Index investing, stakeholder mandates and regulatory changes have widened managerial discretion. We help restore oversight and competitiveness.
Corporate Governance Due Diligence
ttesdorff Diligence GmbH conducts corporate governance due diligence for active investors in public and transactional contexts. Our mandates comprises (i) the identification of companies exhibiting governance risk indicators, and (ii) the formulation and testing of engagement hypotheses through structured due diligence of board composition, director qualifications, conflicts of interest, remuneration systems, ownership structures, AGM materials and governance frameworks. Particular attention is given to mechanisms that enable managerial or board entrenchment.
Unique Research & Benchmarking
ttesdorff Diligence GmbH maintains a database of more than 4,000 corporate reports and an expanding set of hand-collected data on governance features frequently observed in active engagement situations. This permits systematic benchmarking and facilitates an assessment of whether observed governance arrangements deviate from established practice or reflect recurring patterns associated with agency risk.
Robustness through triangulation
We triangulate our findings with a review of strategic corporate communication and targeted financial and accounting analysis. Communication is examined to assess how boards and management articulate corporate purpose, capital allocation priorities, and stakeholder commitments, and whether such articulation is consistent with shareholder interests. Our supplementary financial review focuses on capital allocation, capital structure, stock-based compensation practices, and earnings normalisation to clarify the economic relevance of identified governance issues.
Substantiated Engagement Theses
Our integrated approach results in a structured report, supported by a data book and comprehensive data room, designed to provide substantiated engagement theses from a shareholder perspective.
Reference Project
Prospective clients may be guided through a reference project on a public firm in a personal appointment. This walkthrough illustrates the analytical framework, depth of review, structure of findings, and the derivation of engagement levers in practice. For scheduling an appointment, please contact office@ttesdorff.ch.