What are the fundamental principles of corporate governance?

Board diversity and appointments make good headlines - but the basic principles required for successful board-led leadership are even simpler. It's time we stated them again.

In my last New Statesman blog in July 2013 I talked about the responsibilities of companies operating today; what these might be and why we think they are important, as we continue to examine what went wrong and led us to the global financial crisis.

In the light of this, our focus on the role of corporate boards heightened. They are the people who set a company’s strategic aims and provide the leadership needed to put them into effect. This is nothing new: company boards have always had this task. The UK Corporate Governance Code, which guides many businesses, states that the board sets the values of the company, and this is very different from running the business day-to-day.

For example, there is much discussion of who should be on the board. The diversity debate comes to mind immediately, but that is only one aspect. It makes a good news item when a novel appointment has been made from outside the usual candidates.

But this is not just about diversity. At the same time, there is a lot of support for getting people with extensive experience and competence on board. This could be particularly meaningful in highly specialised industries. But it might risk board members getting too close to the operational management of the company.

What board members need to remind themselves is that they are collectively responsible for the long-term success of their company. This may sound obvious but it is not always recognised.

Why do I feel the need to say this? Perhaps because the idea might feel slightly awkward in light of current concerns about the harm that dominant individuals on boards or a "group-think" mentality can do to decision making. Indeed, the challenge is for a board member to be independent, bringing in a different viewpoint and wider experience, but at the same time working together to achieve the same objective.

In a way, this is asking board members to deliver multiples of responsibilities. But then again, how different is it from us accepting the need to balance different – sometimes conflicting – responsibilities in our daily life? A good mix of people who can constructively challenge each other in the board room can help businesses to make meaningful decisions in rapidly changing markets.

Our suggestion is to get back to the fundamental principles of good governance which board members should bear in mind in carrying out their responsibilities. If there are just a few, simple and short principles, board members can easily refer to them when making decisions without losing focus. Such a process should be open and dynamic.

In ICAEW’s recent paper What are the overarching principles of corporate governance? we proposed five such principles of corporate governance.

·       Leadership

An effective board should head each company. The Board should steer the company to meet its business purpose in both the short and long term.

·       Capability

The Board should have an appropriate mix of skills, experience and independence to enable its members to discharge their duties and responsibilities effectively.

·       Accountability

The Board should communicate to the company’s shareholders and other stakeholders, at regular intervals, a fair, balanced and understandable assessment of how the company is achieving its business purpose and meeting its other responsibilities.

·       Sustainability

The Board should guide the business to create value and allocate it fairly and sustainably to reinvestment and distributions to stakeholders, including shareholders, directors, employees and customers.

·       Integrity

The Board should lead the company to conduct its business in a fair and transparent manner that can withstand scrutiny by stakeholders.

We kept them short, with purpose, but we also kept them aspirational. None of them should be a surprise – they might be just like you have on your board. Well, why not share and exchange our ideas - the more we debate, the better we remember the principles which guide our own behaviour.

Back to basics: What are the fundamental principles of corporate governance? Photograph: Getty Images.

Jo Iwasaki is Head of Corporate Governance at ICAEW.

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Jeremy Corbyn will stay on the Labour leadership ballot paper, judge rules

Labour donor Michael Foster had challenged the decision at the High Court.

The High Court has ruled that Jeremy Corbyn should be allowed to automatically run again for Labour leader after the decision of the party's National Executive Committee was challenged. 

Corbyn declared it a "waste of time" and an attempt to overturn the right of Labour members to choose their leader.

The decision ends the hope of some anti-Corbyn Labour members that he could be excluded from the contest altogether.

The legal challenge had been brought by Michael Foster, a Labour donor and former parliamentary candidate, who maintained he was simply seeking the views of experts.

But when the experts spoke, it was in Corbyn's favour. 

The ruling said: "Accordingly, the Judge accepted that the decision of the NEC was correct and that Mr Corbyn was entitled to be a candidate in the forthcoming election without the need for nominations."

This judgement was "wholly unaffected by political considerations", it added. 

Corbyn said: "I welcome the decision by the High Court to respect the democracy of the Labour Party.

"This has been a waste of time and resources when our party should be focused on holding the government to account.

"There should have been no question of the right of half a million Labour party members to choose their own leader being overturned. If anything, the aim should be to expand the number of voters in this election. I hope all candidates and supporters will reject any attempt to prolong this process, and that we can now proceed with the election in a comradely and respectful manner."

Iain McNicol, general secretary of the Labour Party, said: “We are delighted that the Court has upheld the authority and decision of the National Executive Committee of the Labour Party. 

“We will continue with the leadership election as agreed by the NEC."

If Corbyn had been excluded, he would have had to seek the nomination of 51 MPs, which would have been difficult since just 40 voted against the no confidence motion in him. He would therefore have been effectively excluded from running. 

Owen Smith, the candidate backed by rebel MPs, told the BBC earlier he believed Corbyn should stay on the ballot paper. 

He said after the judgement: “I’m pleased the court has done the right thing and ruled that Jeremy should be on the ballot. This now puts to bed any questions about the process, so we can get on with discussing the issues that really matter."

The news was greeted with celebration by Corbyn supporters.