Founded in 1969, Sysco Corporation is the global leader in food and related products, primarily to the foodservice or food away-from-home industry. Sysco, acting through its subsidiaries and divisions, provides products and related services to over 650,000 customer locations, including restaurants, healthcare and educational facilities, lodging establishments and other foodservice customers. With sales in 2019 of $60.1 billion and more than 69,000 associates, the company operates more than 320 distribution facilities worldwide.
At Sysco, the underlying principle for proper corporate governance is a simple one: Do the right thing. The business is built on quality relationships with customers, suppliers, communities and its shareholders, which depend on mutual trust and understanding. That trust is earned, not just by adhering to the letter of the law, but also by acting within the spirit of the law.
The biggest risks Sysco has with its entities is keeping up-to-date with each of them are doing business and making sure they are in good standing, both in North America and in Europe. In her role as Senior Paralegal, Corporate Governance and Entity Management, Carrie Tindal must ensure she has accurate data, so she can file on time, if not sooner, and maintain compliance in each jurisdiction. Sysco’s transport vehicles that transport food and other items regularly cross over state lines. If the entities they operate from are not in good standing, they could potential-ly be pulled over and severely fined. It is imperative that the Corporate Governance team files the necessary registration and annual renewals so that Sysco’s subsidiaries have piece of mind that they can run their day-to-day business without having to worry about being in compliance.“About a year ago Sysco started using Diligent Entities. Carrie Tindal explains, “Previously, we were using a system to manage our entities that was very limited and without much flexibility. As a global company with over 300 active entities and divisions, we needed a system that would allow us to track not only US and Canadian companies, but also companies in Europe, China, and South America.”
“What I love most about Diligent Entities is that it’s got a lot of arms and legs. There’s a lot of moving parts that you need to manage for an entity. You have to keep up to date with who your officers and directors are for your company. You also have to be able to find assumed and former names and the dates in which they existed, including the filed documents relating to these names and provide this to other internal groups at a moment’s notice. You have to know the jurisdictions each entity is qualified to do business, including filing annual/bi-annual registrations for each jurisdiction in which they’re doing business, and we have a lot of jurisdictions, and one of my responsibilities is to file such reports with at the state level with the Secretary of State and Tax Departments but sometimes we get even more granular and have to file at the county level. Now that we have Diligent Entities, we can track all that.” Says Carrie.
Sysco can now track information and be able to report on this data that previously they couldn’t. Carrie gives an example, “Within every entity created, I have created a custom tab where we’re tracking not only the jurisdiction, but how we’re filing (electronically or snail mail with a physical check), if we’re doing the filing or if we have a third-party filing, and the cost of each individual filing. Then we can run reports either by entity or by jurisdiction to find out how much we’re actually paying. It has dramatically improved our visibility of our corporate information and even provided colour on entity rationalisation discussions.”Diligent Entities centralises all Sysco’s entity information in one place. Carrie comments, “This is tremendous because if I’m not in the office and somebody needs something, they can go directly into Entities and find it very easily.”“If we didn’t have Diligent Entities, or any other system for that matter, it would be an arduous task of looking through various spreadsheets, emails, historical filings, etc., searching for this information on a daily basis.” Carrie continues, “Having all this information electronically and in one central location makes your life a lot easier. Instead of dealing with inefficiency and poor time management looking for information, you can answer with confidence that you have the information and that that information is correct.”
Diligent Entities has helped make Carrie’s life easier, has given her more confidence in the entity data, and better oversight. “Diligent Entities has made my life easier. We knew we had some dirty data when we moved over from the former software program to Diligent Entities and because Diligent is so flexible, it’s brought that dirtiness to the forefront. I’m having to do a lot of clean up right now, but it is worth the reward at the end. We’re able to run reports that are a lot more customisable with Entities. I can see information that we couldn’t really see before unless we knew specifically which entity to go into. I’m able to do searches that I wasn’t able to do in the previous system, so it’s certainly made my life a lot easier.”Accurate data is vital to having confidence in the compliance function, Carrie explains, “Since we adopted Diligent Entities, I feel more confident in our data and a lot more comfortable that the changes I’ve made are based on a good understanding of our data.” A combination of the right tools and processes means you can drive forward improvements to your governance. “I can run reports on what is missing and work towards reducing the gap to where I want to be. It’s a child in development but I see good things from it going forward.” Says Carrie.
As many governance professionals are finding, Carrie’s role is more complex than it used to be and comes with a growing workload. Carrie is responsible for over 600 filings per year. Governance professionals are key to the smooth running of the business. At Sysco, the Corporate Governance department works with Tax and Treasury departments, providing them with the information they need and working on projects together, for example the annual report with the Tax department. At Diligent we want to support governance professionals in this increasingly complex and fast-moving world. We are integrating our products for an end-to-end governance platform that will drive good governance forward according to the needs of that organisation’s situation. Simply put, our solutions provide the right information to the right people at the right time. As a user of Diligent Boards and Entities, Carrie can see the value in this, “The integration means we could have security around a particular entity that is involved with our parent organisation. We could share documents for that entity with the parent board and limit access to certain individuals. It is valuable because we won’t have to worry about pulling the minute books when you’re having an audit. ”Like all Diligent’s modern governance solutions, Entities helps its users by automating manual processes, giving them more time become more strategic. Carrie describes what the future looks for her, “I want to able to devolve responsibility to our offices globally, so they can input the data, and I can use my experience to verify the data, mentor future governance professionals and advise the business based on my knowledge from my years of being in corporate governance.”