Jenna Mairs ACA, Senior Investment Manager at Whiterock Finance, discusses her career highlights, productivity at work and the future of the profession. What do you most enjoy about your current role? The variety, without a doubt – no two days are ever the same. Whiterock Finance offer loans ranging from £100,000 to £2 million across two funds, so we deal with an extensive range of Northern Ireland-based SMEs from early-stage (two years plus) to well-established businesses on a growth trajectory. We have no sectoral focus, so one day you could be meeting an IT company in Ballymena and the next an engineering firm in Enniskillen. It’s interesting to meet businesses of varying degrees of complexity and to see what a difference our funding can make to their growth story. What has been your career highlight thus far? I’ve had many highlights, so it’s hard to narrow down. Over the years, I’ve worked with some great people who have taught me so much – both professionally and about myself. I’ve made lasting friendships with both past and present colleagues and had a lot of fun and laughs along the way. I’ve grown a fantastic support network and have many people I can rely on for advice and guidance. I’ve also had the privilege to meet some inspiring and passionate business leaders and to learn about their trials and triumphs along the way. If I had to choose one recent highlight, it would be winning the “Woman of Influence” award at the inaugural Northern Ireland Women’s Awards last year. How do you stay productive day in, day out? I am a morning person, so I try to start every day with exercise – either a class at the gym or a 5km run, which means that by the time I get to work, I’m wide awake and ready to go. At the start of each week, I make a list of everything I’d like to achieve that week and then allocate the tasks to each day. To keep my productivity high in the afternoon, I always try to get out at lunchtime for some fresh air and, although it’s a bit of a cliché, I drink a lot of water. I also focus on maintaining a positive work-life balance to ensure that I’m productive in the long-term. I appreciate the importance of having downtime to spend with friends and family, visiting new places and experiencing new things. What changes do you anticipate in your profession in the next five to ten years? In the short-term there will be greater digitisation with cloud-based applications becoming more prevalent, thereby leading to an increased ability to work remotely and collaborate globally. Automation will continue to rise, especially in terms of replacing repetitive and mundane tasks. In light of recent issues within the profession, there is also likely to be a requirement for increased transparency and accountability and further aligning of global accounting standards. Within business, there will likely be an increased focus on sustainability and increasing environmental awareness. What’s the best advice you’ve ever received?  When I was completing my training contract, a colleague told me that there’s no such thing as a stupid question. I’m not sure I agree with that statement completely, but I am a firm believer that you should not be afraid to ask questions to further your understanding. If you want to increase your knowledge, you need to be inquisitive and you shouldn’t be scared to question everything you are told. It is advice that I have shared with others many times, and I am always more than happy to answer questions put to me.

The UK left the EU on 31 January, but what does the rest of the year look like in terms of negotiations, what are the key dates and Brexit milestones of which you need to be aware? David McGee gives you a list of what you can expect until the end of the year. February 2020 25 February European ministers are scheduled to meet in Brussels. It is expected that they will approve a new negotiating mandate for Michel Barnier. March 2020 26-27 March European Council meeting. June 2020 It is expected that a UK-EU27 summit will take place to finalise the new trade relationship that will apply from the end of 2020. 18-19 June European Council meeting. July 2020 1 July The legal deadline for agreeing on an extension to the transition period. The amendment blocking an extension to the transition period means that, should a trade deal not be agreed by 31 December 2020, there is the risk that the UK deals with the EU on WTO terms. October 2020 15-16 October European Council meeting. November 2020 26 November MEPs will be in Strasbourg for their penultimate plenary session of 2020. European lawmakers have stated that a trade deal must be negotiated, checked, translated and presented to the European Parliament by this date if the transition period is to end by 31 December 2020. December 2020 10-11 December European Council meeting. 31 December This date marks the end of the transition period as per the Withdrawal Agreement. The UK Government aims to have negotiated the future economic partnership and financial settlement with the EU by this deadline. December 2022 31 December Should the UK Government request an extension of the transition period it would end on 31 December 2022. This is not the UK Government's intention. David McGee is Brexit Partner at PwC.

We've all survived the UK leaving the EU on 31 January, and it's no wonder. The hard work for Brexit negotiators and Irish businesses is yet to come, writes Mark Kennedy. 31 January came and went with the tapping of a gong – perhaps fittingly at midnight EU time – and the world has not fallen apart. And why would it? From a business perspective, we have just completed the prelude and much of the real work is yet to be done. The remainder of 2020 will be given over to a negotiation which is designed, we hope, to achieve a new relationship – and notably a new trading agreement – between the EU and the UK. Initial signs have not been too positive, but neither have they been especially negative. Both sides have set out a view of their requirements from a deal. Much has been made about the differences between the two sets of objectives presented. Issues as various as fishing rights, regulatory alignment and state aid regimes have been identified as particular challenges. The EU has focused on the need to have a level playing field to avoid unfair competitive advantages accruing to either side in a post-Brexit scenario, ensure non-regression on environmental and social standards and to protect worker rights. UK Prime Minister Boris Johnson has said that he sees no need to encumber a simple free trade agreement with links to EU rules on competition policy, subsidies, social protection or the environment. So, the battle lines appear to be drawn. However, this is all to be expected. What is far more important is whether we see the professional negotiators in the UK and the EU engaging quickly and meaningfully in the detailed and hard work that goes into crafting a formal and comprehensive trading agreement that covers both goods and services. The process needs to include both political feedback and a good mechanism to hear the needs of individual sectors. I believe that we are going to see the discussions recede from front-page news and get into the minutiae of a number of key sectors: financial services, technology, agri-food, pharmaceuticals and medical, and energy to start, with many more to be considered. Getting this right by minimising damage to key sectors, protecting jobs and maintaining continuity in the newly separated markets will be a significant challenge. Brussels is world-class in managing trade agreement negotiations. The UK Civil Service is also an exceptionally talented team. The challenge they have is to create a comprehensive agreement in a very short period of time. I have two suggestions: first, business leaders need to be advocating now for their sector concerns to make sure that they are on the agreement roadmap. The new Government needs to be very active with our European partners in advocating for these concerns. Second, there is a very real risk that certain sector issues will not be dealt with comprehensively in a truncated negotiation process. For that reason, all businesses need to prepare for a ‘no deal’ style default in their sector and closely monitor developments in the coming months. Mark Kennedy is the Managing Partner of Mazars Ireland.

Northern Ireland businesses have much to think about now that the UK has exited the European Union. Michael Farrell explains some changes SMEs should consider going forward. With the transition period due to expire on 31 December 2020, the timeframe for the EU and UK to reach agreement on a free trade deal is extremely challenging. If an agreement cannot be achieved in the coming weeks, there is still the risk of a no-deal exit at the end of the year. Regardless of whether or not a free trade agreement is reached, the Northern Ireland Protocol in the Withdrawal Agreement will avoid a hard border on the island of Ireland. Effectively, this means that while businesses in Northern Ireland will remain part of the UK customs regime, they will continue to have free access to EU markets. However, mixed signals about the customs arrangements that will be in place at the end of the transition period continue to be a cause of concern. On one hand, the UK government has said it will legislate to guarantee unfettered access for Northern Ireland’s businesses to the whole of the UK internal market and ensure that this legislation is in force for 1 January 2021. On the other hand, Michel Barnier, the EU's chief Brexit negotiator, has said that in agreeing to the Protocol on Northern Ireland, the UK has agreed to a system of reinforced checks and controls for goods entering Northern Ireland from Great Britain and that checks are “indispensable”. For now, it seems prudent to plan on the basis that while the Protocol means that it should be largely business as usual for NI businesses whose only trade is within Northern Ireland, NI businesses who trade with GB are likely to face additional costs, delays and disruption due to a border in the Irish Sea. Likewise, NI businesses that import goods from GB for onward distribution or processing in the Republic of Ireland could face additional administration costs. Irish companies with UK-based directors It’s also important for SMEs to remember that companies that have established in the Republic of Ireland and have only UK-based directors will need to have taken appropriate steps to continue to trade legally once the transition period ends. These companies will need to either appoint an EEA-resident director or put in place a Section 137 Revenue Bond in order to comply with the Companies Act. A third possibility may be to obtain a certificate under section 140 of the Act to get an exemption from having an EEA resident director. To obtain this, a company must make an application to Revenue for a written statement that there are reasonable grounds for Revenue to believe that the company has a real and continuous link with one or more economic activities being carried on in the State. Application for a section 140 certificate is then made to the Companies Registration Office (CRO). There are also additional company law implications for companies, including restrictions on changing financial year-end when aligning with group companies and change of branch registrations from EEA to non-EEA. The CRO have updated its guidance on this on its website. Duration of the transition period While Prime Minister Johnson has said that the UK will not seek to extend the transition period, if an extension was to be agreed, it could be until 31 December 2022. The key date to be aware of in this regard is 1 July 2020, the deadline for agreeing on an extension. If there is no extension, as seems likely, the transition period will end on 31 December 2020. Michael Farrell is a Director at PKF-FPM Accountants Limited.

It can take several years and a lot of hard work to build an effective board. David W. Duffy outlines key measures that can be taken to improve its effectiveness. It can take several years to build a fit-for-purpose board that has the leadership and dynamism to support the executive team. The most important element in any governance structure is the Nominations or Talent Acquisition Committee. The purpose of this committee is to help the board make sound business decisions by appointing the right board members. If this committee does not do its job, then the board and the organisation risk stagnating through the lack of new ideas or no challenges to the status quo. New appointments should be strategic and not tactical; they must bring unique skills and experience to the company that will have a real and tangible impact at board level.  This could include the world of digital, geopolitical insight, capital raising, or knowledge of a particular sector, such as offshore life assurance. Board appointments that are rushed are not a good sign of good corporate governance; each appointment should be considered carefully before being made. So, assuming the board is populated with the right talent, here are a few examples of other measures that can be taken to improve its effectiveness: Conduct regular external board evaluations to get an external perspective on the effectiveness of the board. Conduct 360 reviews of the board directors. Make sure that the information provided by the executives is assessed annually to ensure the board can do its job efficiently. Have an annual work plan for the board and for all its committees. This will help set the agenda for the year, and will also ensure the board spends enough time on the future by delegating as much as possible to its committees. Hold an away day at least once a year to reflect on the board’s strategy in some depth and to focus on specific issues, such as looming regulation or competition issues. This also provides an opportunity for the directors to get to know one another other better. Invest in the capability of the board through a professional development programme. The board evaluation may well indicate what the directors might like in terms of development, but it is helpful to also ask them. Topics will depend on the company, but the programme could focus on new regulation and compliance requirements, sustainability, diversity and inclusion, etc. David W Duffy FCA is the Founder and CEO of The Governance Company and the author of A Practical Guide to Corporate Governance, published by Chartered Accountants Ireland.

How can a board set the example rather than becoming one? Ros O’Shea gives a five-step approach to creating an ethical board. “Where was the board?!” is the question often asked in the immediate aftermath of corporate misconduct. Stakeholders, quite rightly, expect boards to ensure businesses are run ethically. Yet, sometimes boards (and usually their companies in turn) fail dismally in this crucial aspect of their role. What can a board do to ensure the highest levels of probity in their organisations? This five-step approach can help. Ensure the ethical infrastructure is in place From a code of conduct to ethics training, speak up channels, ethical due diligence procedures and incentives programmes that reward the 'how' and the 'what', directors must ensure the appropriate infrastructure is in place in their organisations to enable and foster a culture of integrity. This is akin to laying down an ethical 'base layer'. Appoint the right CEO In leading that culture, the CEO is key. On appointment, they are bestowed with the organisation’s most precious asset – its reputation – and must be responsible for its safekeeping. It is the most important decision the board makes and demands commensurate investment in a robust process to recruit the right leader. Act ethically It is rare for a board to deliberately endorse an illegal act, but we know there can be a vast difference between decisions that are legal and those that are right. Decisions are usually right when a director is comfortable being personally accountable for their part in it, especially if it would be made known to their family on the front page of the local newspaper. Directors would do well to assess all decisions through that lens and determine whether they want to simply meet a bar, raise the bar or – better – set the bar in terms of moral courage. Lead by example In order to effectively set the tone from the top, the board should be a microcosm of the organisation’s desired culture. Espoused values, such as respect and openness, should underpin board interactions and encourage constructive debate. IQ at this level is a given, but emotional intelligence (EQ) differentiates high-performing directors and their boards and should be a prized quality in director recruitment. Monitor culture Finally, directors must know that only so much governance can be done within the confines of the boardroom; they need to experience first-hand the organisation’s “mood music”. This provides the board with the holistic assurance it needs that the desired culture is truly living and breathing across the organisation. By following these five steps, the board will focus on doing the right things and asking the right questions, which will ultimately lead to the right outcomes. Briefly, that is the board’s role in relation to ethics: to stand squarely behind their chosen CEO and collectively set the tone from the top while providing independent oversight on the organisation’s ethical infrastructure and culture. Ros O’Shea is the founding partner of Acorn Governance Solutions.