Advanced Strategic Corporate Governance

Description

Our Leadership and Structures of Corporate Governance training provides an insight into the fundamentals of this fascinating subject. Corporate Governance is about what Boards do and how they do it- how Boards are structured, what their priorities should be and what international codes set out as best practice. This course will provide a foundation for an understanding of Corporate Governance and provide a basis for subsequent training.

When companies go off track – unexpected risks become reality, unplanned-for claims arrive without notice, a sudden vacancy appears among top management – shareholders look to the Board of Directors for an explanation and a remedy. But how do we know if directors are effective? And how should we measure their performance? This course examines ‘what good looks like’ for members of a board when carrying out their duties – including the Board chairman, the Company Secretary and non-executive directors.

By attending this course, you will examine new and complex issues that are taxing the skills of even the most-experienced directors. These include the potential for conflict between activist shareholders and the board, the emergence of Climate Change as a threat to global security, the requirements to report publicly on what is called the “stakeholder agenda”, and the increasing focus of regulatory bodies, such as the Financial Reporting Council, on how boards are managing risk.

The course will wrap with a summary of the key learning points, followed by an action planning exercise with a view to apply the acquired knowledge and skills immediately upon your return to work. Post-course support is also available in relation to the implementation of your action plan, up to six (6) months following course completion.

What you will learn

Corporate Governance Fundamentals

• Corporate Governance defined
• Corporate Governance theories
• Corporate Governance Codes

Role of the Board

• Corporate purpose and strategy
• Corporate risk
• Corporate culture and Ethics
• Balancing the interests of Shareholders and Stakeholders
• Engaging with stakeholders

Board Composition and Structures

• Board Structures: Unitary vs Dual Boards
• Board Composition
• Board Committees
• Creating Board Diversity

Corporate Governance – Employee Representation on the Board

• Typical Board composition
• Why invite Employee Representation?
• Models of Worker Representation on Boards.
• Upsides and Downsides of Mandating Employee Representation

The Effective Board Director

• Directors Legal Duties
• What skills do Board directors need?
• What makes an effective board?
• Evaluating Board Performance

Leadership, Independence and Governance

• Role and skills of the Board chairman
• Roles and skills of the Non-executive director
• The company secretary as head of governance
• Role of Executives
• The Executive Committee

Performance Measurement and Remuneration of Directors

• Appointments to the Board & Succession planning

Running an Effective Board Meeting

• How to run an Effective board meeting
• Meeting Agendas
• Minutes
• Schedules

Institutional Investors and ESG Principles

• The role of institutional investors
• Investor activism
• The sustainable company

Regulation and Control on Corporate Behaviour

• Handling conflicts of interest
• Internal audit and other controls
• Regulatory controls on Boards

Corporate Governance Models

• Listed and Unlisted companies – governance compared
• Independence – the watchword for Boards and Directors
• Corporate Governance challenges in State Owned Companies

Emerging Trends in Corporate Governance

• What are the emerging priorities for boards in the third decade of the 21st Century?
• ESG issues and Climate Change
• New Existential threats, such as cyber security
• Refreshing the board

Course Review

• Summary and recap of key learning objectives
• Action Planning