Don’t Rock the Boat

Don't Rock the Boat

So here we are at another bored meeting.

Our new chap, Sir Cumspect, new Chair of Audit Committee is in attendance at his first Board meeting. Dim Tim, as he is known to his mates, is cosying up to Sir John Fuller-Pomp our Chairman who he seems to know well. He seems to know our Vice-Chair Lord Ambrosia very well too. And of course Alec, Tony and Lyle all know Sir Tim very well. Nice cosy time it looks like we are all going to have today.

In fact, Sir Tim says very little all meeting – in the actual meeting that is. He has plenty to say over breakfast and coffee. Seems like see all, say nowt is his mantra too – today at least.

Al Mann has sent his apologies. He has now been elevated to Leader of the London Borough where the Company’s HQ is. I haven’t seen him since and can only imagine how unbearably pumped up he is about it so I’m pleased he is absent today.

And Gloria Ewes can’t be bothered to turn up. We have of course flown her first class from the US and put her up in her usual top west end hotel and have sent a limousine to pick her up and bring her over to the meeting. This Board meeting is at our Canary Wharf offices so why she couldn’t stay over here is beyond me. Well it’s not actually. Not the right kind of shops and right kind of people over here. Too many jumped up City boys and girls. Working class made good. No, our Gloria likes old money! As she said to me when I ventured she try a hotel in Canary Wharf: “Oh no – it’s ghastly!”.
I suppose I should say something and clamp down on it but I did once mention it to Alec and he just said to leave it. So I did. Don’t rock the boat.

But anyway, the limo has come back empty. The driver was given the message that Gloria was feeling under the weather and we weren’t to disturb her. She was hoping to be able to get the flight back this evening but would let us know if we needed to change it for her.

I’m wondering if she is too ill to go shopping. I can’t actually imagine Gloria being too ill to go shopping. Later, I do discretely ring the hotel and find that she hasn’t actually ventured out. But she has been on the phone a lot and several shops have sent an assistant over with dozens of items for her to try on in the hotel. Some left empty handed and none left without selling something. It apparently took three concierge staff to collect her bags and load the limo to the airport.

Anyway the Board meeting passed without anything of note happening. All seemed very upbeat – still buoyed by the election result. All very affable and cosy once more.

The rise and fall

1432850393blatter-en-putin

So Sepp Blatter allegedly received a standing ovation from FIFA’s staff. Hard to imagine such a thing happening here at Utilico where the top brass are also renowned for their arrogance. The prospect of an early conclusion to the investigation by the SFO remains uncertain and the company has assumed that no news is good news. Indeed the share price has recovered and the return of a Conservative Government means more government and public sector contracts will be on the horizon. So staff have every reason to be happy with business burgeoning?

In fact we are just one of the many British companies benefitting from the £200bn building bonanza in Qatar. So what if the award of the 2022 World Cup was rigged by FIFA? We unofficially of course are making an absolute mint! Our margins are huge! Alex and the Board are loving it. Even our workers who are paid pretty much nothing appear happy. So it’s a win win. And if Qatar was stripped of the World Cup in favour of the UK we’d be superbly placed to double our money from the required infrastructure works in the UK. Russia was a different kettle of fish. We found it hard to penetrate that market because of the prohibitive cost of bidding – bribes!

On a personal level the Board seem genuinely saddened by the resignation of Blatter. Perhaps it’s because they saw him as invincible, a role model who could ride rough shod over due process and still command the respect of most, including world leaders. So does his evident demise suggest that good will eventually overcome evil at Utilico? As things stand I have very significant doubts. The Board seem more entrenched and more secure in their roles than ever. The Swiss owners have become increasingly tired of regulator and public scrutiny in the UK so they have been discretely reducing their stake in the UK company. So discretely the UK Board are unaware of what has been going on. And I don’t see it as my role to tell them either. Remember “I see all and say nowt!”

However the theatre of another Board meeting is nearly upon us. As usual I will be observing how this group of arrogant overpaid egotists manage to avoid any serious strategic discussion about the organisation which they are supposed to lead and direct. Indeed is it any wonder that Board meetings feel like some kind of special debating club, where each participant is connected not by a shared interest in the progress of the company but a shared interest in personal greed and exploitation of the company which they are there to serve. I suppose it could be time for me to remind them about the UK Companies Act 2006 which sets seven general duties of directors? From memory these are:

  • to act within powers in accordance with the company’s constitution and to use those powers only for the purposes for which they were conferred
  • to promote the success of the company for the benefit of its members
  • to exercise independent judgement
  • to exercise reasonable care, skill and diligence
  • to avoid conflicts of interest
  • not to accept benefits from third parties
  • to declare an interest in a proposed transaction or arrangement.

Actually if I was so stupid to remind them of any of these I would be a dead man. I value my simple life so for now my lips remain sealed, a lot more sealed than any bid received by FIFA.

From Russia with Love

Black Russian

The 2015 UK election is done and dusted. Apparently the two main parties were tied neck and neck and the pundits believed it was too close to call. At Utilico it felt like Russian Roulette was being played with the economy and our fate.
The reality turned out rather differently with the Tories triumphant in England and the SNP with a historical landslide in Scotland.
Utilico receives 80% of its income from contracts with Her Majesty’s Government and the UK public sector. In theory, the UK’s austerity measures could have seen our income fall but instead our revenues have grown as our services have been preferred over directly employed public sector staff. And with the return of the Tories there is no reason to think anything will change. Indeed some of our competitors’ share prices have shot up on the back of the victory. Ours are still somewhat subdued on the back of the continued SFO investigation of course.
In the run up to the election we were naturally busy with all the major political parties, currying favour and cementing relationships. We helped them in a variety of ways from national logistical arrangements such as discretely providing cars for high profile ministers, shadow ministers and opposition party leaders, to supporting local events in key marginals. Much of this work was masterminded by Lyle Clean who through our Public Affairs consultants Westminster Players made sure Alec Smart, our CEO, and Lord Ambrosia, our Chairman, are always placed close to those who matter.
In fact it’s quite interesting to see how effective our hidden lobbying has been over a range of policy issues during past Tory and Labour administrations. Indeed we’ve been successfully resisting what some of the public might see as enlightened or desirable legislation for over two decades, covering employment, wages, taxes, health & safety and environmental legislation.
The Company’s stance on immigration is an interesting case. Our senior leadership to a man, including Sheila Gree (well it is believed she wears the trousers in the relationship with Alec), are personally against further immigration to the UK. In their myopic views immigrants steal jobs from the Great British workforce, push up housing costs, add to the Health Service’s woes, fill our streets with benefit claimants and crowd our public transport system with foreigners. Unsurprisingly Lord Ambrosia is allegedly a very, very close mate of Nigel Farage – former leader of UKIP for those of you with short memories. Oh hang on a minute – current leader! In amongst all his other close mates from all political complexions of course. He knows how to hedge his bets that’s for sure. And of course it helps to have gone to the right school and University and be in all the right clubs. He never ceases to amaze me how he can seemingly agree with everyone.
Although the white male dinosaur prevails at senior levels at Utilico the company is built on the brawn and brains of its workforce which is incredibly diverse. Indeed our growth would simply not have happened without people whose bargaining position around terms and conditions has often been exploited!
So on election night Lord Ambrosia, Alec, Sheila, Tony Wall, Lyle and co gathered with some very well placed political guests and our obsequious lobbyists in some very well appointed Westminster hotel rooms. This predictably allowed Alec to service Sheila, while Tony and Lyle shared champagne, Russian Cocktails and Russian call girls (and boys) with their political friends.
Meanwhile I had an early night, rose at dawn and then caught the news of the Tory and SNP’s victories at the expense of Labour and the Lib Dems!
Further wild partying went on all weekend I gather. And the word is that those at the top are very happy that the SFO investigation will have a much better outcome for us than it would under any other Government. The only uncertainty for us appears to be how our work in Scotland will play out.
I suppose my job is secure for now at least…..

When a Man Loves a Woman

Percy Sledge

Well it’s been a few weeks since I posted. It’s been a fabulous Easter, April Fool’s Day and dawn of the new tax year for me. I jest of course. All very uneventful here in the life of Ian Different.
But Utilico never ceases to keep me on edge.
Forget all our financial scandals and characters new and old for a while.
Back onto our good old Chief Executive, Alec Smart. His usual smooth, unruffled, Teflon coated exterior was well and truly tested this week.
Despite all our troubles, we seem to have had a fabulous year financially. So a party was held last night for our senior, and sales, staff.
It all started as it always does. Swanky West End hotel, great nibbles, free flowing drinks. Alec made his State of the Nation address.
I fully expected him to disappear with Sheila Gree our Head of HR and, as you know, his love interest, as soon as he felt it was wise to do so.
But oh dear me! A new senior sales manager seemed to have taken a shine to Sheila. Well more than a shine. Whilst he was probably just trying to climb the career ladder I’m also pretty sure he was trying to climb Sheila. I may think she is an awkward bird like woman but this particular guy seemed to genuinely like her. Maybe it was a power thing. Or maybe I just don’t get it. After all Alec maybe a bit portly but he has charm and power and money that could attract a lot of ladies and he chooses Sheila.
Well this sales manager got more and more insistent and amorous with Sheila. To be honest, she seemed to be rather liking it.
Alec did not like it. He got redder and redder and was clearly seething under his stiff collar.
He tried various tactics to get Sheila away. But none of them seemed to work. I’m guessing but I suspect that was because Sheila was really rather enjoying the attention and probably fancied the sales manager a lot more than she did Alec.
Well all of a sudden that medicaid cool of Alec’s went out of the window.
He shoved the sales manager into a wall and came out with such a stream of expletives I almost choked on my G&T. Apparently the sales manager was so useless he would never find another job – or his testicles – again. I have to say that every second word Alec used was quite foul. But the other word was pretty clear!
The sales manager was quite calm in the face of this onslaught. He looked like he thought about punching Alec but clearly thought better of it. Instead he just held up his hands and walked out saying “I didn’t realise she was your bird”. Funny that – given her bird like appearance. Remember Lyle’s “a pig poking a pigeon”?
Lyle of course was lapping this up. It was usually him that was the cause of kerfuffle at Utilico dos – usually for harassing younger ladies. This was a new one on all of us.
Alec and Sheila then disappeared. The gossip mill went into overdrive.
Suddenly Lyle grabbed the mic from the DJ and announced to those still left: “hey guys and gals, Percy Sledge is dead. Here is a tribute to him. And an ode to Alec!”. With that, the lyrics of poor Percy RIP rang through the room:

“When a man loves a woman,
Can’t keep his mind on nothin’ else…”

Don’t bank on it!

So now it’s the turn of our bankers to squirm! Don’t you just love it when people you don’t like get their comeuppance! Not that anyone in power at Utilico is ever likely to suffer in the public eye like the HSBC bankers are. And certainly not any of our executives.

Actually I almost fell off my wobbly Swedish flat packed chair when I heard how much Rona Airhead (Oops sorry – typo – I mean Fairhead) was being paid by HSBC as a non-executive! To my feeble maths brain that works out at £7,000 a day! But then thinking about it perhaps I’d be wanting that level of compensation working for a bank which is no stranger to allegations that it profits from corrupt politicians, dictators, tax evaders, dealers of blood diamonds, arms dealers, drugs dealers and other unsavoury clients! While another of her non-executive roles sees her chairing the trust of the organisation which allegedly concealed the activities of its celebrity rapists and paedophiles for decades, me thinks someone is either very brave and smart or very greedy and stupid. So perhaps my Utilico colleagues are not that bad after all?

You’ll be relieved to hear we made our decision on our appointment to the Chair of the Audit Committee. Our preferred candidate was Finn Ickety. The man with lots of Finance Director experience with FTSE 100 companies. He proved to be as meticulous as we were led to believe. He did his due diligence on us. And can you believe it he declined our offer? Which meant we offered the position to our first reserve Sir Cumspect, (Timothy to his friends) who has accepted.

Indeed this has all played out much as Tony Wall, our Finance Director planned. He supported the recommendation of Finn’s appointment to our Swiss masters, anticipating Finn would decline allowing Sir Timothy as first reserve to be appointed. Sir Tim is much more a Utilico man. His first qualification is he is quite dim. So there is no chance he will ask questions or for huge amounts of cash. Secondly he is quite clubbable. And whilst he is very risk averse in many respects, he isn’t bright enough to work out what is risky in terms of personal behaviour and friendships. He has been spotted (on film) in fairly intimate embraces at the Soho clubs where Tony and Lyle Clean go. He is a big friend of Prince Andrew as well. Ethical and moral scruples don’t appear to trouble him or cloud his judgement. So like the fair Rona, we are not expecting him to dig where dirt is likely to be found.

From my point of view dim Tim’s appointment is a relief. He won’t bother me the way Brian has over the last couple of years – the last one in particular. Although I still don’t think we have heard the last of Brian. He has told me in confidence he has a secret file on Utilico and its characters and dealings. The question is how will he use it?

50 Shades of Grey Suits

male, pale and stale

So Brian has gone. Or so I thought.

Of course, he has been hounding me on the phone and in person. He wants to know how what just happened to him could happen.

He also wants to know what he can do about it. He keeps going on about our dismissal policies and rights of appeal and natural justice and so on.

Problem is we don’t really do things like that at Utilico.

I’ve tried to explain to him that we see collective responsibility as binding and if he is believed to have breached that then he has lost the trust and confidence of his fellow directors and has to go. There is no appeal process. It’s not like a disciplinary process for an employee where there is an investigation, steps of sanctions, a hearing, an appeal, and so on. Mind you, we don’t really give much credence to that either. If someone wants you out, then you’re out – depending on who that someone is – and who you are.

He has asked for his contract. I managed to dig out a standard letter of appointment. But that doesn’t help him much as it just waffles on about that very notion of collective responsibility and seems to allow us to terminate his appointment for a variety of spurious reasons. I’m paraphrasing of course but these seem to include:

• You’ve done something we don’t like
• You’ve not done something we think you should have done
• We think you disagree with us
• We don’t trust you to toe the line
• We think you haven’t complied with something that we haven’t actually told you about
• We don’t like the cut of your jib.

And that of course is on top of all the other reasons like being a criminal, or a bankrupt. And we seem to have something in about having a mental health problem too which I’m not convinced is legal. Good job it doesn’t refer to having a personality disorder as half our directors would have to go.

Anyway, after nearly two weeks of ping-ponging on these matters, I do seem to have got Brian off my back for now at least. I’m waiting for the solicitor’s letter though.

So onto his replacement. Well I dug out a role profile and all the stuff and got onto our agency of choice – Gateway Towonga. They fielded about 50 candidates including of course the great and the good from the world of accountancy. I’m amazed that people seem willing to take on a role with us. We are in the middle of a Serious Fraud Office investigation. It has been very, very painful so far and there is little sign that the pain is going to go away anytime soon. Still I suppose a six figure sum for a couple of days’ work a month goes a long way to easing the pain. It certainly would for me. Well that figure for full time would work for me.

Rather surprisingly, neither our Chair nor Vice Chair has to-date taken any interest in the search and selection process. But perhaps I shouldn’t be surprised. Both have a hands-on, hands-off approach. They like others to do their dirty work. By that I mean they want Lyle Clean and Tony Wall to make sure we get the safe man. And I say man because I mean man. We can’t have another woman. We have our lady quota already with Gloria Ewes. In any event, looking through the long list there aren’t many women on it.

And I should probably say a white and elderly man. Well grey and elderly. 50 shades of grey.

Lyle and Tony looked over our long-list. Lyle sent it off somewhere to do what he calls ‘due diligence’ on them. I’m not sure that any lawyer or accountant would recognise his due diligence as such. I’m pretty sure it’s not about fitness to serve. It’s about being safe and clubbable. And probably bribable. They’ve certainly learnt from the experience of Brian.

Anyway, following the results of the due diligence test, today we have seen a number of them. So many grey men in grey suits. The adage of “male, pale and stale” certainly applies to this bunch. Not that I’m young or interesting either. But Christian Grey they are not.

So who shall we choose to chair our Audit Committee? The 67 year old Sir with lots of finance director experience at FTSE 100 companies? The 65 year old CBE with banking experience? The plain old senior partner of Outer Tuck?

You will just have to wait until my next thrilling instalment to find out!

Trigger Hands

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Well we finally allow Brian Careful, our non-executive Chair of Audit Committee, a private audience to air his deep concerns about the alleged fraud and Utilico’s ethics (or lack of them). I say we but of course Brian thinks he is just seeing me although Lyle Clean our Head of PR and Tony Wall our Finance Director are in attendance too.

Brian looks completely unsettled to see them. “I – er – I thought it was just us Ian” he muttered.

Well that’s obvious” hissed Tony. “But do you think we are stupid? We have a situation here that we need to sort. A final and total solution

At that Brian’s normally inscrutable look turned to one of horror. “What do you mean?” he whimpered.

“What I said” said Tony.

At which point, the very oily Lyle stepped in to try to dress matters up somewhat. “He means we need to make sure you are happy – that we’ve laid your concerns to rest and can all move on” said Lyle.

“Well I don’t see how you can lay my concerns to rest” said Brian.

Predictably Tony stared glassy eyed at Brian and hissed “Well we can lay you to rest”.

Brian looked wildly around him and I could see he was weighing up whether he could get through the door without one of us grabbing him.

Oh he’s funny isn’t he?” said Lyle hastily, “Take no notice – look let’s have some of this coffee shall we before it goes cold and talk like grown-ups”.

No thanks” said Brian. “I think I will choke”. Tony smirks menacingly. “Save us a job! Let’s just get this over with shall we” he says.

OK” Lyle begins, “Well the thing is, we can’t have dead birds around the lake. So if you stay in the lake we need to know you’re not toxic. And if you jump ship, well – the same applies.

I’m not keen on mixing metaphors” says Brian. I’m really impressed that he can’t drop his pedantry even in such stressful circumstances.

Sod your metaphors Careful!” said Tony. “What are you going to do? Stay or go?

Suddenly the Clash song comes blasting into my head:

Should I stay or should I go now?
If I go there will be trouble
And if I stay it will be double
So come on and let me know

Maybe it does into Brian’s too – although I doubt it. But he says: “I suspect it will be double trouble for everyone if I stay won’t it?

Good choice” ridicules Tony.

Er – I haven’t actually made up my mind yet. I thought we were discussing options” said Brian.

It’s not a sodding sweetshop” said Tony, “You don’t have choices!

Is that it?” ask Brian.

Well it’s probably for the best isn’t it?” says Lyle.

OK fine!” said Brian – when it clearly wasn’t.

Before Fastbuck Made come in with the paperwork for you to sign” says Tony, “Let me just make it crystal clear to you that if you break the agreement – or do anything to upset me – you will be one of those dead birds! You may think you are a wise owl but that will do you no good at all when you can’t hoot. Kapich?”

This is unbelievable” said Brian, “I can’t believe you are threatening me – what is this?

It is what it is – so you’d better accept that” said Tony.

So shall I bring in the lawyers?” I pipe up for the first time in the meeting.

Lyle nods.

I bring them in. There are three of them. Why do lawyers always hunt in packs? They are worse than accountants.

There is a 30 page document for Brian to sign. It suddenly becomes clear why one of the lawyers is there. He isn’t from Fastbuck Made. He is there for Brian so he knows what he is signing. He leads Brian out of the room to talk him through the document.

How did that go?” asks one of Fastbuck Made’s lawyers.

We got the result didn’t we!” said Tony. I love how he always phrases things as a question but they never are questions.

I busy myself with pouring them all coffees whilst we wait for Brian and the lawyer to return. Just plain old simple filter coffee today – as we’re not in the Board room with the fancy machine.

Lyle makes small talk with the lawyers. Tony just stands staring out of the window. He suddenly pulls his hands into gun shapes, takes aim at a couple of pigeons, and pulls imaginary triggers. Very scary. I’m glad Brian didn’t witness that.

After what seems like an age, Brian and the lawyer come back in. “Right, he’s ready to sign it” says the lawyer.

The formalities are done almost in silence then the lawyers and Brian leave.

Tony says “right Lyle get some boys round to the beancounter’s to make sure everything is destroyed – and make sure he can’t access anything”. He then turns to me and says “And you’d better get us another Audit Committee Chair. Make sure this one is safe and reliable”.

OK I think – where do I find such a person?