Dubai SME Corporate Governance Initiative Start now, Start Early Alexandar Williams Director, Strategy & Policy 1. Who is Dubai SME? 2. The Dubai SME landscape and Profile 3. SME Corporate Governance Initiative 4. The Code of Corporate Governance for SMEs – 9 Pillars 2 DUBAI SME – An agency of the Department of Economic Development – Government of Dubai Mission: Enhance the Economic Welfare and Prosperity of the People of Dubai Vision: Achieve Dubai’s economic development goals by 2015 for competitiveness and sustainable growth 3 Moving Forward - The New Economic Imperative “Better” path → Productivity Output (economic growth) “New” path → Innovation Need to move to new growth path “More” path → More labor and capital Moving Forward: a different economic development path From “Bigger” to “Better” Dubai’s current situation in key sectors, e.g. • Real estate Reaching optimal scale Reaching minimum scale • Decreasing returns for each additional unit of labor and capital • Increasing macroeconomic challenges (demographics, environment, infrastructure) → Rising cost of growth Inputs (Labor and capital) 4 Vision, Mission, Roles & Core Initiatives Dubai SME 100, Gov. Proc. Prog., YBL Incubation, Idea Lab, Entrepreneur Capability Development, YEC Corporate Governance, Access to SME Financing, Ease of Doing Business , IP Groom Vision Dubai as a Global Center for Innovative SMEs Seed Advocate Mission Foster the development of a flourishing entrepreneurial culture and a competitive SMEs sector to support Dubai’s economic development Roles Entrepreneurship & Entrepreneur Development SME Sector and SME Firm Development (Groom Dubai’s Top SMEs) 5 The Dubai SME Definition Trading Employees Services Manufacturing Turnover Employees Micro <=9 & < = AED 9 mn < = 20 Small < = 35 & < = AED 50 mn Medium < = 75 & < = AED 250 mn Turnover Employees < = AED 10 mn < = 20 Turnover & < = AED 3 mn < = 100 & < = AED 100 mn < = 100 & < = AED 25 mn < = 250 & < = AED 250 mn < = 250 & < = AED 150 mn & According to DSC Database: SMEs count for 95% of the total enterprise population in Dubai SMEs employ around 42% of Dubai’s workforce SMEs contribute 40% of Dubai’s value add Share of SMEs in Number of Establishments SMEs account for 95% of the business establishments in Dubai, with a majority of these operating in the Trading sector Size-wise Split of Business Establishments in Dubai Medium, 5% Sector-wise Split of SMEs in Dubai Manufacturi ng 8% Large , 5% Services 35% Small, 18% Micro, 72% Trading 57% Micro firms account for 72% of the total business count in Dubai, In terms of a sector-wise split, the Trading sector accounts for followed by Small and Medium firms accounting for 18% and 5% a majority of SMEs, followed by Services (35%) and of the total business count, respectively. subsequently by Manufacturing (8%) . Source: Dubai Statistics Center Value-add by Dubai’s SMEs SMEs contribute 40% to the total value-add and 42% to the total employment in Dubai’s economy Sector-wise Split of Value-add by SMEs Gross Value-add by Size of Firms 13% 9% 15% Large 17% 47% Manufacturing Medium 60% 41% Small Services Trading Micro SMEs contribute 40% to the total value-add in the economy. Trading SMEs are the highest contributors to the total value add in the economy. Contribution to Employment by Size of Firms Sector-wise Split of Workforce Employed with SMEs 15% Large 16% 58% 11% 33% 16% Services Medium Small Manufacturing 51% Trading Micro SMEs contribute 42% to the total workforce. Majority of the workforce employed by the SMEs is in the Services sector. Source: Dubai Statistics Center State & Characteristics of Dubai SMEs Dubai SMEs are highly oriented towards internationalization; however are low on orientation towards innovation and corporate governance. Scalability potential tends to be low, primarily due to high overheads High International orientation Dubai SMEs Moderate Access to Finance ICT Adoption Low Scalability • Low refers to orientation on the specific theme indicated / reflected by up to 20% of the surveyed respondents • Medium refers to orientation on the specific theme indicated by 20-40% of the respondents • High refers to orientation on the specific theme indicated by more than 40% of the respondents. Sector-wise State& Characteristics of Dubai SMEs Sector with Highest Orientation Sector with Lowest Orientation Trading Services Manufacturing Trading Services Trading Services Trading Manufacturing Trading & Services Trading Services Similar across all sectors Entrepreneurship Ecosystem Dubai SME is currently providing support to SMEs at varied levels of SME support ecosystem Infrastructure Entrepreneur Government Programs Equity Investors Mentors/ Advisors Banks Personal Enablers Financial Enablers Initiatives by Dubai SME Business Enablers Lobbies & Entrepreneurial Organizations Source: Accelerating Entrepreneurship in the Arab World, World Economic Forum Environment Enablers Key Gaps in the SME Support Ecosystem Although, improvements could be made at all levels of the SME support ecosystem, a few of these aspects require a higher focus Infrastructure Entrepreneur Government Programs Equity Investors Personal Enablers Mentors/ Advisors Financial Enablers Business Enablers Banks Aspects of entrepreneurship ecosystem requiring high government focus Lobbies & Entrepreneurial Organizations Environment Enablers Dubai SME Corporate Governance Initiative • Why are we doing this? In Dubai? For SMEs? • What is the business case? • What is the economic case? 1. Enables a professional, quality and sustainable firm development 2. Provides confidence and informed (better) decision-making leading to better bankability and invest-ability …enhances access to finance, raises equity value and reputation, enhances talent attraction, enhances market penetration… Dubai SME Corporate Governance Initiative - Confidence in lending and investment leads to sustainable business development leading to positive economic impact (hopefully more economic value creation with right policies) Hence, for SMEs: - Better to start now, to start early - Build foundations for long-term growth & sustainablity Dubai SME Corporate Governance Initiative Components • • • • Code of Corporate Governance (issued) IFRS for SMEs Train-The-Trainers (Sep 2011) Corporate Governance Implementation Guidebook (Dec 2011) SME Corporate Governance Workshops (Jan – Dec 2012) 15 Highlights of First SME CG Survey • Basic understanding of CG – 47 % • Importance of CG vs other priorities like Operations/HR : 75% • Sources of Future Financing: – Equity investor (Local/Domestic): 60 % – Loans from domestic banks, financial institutions: 25% – Intra-group/intra-family lending : 15% 16 Highlights of First SME CG Survey • Top 3 Benefits of CG - Improve strategic decision-making - Building/enhancing the company's reputation and trust among stakeholders - Improve operational efficiency • Top barriers to implementing CG - Lack of information/know-how - Lack of qualified specialists to help with implementation 17 Highlights of First SME CG Survey • Only 16% of SMEs have a Company Code of Corp Gov • Only 3% disclose of financials • 60% do not have succession plans 18 Areas of Focus of Corporate Governance Code for SMEs • Formalizing Corporate Governance policies and procedures • Board of Directors • Control environment (internal controls, audit and risk management) • Transparency and Disclosure • Stakeholder relations • Family Governance 19 The 9 Pillars of the Code One. Adopt a formal corporate governance framework outlining the roles of the key bodies such as partners, shareholders, board of directors and management - clear vision and business plan - clear roles of directors and managers - governance framework 20 Two. Conduct a succession planning process - long term process for orderly succession - planned and emergency scenario - early spotting & responsibility development - managerial and ownership succession 21 Three. Establish a timely, open and transparent flow of information with shareholders. - All shareholders treated equitably - Establish clear lines of communication with shareholders - Establish effective engagement mechanism to gauge views of shareholders Four. - - Endeavour to set formal Board of Directors to accompany the growth of the company Formalize decision-making process Add check and balance Add to strategic thinking Provide support and guidance to Management Consider set up of “Advisory” board for smaller companies (2-3 members) Appoint independent, non-executive directors with industry and business development skills 23 Five. Develop clear mandate for its board of directors to - oversee the operational performance of the business as well as evaluating and improving business strategies Define collective role and individual board members’ roles clearly Meet frequently as necessary Align board mandate and objectives with business’ goals Monitor and evaluate management’s performance 24 Six. Maintain credible book of accounts, which are annually audited by an external auditor - Maintain quality, timeliness, comprehensiveness and integrity of corporate financial statements (A company’s credit or investment worthiness is often based on its book of accounts) - Engage credible, independent accounting firms - Adopt Internationally-recognized accounting standards “the company’s story is its financial story” 25 Seven. Set up an internal control framework in place and - conduct a regular review of risk Establish a formal process for identifying significant business risk especially for growing SMEs Define risks broadly to include financial, strategic, regulatory, health & safety, IT Security & corporate reputation Align board and management risk tolerance levels Establish Internal Audit function to ensure risk management and governance framework in place 26 Eight. Recognize the needs of stakeholders - Broadly defined to mean employees, customers, suppliers, creditors, regulators, the community, etc which have relations with the enterprise - Establish clear relationships and engagement strategies 27 Nine. Formulate a framework setting out the family’s relationship with the business. - Set up family constitution setting out the family’s vision and policies regulating the family’s relationship with the company - “professionalize the business” “The first generation builds, the second generation enjoys, the third generation destroys” 28 2013 Activities • Focus on Investment – Readiness/Preparing for IPO • Annual Report Writing Workshops for SMEs • Corporate Governance Case Studies • Corporate Governance Advisors Network • Enterprise Risk Management (ERM) 29 Down load all Dubai SME publications www.dubaisme100.ae (resource center page) Thank You