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Corporate Governance Committee

ICAEW Corporate Governance Committee is delegated by the Institute Council to have specific responsibilities.

Key functions of the committees that are applicable to all Institute committees are:

  • to maintain contact with the membership;
  • to draw on members’ specialist expertise;
  • to apply the principle of peer judgement when setting rules with which members must comply and considering breaches of the rules; and
  • to discharge certain public interest responsibilities.

Specific responsibilities of the Corporate Governance Committee are set out in our terms of reference.

Corporate Governance Committee membership

Robin Freestone (Chair)

Robin Freestone Ba (Econ); FCA

Robin is a Chartered Accountant, with wide ranging International industry experience in Chemicals, Life Sciences, Healthcare, Publishing, Media and Education. Robin did his degree in Economics at Manchester University and qualified with Touche Ross (now Deloitte).

Robin retired from Executive life in mid-2015 after 9 years as CFO of Pearson plc. He is now a non-executive director of Smith and Nephew plc, Michael Kors Holdings Ltd and Moneysupermarket.Com plc, where he chairs the Audit Committee.

Neil Jones

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Neil has been an ICAEW member for nearly 30 years, having qualified with Price Waterhouse in Manchester in 1990. He has over 10 years’ experience as a CFO for listed businesses, all within the media sector, and is currently CFO at Huntsworth plc, the PR and Marketing services Group, who he joined in February 2016. Prior to that Neil was CFO of ITE Group plc (2008 to 2016) which specialises in organising trade exhibitions and conferences in the emerging markets with significant operations in Russia and the former CIS, and before that he was Group Finance Director of Tarsus Group plc, another international trade exhibition organiser. Mr Jones is also a Non-executive Director of Aim listed Taptica.  

Kate Elsdon 

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Kate leads PwC’s Entity Governance and Compliance team. Kate has a particular focus on public company and financial services governance advisory support. Using the industry knowledge and insight gained from her role as Company Secretary of Emap plc, Kate specialises in supporting clients build and operate efficient and high quality Secretariat Functions and Governance Frameworks. She has also supported overseas regulators in the design and implementation of Corporate Governance Codes, including the role of the Company Secretary.

Matteo Tonello 

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Matteo Tonello is managing director at The Conference Board. In his role, Tonello advises members of The Conference Board on issues of corporate governance, risk management, corporate sustainability and citizenship. He currently serves on the Deutsche Telekom’s Advisory Panel on Corporate Compliance Culture. He is the author of several publications, including Corporate Governance Handbook: Legal Standards and Board Practices and annual benchmarking reports on director compensation and board practices, CEO succession practices, proxy voting, and corporate sustainability practices. Tonello was named by the National Association of Corporate Directors to the Directorship 100, a list of the most influential experts in corporate governance in the United States.

Victoria Stewart

Victoria Steward
Victoria Stewart has been a successful Fund Manager in quoted equities for 22 years. She began her fund management career in 1994 with Cantrade Investment Management, managing a variety of private client and fund portfolios. In 2000 she joined Royal London Asset Management following the company’s integration with United Friendly Asset Management, which she had joined in 1998. She was responsible for managing a number of small cap UK equity portfolios on behalf of institutional clients, as well as the £220m Royal London UK Smaller Companies Fund. Now beyond RLAM, she plans to use this experience in both an executive and non-executive capacity.

Liz Airey

Liz Airey

Liz is a chairman of Jupiter Fund Management and a non-executive director and Audit Committee Chairman of Tate & Lyle and Dunedin Enterprise Investment Trust. Before taking on her non-executive portfolio she was Finance Director of Monument Oil and Gas, a UK listed E&P company. She previous spent ten years in investment banking.

Robert Barrington

Robert Barrington

Robert Barrington is Executive Director of the UK chapter of Transparency International. He is an authority on global corruption, corporate bribery and corruption within the UK, and has worked in academia and in the City. He joined Transparency International in 2008, leading the campaign to secure a new Bribery Act in the UK, and was appointed as Executive Director of TI-UK in 2013. He was previously Director of Governance & Sustainable Investment at F&C Asset Management, and CEO (Europe) of the environmental research group Earthwatch Institute. Robert regularly acts as an adviser to UK government departments, with roles including membership of the Ministry of Justice’s Experts Group drafting the official guidance on the Bribery Act and the Export Guarantees Advisory Committee.

Sophie Black

Sophie Black

Sophie is a Partner at Mercer. Prior to joining Mercer, Sophie worked in the Big 4 environment. She has over 20 years experience advising both Remuneration Committees and management teams of major UK organisations on executive remuneration and corporate governance. She is experienced in working with both listed and unlisted organisations and regularly supports clients with. stakeholder consultations. on specific remuneration issues and on the design and implementation of remuneration policies and incentive plans.

Sophie is a qualified accountant, a member of the Institute of Tax, a World at Work accredited global reward practitioner and holds an advanced post-graduate diploma in HR management.

Lynn Colloff

Lyn is Company Secretary for Cobham plc, a FTSE250 aerospace and defence company, with a market cap of £3.4Billion. Lyn also serves on the Company Secretaries Forum of the ICSA, the Institute of Chartered Secretaries and Administrators. Together, the Institute and the Forum combine to create outputs, such as consultation responses, combining thought leadership with practical insights.

Tim Copnell

Tim is the chairman of KPMG’s UK Audit Committee Institute. Tim joined KPMG’s Department of Professional Practice in 1993 where he took responsibility for corporate governance matters and KPMG’s non-executive programme. His role includes advising on private sector corporate governance and responding to major UK corporate governance developments.

Anna Draper

Photo of Anna Draper

Anna is an Audit Partner at BDO working with large listed and unlisted businesses.  She trained with Ernst & Young.  She is experienced in working with international businesses and in the application of IFRS.

Anna is a member of the firm’s corporate governance team and has written a guide for Audit Committee Chairs and had articles published on governance hot topics.

Mark Freebairn

Mark Freebairn

Mark Freebairn is Head of the Financial Management Practice which appoints Finance Directors and CFOs across all sectors in a range of businesses, both public and private, and is a leader in this market niche. Mark is a Non-Executive Director on the Board of Progressive Digital Media PLC, giving him insight into the inner workings of a PLC Board, which is of immense value to his role recruiting FDs and NEDs.

Igor Filatotchev

Photo of Igor Filatotchev

Igor is professor of Corporate Governance and Strategy at King's Business School, King's College London. He is also a Vice Dean for International Relations at  the School. His research interests are focused on corporate governance effects on entrepreneurship development, strategic decisions and organisational change. He published more than 130 articles in leading academic journals. He currently serves as a General Editor of Journal of Management Studies.

Abigail Herron

Abigail Herron

Abigail is Head of Responsible Investment Engagement at Aviva Investors and enjoys helping asset managers, asset owners and companies integrate environmental, social and corporate governance issues into their core business. Abigail leads Environmental Social and Governance (ESG) engagement across all asset classes and she previously headed up the corporate governance team of The Co-operative Asset Management (TCAM), now Royal London Asset Management.

Andrew Hobbs

Andrew is a lawyer at EY and has broad experience and interest in corporate governance: working with policymakers, regulators and investors; advising boards; training directors; participating CBI and QCA fora among others; as a trustee, company secretary and risk committee chair of a national UK charity. He previously acted as a litigator dealing with the aftermath of corporate failure.

Bob Humphreys

Bob is currently Treasurer of Oxfam International, having recently stepped down as Finance Director of Oxfam GB. Prior to that he was a partner in the Assurance practice of PricewaterhouseCoopers, where he gained extensive international experience and latterly led the firm's Charities Group. Bob has also served for several years on the ICAEW's Charities Technical Sub-Committee and on the FRCs Committee for Accounting by Public Entities.

Paul Marshall

Paul joined Citigroup in June 2014 as Chief Auditor for Franchise Audit, having previously been the Group Internal Audit Director for Old Mutual plc. He is an experienced internal audit leader with a wide range of experience in major financial services organisations, motivated by making a real and valuable difference through demonstrating the impact that an effective internal audit function can have on helping an organisation to be successful.

Hunada Nouss

Hunada is Chief Operating Officer at Children’s Investment Fund Foundation (CIFF), she previously worked for the Department of Work and Pensions where she was the Chief Financial Officer. Prior to working in government Hunada has extensive experience in the private sector including Diageo Plc.

She holds a number of non-executive roles in higher education (City University, London) and housing (Gentoo Group). Hunada is also a Fellow of the Institute of Chartered Accountants and member of the Chartered Institute of Taxation, and has an MA from Oxford University.

Will Oulton

Will Oulton

Will Oulton is the Global Head, Responsible Investment at First State Investments (FSI) based in the UK and is responsible for defining and delivering FSI’s responsible investment and stewardship strategy globally. In this role he is tasked with advancing FSI’s understanding of how ESG Factors impact long term investment value. He is also responsible for developing FSI’s thought leadership programs and managing the RI Governance structure for the business.

Will Pomroy

Photo of Will Pomroy

Will is responsibility manager at Hermes Investment Management responsible for the development of the firm’s policies relating to the management and stewardship activities it undertakes with the purpose of providing long-term holistic returns for savers. Will previously led the corporate governance and stewardship activity at the Pensions and Lifetime Savings Association (formerly the NAPF) having previously worked on similar matters at Aviva plc and earlier still as a Senior Parliamentary Researcher in the House of Commons.

William Touche

William Touche

William is a senior audit partner Deloitte's London audit practice. He is an experienced partner with 28 years experience and has served a large number of listed audit and advisory clients in range of industries. William leads Deloitte's UK Centre for Corporate Governance and is responsible for Deloitte's point of view and publications on UK governance developments and is a member of the firms public policy team.

Corporate Governance Advisory Group

Ian Durant

Ian is Chairman of Capital and Counties Properties and Greggs. In addition, he is Senior Independent Director of Greene King and a non-executive director of Home Retail Group. He chairs the Audit Committees of Greene King and Home Retail Group. Ian’s background is in international financial and commercial management: he was formerly Finance Director of HongKong Land, Dairy Farm International, Thistle Hotels and Liberty International and CFO of Seacontainers.

David Illingworth

David is the Independent Chairman of Trustees for four defined benefit Pension Schemes (Wolseley Plc, Trinity Retirement Benefit Scheme, places for People and ICAEW.

David joined KPMG in 1968 and after spending 26 years in the partnership left in 2004. David was President of the ICAEW for 2003 to 2004.

Dr. Roger Barker

Roger is Director of Corporate Governance and Professional Standards at the Institute of Directors (UK) and Senior Advisor to the Board of ecoDa (European Confederation of Directors’ Associations) with his background in invetment banking. Alongside his role at the IoD, Roger lectures at universities in the UK and overseas and authors books and guidance on corporate governance.

Ken Rushton

Ken Rushton

Ken worked for ICI for 31 years retiring as Company Secretary in 1999 to become Director of the Institute of Business Ethics. In 2001 he was appointed by the FSA to be Head of the UK Listing Authority. Since 2005 he has been a corporate governance adviser, now with Board Insight.

David Richardson

David has previously served as Chairman of the London Stock Exchange Primary Markets Group (where he continues to be a member), Forth Ports plc and De Vere Group plc, and has also held non-executive directorships at Serco Group Plc,Tomkins plc, Dairy Crest Group plc and The Restaurant Group plc. David graduated from the University of Bristol with a degree in Economics and Accounting and qualified as a Chartered Accountant in 1975.

Anthony Carey

Anthony is a partner in Mazars LLP and both a chartered director and a chartered accountant. Anthony focuses on board effectiveness issues and he is a member of the Executive of the Quoted Companies Alliance. Anthony is a member of the FRC's Financial Reporting Lab steering Group and was project director for the Turnbull Report.

Marc Goergen

Professor Marc Goergen holds a chair in finance at Cardiff Business School, Cardiff University. His research interests are in corporate finance, specifically initial public offerings, corporate governance, mergers and acquisitions, managerial compensation, private equity, and insider trading. He is also a research associate of the European Corporate Governance Institute.

Susannah Haan

Susannah is the Secretary General of EuropeanIssuers, a Brussels-based association which represents the interests of publicly traded companies in Europe.  Before her appointment to EuropeanIssuers in May 2010, Susannah was an adviser on the post financial crisis to the Financial Reporting Council, before that, Susannah was employed at Fidelity International, a major international asset management firm and Clifford Chance, a leading City law firm. 

Peter Murray

Peter has held senior executive positions within the UK pensions industry for over 15 years. He has held the position of Chief Executive of the Railways Pension Trustee Company. He served as a member of the trustee board and also chaired the investment committee which had the responsibility of investing some £20bn of assets. Peter represents BESTrustees on the trustee boards of 3 UK pension funds and AllenbridgeEPIC on the investment committee of a 4th scheme.

George Dallas

George is Director of Corporate Governance at F&C Investments in London. He is a member of F&C’s Governance and Sustainable Investment team, where he leads all aspects of F&C’s global policies relating to corporate governance, including proxy voting, remuneration and engagement matters. George is also active engaging companies in the area of business ethics, and has a sectoral focus in financial institutions.

Sean O’Hare

Sean is a senior partner in PwC’s Human Resource Services Group; advising companies on all aspects of governance including board remit, structure, composition, role clarity and relationship. Sean is advisor to the Remuneration Committee of a number of FTSE 100 companies as well as international clients. He is also a member of the Rugby Football Union (RFU) Remuneration Committee.

Daniel Summerfield

Daniel co-heads the Responsible Investment Team of USS Investment Management for Universities Superannuation Scheme, leading USS’s work to improve corporate governance of investee companies, funds and markets through engagement. Daniel is a member of the NAPF’s Shareholder Affairs Committee and also a trustee and vice–chair of governors of a local school. He is an Honorary Visiting Fellow at the Cass Business School.

Richard Clarke

Richard is Finance Director of Oxford Instruments Industrial Analysis. He qualified with Ernst & Whinney in 1980 and has spent most of his career at board level in SME’s in the manufacturing and technology sectors, including groups listed on the London and on the Singapore stock exchanges.

Frank Curtiss

Frank joined RPMI RAILPEN Investments in 1990, and has been responsible for corporate governance since 1997. His career started with Williams & Glyn’s Bank in 1982 on graduating from UCL. He has also served on the judging panel of the ICSA Hermes Transparency in Governance Awards since 2009.

Staff

Elizabeth Richards, Head of Corporate Governance

Tel: +44 (0)20 7920 8817
Email: Elizabeth.Richards@icaew.com

Emma Gilfillian, Operations Executive

Tel: +44 (0)207 920 8767
Email: emma.gilfillian@icaew.com

General

corporategovernance@icaew.com