The guidelines help govern Accord Financial’s management team and board members with the goal of maximizing shareholder value.
Corporate Governance Guidelines
Good corporate governance ensures the Board’s ability to independently direct and evaluate the performance of Accord’s management as well as that of the Board members themselves. This is achieved through:
- a well-qualified Board;
- strong governance practices and procedures; and,
- an effective relationship between the Board and senior management.
A well-qualified Board
The Board currently comprises seven directors, five of whom are independent of management and free from any interest or business which could reasonably be perceived to materially interfere with, or compromise their ability to act in the best interests of Accord. Tom Henderson and Ken Hitzig are, by definition, related directors. A number of Board members also act as directors of other public companies. All directors stand for re-election annually.
Strong governance practices and procedures
Accord considered the guidance provided by the CSA’s National Policy 58-201 ("NP 58-201") in developing its corporate governance practices. NP 58-201 is intended to assist companies in improving practices and contains guidelines on issues such as the constitution and independence of corporate boards and their functions. Accord’s corporate governance practices generally comply with NP 58-201’s fundamental principles. Accord also follows the provisions of CSA National Instrument 58-101 with respect to disclosure of its corporate governance practices.
CSA has also enacted rules regarding the composition of audit committees (Multilateral Instrument 52-110 - Audit Committees) and the certification of an issuer’s disclosure controls and procedures and design of internal control over financial reporting (Multilateral Instrument 52-109 - Certification of Disclosure in Issuers’ Annual and Interim Filings). Accord is currently in compliance with the requirements of these instruments.
Effective relationship with senior management
The Board maintains an effective relationship with the senior management team in a number of ways;
- all division heads present to and participate in the quarterly Board meetings
- business strategy and plans developed by senior management are discussed with (and approved by) the Board on an ongoing basis
- the Chairman and the credit committee of the Board regularly spend time with senior management to review credit decisions over $1 million
Disciplined thinking benefits other stakeholders
Our strong corporate governance culture protects our investors’ interests but also helps guide our approach to serving other key stakeholders, including clients and their financial advisors. We understand what it takes to maximize opportunity while minimizing risk, an approach that guides us in:
- delivering financing solutions to help our clients grow
- helping our clients manage challenging business situations
- providing our clients with expertise to help them be more competitive in their industry
Financing solutions aimed at seizing business opportunities
Well-structured analysis brings focus to our goal of delivering solutions aimed at helping clients seize business opportunities, for example:
- equipment finance – tailored to manufacturing and other machinery-intensive industries to allow them to produce high-quality cost-effective products
- working capital products, including factoring (A/R finance), ABL and supply-chain finance, to bridge the timing gap between accounts payable and collecting accounts receivable
- small business loan aimed at seizing event-driven opportunities
- inventory finance (retail, wholesale, import-export) making sure seasonal peaks and special orders are met
- accounts receivable management services designed specifically to keep turnover fast and bad debts low
Deep experience with challenging business situations
Strong governance gives us an acute sensitivity to the realities of small and medium-sized companies beyond our own corporation. This gives us unique expertise with particular business situations such as:
- rapid growth including seasonal peaks
- buyouts and acquisitions (LBO, MBO, takeovers, etc.)
- transitions including restructuring and turnarounds
- unexpected events: challenges and opportunities
- cash-flow challenges from slow receivables turnover
Unique insight into a wide range of industries
Independent thinking helps us quickly assess the unique risks and opportunities facing our clients across a variety of industries, such as: