“Section 176 of the Companies Act 2006 comes into force on 1 October 2008 and requires that directors do not accept benefits from third parties conferred by reason of their directorship or their doing or not doing anything in their capacity as a director. ICSA guidance suggests that it would be good practice to set up a register of benefits offered and received. Do any companies already operate such a register or have plans to do so? If so, is a threshold set so that trivial items do not have to be registered and how was the threshold arrived at?”
We discussed this at a recent gathering of co secs, and the view seemed to be that it would make sense to maintain some kind of record (because if you don’t have a record, how can you demonstrate compliance with the section? And how will you be able to show what previous decisions have been made about materiality etc?). This, coupled with a sensible (and enforced) written policy, should do the job.
As ever, ICSA are maybe going a bit OTT to suggest this is a formal “register” (like an MPs’ register of interests?) but whatever you call it I think it would be wise to keep some kind of record.
We do not have such a register and wouldn’t propose to do so. Directors are aware of their duties and responsibilities and do not accept benefits from third partes with more than a nominal value. They are familiar with the potential conflict that a significant bnefit could create. Directors and senior managemnt make others aware of and discuss the benefits that they are offered before accepting them. We see the transparency within the business as being a useful control in monitoring the frequency and value of benefits.
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