Financial Services M A

Curriculum Vitae - Alan Goodwin (FCIS)

A Fellow Chartered Company Secretary with over 25 years experience in the profession. Results driven energetic and self-motivated with extensive skills in corporate governance of financial services, syndicated debt, restructuring (solvent and insolvent), director liabilities/indemnities, D&O Insurance (distressed and BAU), M&A, contracts and corporate insurance portfolio management. Good knowledge of GEMS/Blueprint, Diligent, AI and UKLR

Financial Services/Listed Experience

Allianz Insurance plc – May 2020 – Current – Advising/managing the consolidation of the LV/L&G acquisitions including advising on corporate restructure, transformation projects, dissolution of entities, directors liabilities, indemnities and D&O Insurance. Supported on a number of main regulated and subsidiary boards and committees and assisted on compliance matters. Worked with Finance to facilitate capital restructures, dividends and dissolving a number of entities. Assisted senior management in providing enhanced board papers.

Royal London Mutual Insurance Group – September 2019 – January 2020 (Consulting) – Supported on a number of main regulated and subsidiary boards and committees and assisted on compliance matters. Worked closely with Risk on a number of Risk Committee matters including director liabilities, indemnities and D&O and improved delivery and content of Committee papers.

IG Group Holdings plc – February 2019 – August 2019 (Consulting) - A UK regulated global provider of derivative trading platforms I lead on UKLA and compliance and supported a number of committees.

RSA Insurance Group plc – April 2018 – February 2019 (Consulting) - A fully listed FTSE 100 global general insurer. Supported a number of main regulated boards and committees and worked on a number of discreet projects including the AGM.

Prudential Assurance – July 2017 – April 2018 (Consulting) - A global insurance company retailing investment products across continents. Supported a number of main regulated boards and reported to plc on a number of emerging issues including Solvency II and matters reserved governance.

Serco Group plc - April 2017 – July 2017 (Consulting) - A global services business and FTSE 250. Strong project emphasis which included supporting main board and committees and director indemnities/D&O Insurance and UKLA matters.

Distressed Business Management

Caversham Finance (trading as BrightHouse) January 2020 – April 2020 (Consulting) – A private equity owned consumer credit business that faced a number of FCA regulated issues and a complex syndicated debt/shareholder structure. Advised directors on their liabilities, indemnities and D&O Insurance as the business moved to an ordered insolvency. Worked closely with Administrators in preparing the Company for insolvency and advised the Board on their responsibilities regarding the same and mitigating personal risks including the migration of existing D&O policy to run off on appointment of administrators.

Stemcor Holdings – Oct 2016 – March 2017 (Consulting) – Distressed private equity owned global steel/derivatives trading entity with a complex syndicated debt/shareholder position. Managed covenant compliance, lender consents and assisted on corporate restructuring including debt recapitalisation, disposal and merger. Optimised corporate insurance portfolio including advising the board on D&O Insurance, indemnities and run off cover.

Proventus Bank (Sweden) – May 2016 – September 2016 (Consulting) – A fully listed bank and the prior owner of Polestar (see below), they retained me to undertake a variety of projects following the insolvency of Polestar Corporation plc. This included advising shareholders and directors on the wind up of entities including their liabilities, ongoing management of D&O Insurance and run off cover.

Polestar Corporation plc - Group Company Secretary/Director - June 2004 – April 2016 (Permanent)

Private equity owned large scale manufacturing publishing/print business with complex syndicated debt/shareholder structure. Originally appointed Company Secretary and then main board director. Advised on a number of acquisitions and disposals including overseas interests and managed a large corporate insurance portfolio including D&O Insurance. Polestar restructured several times during my tenure (including two pre pack administrations) and ultimately was dissolved in 2016. On each restructure I advised the Board on their indemnities, D&O Insurance provisions and incepted D&O Run Off cover.

Other Professional Experience

Brands Hatch Leisure plc – Group Company Secretary/Director - 1992 – 2003

A FTSE listed leisure/retail business. I joined as their permanent appointed Company Secretary when the business was private equity owned prior to a full flotation. I subsequently oversaw a full stock market flotation and advised the Board on director liabilities, indemnities and had responsibility for a large corporate insurance portfolio including D&O Insurance and UKLA compliance.

Between 1982 – 1992

I gained valuable experience in corporate governance both within and outside of financial services including working at the head offices of Storehouse plc, Bupa, Spar (UK), and Birmingham and Midshires Building Society. In these roles I managed a range of corporate governance matters.

Qualifications

Fellow of the Chartered Governance Institute

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