Global Board Replacement
“My CFO is resigning next month. Getting her off all of these international boards is going to take forever and blow our budget.”
In the course of Verbatim’s ten years of experience in this space, we have had this conversation often. Replacing high-level corporate officers on international boards does not need to be complicated, drawn-out, or expensive. We can quote a fixed fee, inclusive of Verbatim’s time and local counsel’s professional fees, for removing and replacing your outgoing CFO wherever she may sit on the board.
Verbatim’s true value add in this respect is our deep knowledge of the detail that goes into a replacement exercise like this. In the face of a resignation, especially on short notice, you might find yourself facing potential organizational consequences:
- Do I have a quorate board necessary to make decisions where we do business?
- We need three directors to approve an upcoming transaction; when can she effectively be replaced?
- Does she still hold the powers of attorney we granted her when she first came aboard?
Through our existing knowledge base, and decade-long partnerships with local providers throughout the world, Verbatim can answer these questions. By assessing these variables, and by scoping out fixed fees for these types of project, replacing your outgoing directors can be done at a minimal, predictable cost, and won’t come at the sacrifice of your other strategic objectives.
Strategic Entity-Level Projects
Verbatim is well-equipped to assist with discrete entity-level projects as well. For instance, if a client needs to increase its authorized share capital of its entity in the Philippines to qualify for a VAT holiday, we can quote a reasonable fixed-fee that includes our time, and local counsel’s professional fees to execute on that objective. Verbatim will ensure that all necessary board and shareholder documents, amended articles, and local filings proceed smoothly and within the budget that we set.
We also know of the need to create entities in particular countries for a strategic reason. Verbatim recently oversaw the entire process of opening a limited company in India so that our clients could hire a group of engineers based there. As we do in all matters of subsidiary governance, we leveraged a strategic partnership with local counsel, and executed on the project for a predictable fixed-fee that included our time and local counsel’s professional fees.
“Finance says we need to issue a nine-figure dividend to take advantage of the new tax laws, and it needs to pass through two countries. Where do we even start?”
Verbatim knows that interim dividends, transfer of securities, and movement of intellectual property as part of a repatriation effort has corporate secretarial implications. We are well equipped to manage entity-level impact repatriation may have through its knowledge of international corporate secretarial rules, forms, and providers.
Let’s say your finance team has decided to move $30,000,000,000 back to the United States from a Luxembourg holding company, by way of an entity in Mauritius. Verbatim can manage correspondence with local counsel, work product, and signature of all necessary board and shareholder documentation related to this exercise for a single fixed-fee. We can organize all necessary meetings of local boards, and communication with client stakeholders and local providers. By outsourcing this aspect of repatriation to Verbatim, your team can be more focused on the substantive matters related to taking advantage of new tax laws.
By relying on Verbatim to assist you with these and other similar matters, your organization can expect subsidiary maintenance at a reasonable, predictable cost, and service that allows you to focus on your other strategic objectives.
“My data is a mess!”
Verbatim was recently engaged by a Fortune 100 organization for a data conversion from another third party software into Blueprint. Upon engagement, Verbatim reviewed over 18,000 fields of data and provided a comprehensive report which pinpointed a number of significant issues within the data including field overlap, redundancy (over 300 variations of similar titles and field labeling) and over 650 duplicate records. Another major issue uncovered by Verbatim was finding over 300 “orphan” entities – a result of inconsistent, inaccurate data entry in the midst of acquisitions and other restructuring activities. Overall, Verbatim’s analysis concluded that 78% of the entities reviewed had missing or incorrect core entity information and an average of 2 data updates/corrections were required for each entity. After review and completion of subsequent health checks, Verbatim swiftly and efficiently remediated the data issues, establishing and training on best practices to aid in maintaining accurate data moving forward.