Going public is one of the most important events in a company’s history. Therefore, when guiding your clients towards life on the public market, you know that working with the right partner, who can provide the right balance of expertise and services, is of paramount importance.
Computershare is an established governance-led global registrar with the knowledge, people and technology to support you and your clients through a public listing and beyond. So even when an IPO is on hold, there remains many critical ways Computershare can help your prospective issuers so that, when the markets are ready, they are in the best possible place to go public.
1. Implement governance framework
Computershare views a sound corporate governance strategy as a business enabler. We help companies navigate their compliance and regulatory obligations and ensure they remain on track for day one of the IPO — as well as the important first year of listed status.
Your clients will be understandably surprised by the increased scrutiny, governance and disclosure requirements they face as a listed company and are sometimes under-prepared for post-IPO financial cycles.
Our experienced professionals can help prepare for and implement a compliance and governance framework which ensures all the practical arrangements and processes are in place. This includes board and committee meeting governance, forward-planning to ensure terms of reference are met as well as meetings to support the financial reporting cycle, regulatory announcements and disclosures. Likewise, planning for the AGM, drafting annual report and accounts and stakeholder engagement must not be forgotten.
2. Enabling a board that is ready to list
A company preparing to list will likely be welcoming new directors to their board — as well as independent non-executive directors. Existing directors will soon be formally responsible for certain aspects of the day-to-day running of the company as set out by their new articles of association.
Computershare can manage the introductory and ongoing director training to understand the new legal, regulatory and corporate governance requirements for both the company and individual. This will include, amongst other requirements, guidance on market abuse regulations (MAR) and persons discharging managerial responsibilities (PDMRs). We can also provide and implement the technology to support MAR compliance with further practical training.
Training can be done remotely or preferably face-to-face using real life case studies that are relevant to the company in question.
3. Subsidiary management compliance
A company’s subsidiaries will face just as much compliance scrutiny in the build up to the IPO as well as under listed status. Many private companies may have historically managed their network of subsidiaries through rudimentary spreadsheets and/or by outsourcing to a multitude of different service providers, making it difficult to ensure compliance with the varying laws and regulations around the world. This can result in a lack of confidence in subsidiary compliance and corporate data as a reliable source of truth.
There are two ways to mitigate this risk:
- Our entity management technology solution, which provides a digital platform to store corporate data for a company’s group subsidiaries registered around the world and enable 24/7 real time visibility across the organisation.
- Our global entity managed service capability across 120 jurisdictions, which offers a standardised, technology enabled and fully coordinated solution for keeping group subsidiaries compliant with local requirements (e.g. maintaining corporate records, annual financial statements approval and filing with local authorities etc.) and administering routine corporate changes (e.g. change of directors).
4. Entity compliance health checks for M&A activity
Your clients may choose to undertake other transactional M&A activity whilst an IPO is on hold. As a result, they may need to ensure, pre or post transaction, that the target company’s domestic and overseas subsidiaries are in good legal standing and validate the accuracy of the corporate data.
Through our global entity managed service team and technology, we can provide a comprehensive entity compliance and data validation health check on potential new targets to avoid associated legal, financial and reputational risks. Our data shows that 30-40% of the entity health checks we conduct reveal issues with non-compliance and inconsistencies or gaps across data sources presenting risks for the organisation.
5. ESG reporting to gain an advantage
As the ESG ecosystem evolves, so do investor’s expectations for effective ESG data. This investor demand is only rising with the growth of regulatory requirements such as the EU’s Sustainable Finance Disclosure Regulation and the UK’s Sustainable Disclosure Requirements.
Our Georgeson team of experts will help your clients understand the nuances of their ESG landscape, advance ESG practices and communicate progress effectively with an investor led strategy. Georgeson's proprietary database contains comprehensive details on over 400 institutional investors with over 100,000 data points providing in-depth profiles and providing clients with valuable intelligence on investor behaviour.
We can determine which ESG initiatives and frameworks are most favoured amongst investors, including Climate Action 100, Net Zero Asset Manager, TCFD, SASB and more. We will also identify the ratings and data providers that investors rely upon most and help clients understand how investors use those ratings to make voting and investment decisions once listed.
Going public is one of the most significant steps in a company’s corporate lifecycle. Having an expert partner that can guide them through all the other steps that can make and keep them successful should not be underestimated.
Computershare can position your clients to achieve that success today, in the run up to their IPO and beyond.