ensure sufficient commitment from management teams and sufficient focus on implementing company-wide strategy.

A clear strategy for the development of corporate governance can bring tangible benefits to entrepreneurs, especially when running multiple businesses.

Regarding this implementation, are there any crucial elements that the management team must pay attention to?

In my view, one of the top priorities for any management team remains to develop a culture of leadership by example – to inspire their organizations by doing business with integrity and ensuring that their corporate values ​​are reflected in execution of their strategy.

What role can the Advocate General play in this regard?

CGs, when present, can certainly become key “agents of change” within the company and can help the management group to ensure effective implementation of corporate governance.

What forms of support can they offer?

Besides the pure legal support they can provide, I believe there is a great opportunity for GCs to make a meaningful difference through strategic planning and change management (including cultural change).

What are the main pitfalls to avoid in this process?

Cementing bigger and stronger corporate governance requires the right strategy to be put in place and developed using the right skills. It can be common to encounter serious challenges when such strategies are not well positioned by senior management, or when the right talent is not invested in the project.

What are the “right skills” that a project like this will require?

Going forward, for GCs, I expect “soft skills” to have a much bigger impact on their roles. This is something that, at least in Italy, helps to facilitate the career development of in-house lawyers more effectively.

How to identify and best use employees with these skills?

When I give training in business law, I always insist on the importance of certain aspects in order to identify the right resources and skills. For example, I believe that cross-functional development, positive “contamination” with different and complementary skills, and multi-jurisdictional expertise are always valuable characteristics for a professional.

Fuasto de Angelis, Founder

FdA law firm – Legal services in business law

Via Giuseppe Garibaldi, 55/D, 21020 Buguggiate VA, Italy

Tel: +39 335-640-2404

Email: [email protected]

Fausto DeAngelis is the founding partner of FdA law firm – Legal services in business law. He is a business lawyer with extensive international experience acquired during his career as a legal manager in various multinational companies. With over 25 years of experience in negotiations, restructuring operations and completing cross-border transactions, he is a highly sought-after partner for large corporations and SMEs intending to start new businesses overseas. or strengthen their presence in emerging markets. . He also offers clients his managerial and entrepreneurial skills as part of his corporate legal advice.

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