Decision

Advice letter: Dominic Johnson, Non-Executive Director, Potentially Ltd

Published 29 April 2026

1. BUSINESS APPOINTMENT APPLICATION: Lord Johnson of Lainston CBE, former Minister of State (Minister for Investment), Department for Business and Trade – Paid appointment as a non-executive director, Potentially Ltd

Thank you for your application, under the Government’s Business Appointment Rules for Former Ministers (the Rules), for my advice on joining Potentially Ltd as a non-executive director. 

The purpose of the Rules, as you will be aware, is to protect the integrity of government and to avoid any suspicion that those who have served in government might profit improperly from that experience or that an employer might gain unfair advantage through privileged access to government. To achieve these aims, I designate conditions that former ministers must follow. 

The material information and my consideration are set out in the annex. In light of this, I consider the following conditions to be appropriate, recognising that it is your responsibility to ensure that these are demonstrably applied in practice:

• Privileged information condition – You should not draw on (disclose or use for the benefit of Potentially Ltd, including its related parties) any privileged information available to you from your time in ministerial office. This is an ongoing duty irrespective of the time elapsed since you left office.

• Lobbying condition – For two years from your last day in office, you should not become personally involved in lobbying the UK Government or its arm’s length bodies on behalf of Potentially Ltd (including its related parties); nor should you make use, directly or indirectly, of your contacts in the government and/or ministerial office to influence policy, secure business/funding or otherwise unfairly advantage Potentially Ltd (including its related parties).

• Contracts and bids condition – For two years from your last day in office, you should not undertake any work with Potentially Ltd (including its related parties) that involves providing advice on the terms of, or with regard to the subject matter of, a bid with, or contract relating directly to the work of, the UK Government or its arm’s length bodies.

• Business development restriction – For two years from your last day in office, you should not become personally involved in lobbying contacts you acquired during your time in office in other governments and organisations for the purpose of securing business for Potentially Ltd (including its related parties). 

I would be grateful if you would note the following points:

• My advice is not an endorsement of the appointment.

• The advice relates solely to your previous role in government; it is separate from rules administered by other bodies such as the Office of the Registrar of Consultant Lobbyists, the Parliamentary Commissioner for Standards and the Registrar of Lords’ Interests. It is your personal responsibility to understand any other rules and regulations you may be subject to in parallel with my advice.

• By ‘privileged information’, I mean official information to which you had access as a consequence of holding office and which is not publicly available. You are also reminded that you may be subject to other duties of confidentiality, whether under the Official Secrets Act, the Ministerial Code or otherwise.

• By ‘related parties’, I mean any parent companies, subsidiaries, clients and/or other partners as may be relevant.

• As set out in the Rules, the lobbying restriction means that former ministers ‘should not engage in communication with government (ministers, civil servants, including special advisers, and other relevant officials/public office holders) –wherever it takes place – with a view to influencing a government decision, policy or contract award/grant in relation to their own interests or the interests of the organisation by which they are employed, or to whom they are contracted or with which they hold office’.

As soon as you take up the appointment, or if it is announced that you will do so, you are obliged under the Rules to inform my secretariat who will then publish this letter. You must also inform us if you propose to extend or otherwise change the nature of your role as, depending on the circumstances, it may be necessary for you to make a fresh application.

Yours sincerely,

Sir Laurie Magnus CBE

Independent Adviser on Ministerial Standards

2. Annex – Material information and consideration of the risks 

2.1 The role

You wish to take up a paid, part-time role as a non-executive director of Potentially Ltd, a start-up AI company that will create software to enable users to create, monetise and protect their AI creations. You stated in your application that you will have standard non-executive director duties, which include responsibility for corporate governance and, possibly, meeting with prospective investors for fundraising purposes. 

You confirmed that you will have no contact with government in this role. 

2.2 Dealings in office

You said that, though you met with AI companies during your time as Minister, none were direct competitors of Potentially Ltd. You confirmed that you neither met with, nor made any policy, regulatory or commercial decisions specific to, Potentially Ltd. You stated that you had no access to information that could unfairly advantage the company.  

2.3 Departmental assessment

The Department for Business and Trade (DBT) confirmed the details you provided in your application, including that you had no access to information that could offer an unfair advantage and that you made no decisions specific to the company. The department had no concerns and recommended the standard conditions. 

2.4 My consideration of the risks 

You made no policy, regulatory or commercial decisions specific to Potentially Ltd – the risks of this appointment being perceived as a reward for decisions or actions in office is therefore limited.

As Minister, you met with AI companies and likely had access to information that could benefit Potentially Ltd, particularly around the Government’s AI investment objectives. However,  DBT has no concerns over your access to privileged information and 20 months have passed since you had access to government information. The risk here is therefore limited. 

As a start-up AI company, Potentially Ltd will have an interest in government policy. You confirmed that you will not have contact with government, and I note that the role is centred on corporate governance and does not include lobbying. In view of this, the risks here are appropriately mitigated by the standard lobbying and contracts and bids conditions. 

Your proposed role may include engaging with investors for potential fundraising purposes. You will likely have a wide network from before you entered government. You will also, however,  have contacts acquired as a result of your ministerial role and there is therefore a risk that you could be seen to advantage Potentially Ltd unfairly were you to draw on such contacts to secure funding on the company’s behalf. I have therefore applied a restriction to prevent you from lobbying any contacts acquired solely from your time in office for the purpose of securing support, or any other form of business, for Potentially Ltd.