Subsidiary Governance and Delegation of Authority
HundredEast, an independent advisory firm in Bangkok, links headquarters and subsidiaries in Thailand, Asia and the West on governance and accountability.
Where this usually starts
A foreign-owned company in Thailand and its headquarters abroad can face different versions of the same problem. Group reports may miss local exposure. Approval structures may delay decisions for which local management remains accountable. A restructuring at the parent can unsettle customers of an otherwise functioning subsidiary.
HundredEast works with group leadership and subsidiary management to assess operating performance, test the explanations behind reported results and agree corrective action. The work can cover margins, overdue receivables, inventory and other causes of underperformance, alongside reporting and delegated authority. Responsibilities are defined across group, region and country, with clear approval limits and a regular review of actions and results.
When a group event creates uncertainty, HundredEast helps management explain the position to senior counterparties and address the implications for ongoing business. When the problem is local, it works through the corrective actions with headquarters and subsidiary management.
What gets decided
- A delegation-of-authority matrix setting decision rights and approval thresholds across headquarters, regional leadership and country management
- Subsidiary-board composition, signing authority and directors' duties, including those under Thailand's Civil and Commercial Code and each company's articles of association, with local legal advice
- Financial and operating reporting, performance reviews and thresholds for escalation to headquarters
- Corrective action on margins, overdue receivables, inventory and other causes of underperformance
- The internal control framework, including segregation of duties and control responsibilities across entities, sites and shared functions
- Local operating priorities and customer and supplier communications during parent-company restructuring
Two engagements
HundredEast's founder carried the Asia-Pacific P&L for an industrial manufacturer's regional business, with three plants in China, Thailand and India. He reported to headquarters in the United States.
He put the region on a monthly performance review, run against a performance management matrix. Receivables were worked with the commercial and finance teams together. Inventory was worked plant by plant with each plant manager, through purchasing and through tighter forecasts from the sales team. Past-due receivables and regional inventory both came down.
During the same period the parent company went through a restructuring in the United States. The regional entities stayed outside it and kept trading. From the announcement to completion, senior people at the region's customers and suppliers dealt with him directly, and he answered their concerns about the business himself.
For a US industrial group with plants in several countries across the region, he built the case for a regional headquarters, from BOI and tax incentives to logistics and treasury, and took it through two executive committees to approval.
How an engagement runs
- 01
A first conversation carries no fee and no obligation.
- 02
What follows is an independent review, a health check of governance and controls between headquarters and the subsidiary, scoped in working days against a fixed fee agreed before it starts, ending in a written report that carries the diagnosis and the proposal for a mandate.
- 03
Mandate fees are then structured around the number of entities, countries, sites and people the work has to cover.
Hourly rates are excluded.
Coordinated specialists
Legal and intellectual property, audit and tax, customs, data protection, product registration and executive search. Each is handled by a specialist you engage directly, so you see their fees and contract with the people carrying the professional liability.
When the subsidiary needs more
Turnaround & Restructuring
When the subsidiary is losing money and the explanation doesn't hold.
Board Advisory
Standing up a subsidiary or regional board that headquarters can rely on.
Market Entry & International Expansion
For companies entering Thailand, and Thai and Asian companies expanding into Europe and North America, from the commercial case to route to market.
Want control and clarity across the whole group?
Most engagements start with somebody describing a situation that looks a lot like the one above.
References are available on request. Introductions can be arranged, in advance.