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Corporate Governance: Principles, Policies and Best Practices

This course covers the reasons why governance fails and how to avoid that and improve it. It also includes discussions about board structure, committees, their functions and duties, like the audit committee and the nomination and remuneration committees.

Description

Corporate governance is a key topic that is attracting more attention in business schools and among legislatures, with this trend only increasing. While there are different models for corporate governance, all of them aim at organizing the relation between the company and the stakeholders. Governance starts with regulators and shareholders, but other stakeholders can affect its success. This course covers the reasons why governance fails and how to avoid that and improve it.   It also includes discussions about board structure, committees, their functions and duties, like the audit committee and the nomination and remuneration committees.

Course Objectives

By the end of the course, participants will be able to:

  • List the principals of corporate governance
  • Analyze corporate governance structure
  • Assess the performance of the board of directors
  • Advise on corporate governance in the organization
  • Apply corporate governance best practices

Who is this Training Course for?

Board members, chief financial officers, senior management, directors, finance managers, financial controllers, accounting and finance personnel, legal counsel, corporate legal advisors, corporate secretaries, lawyers, external and internal auditors, HR managers, and department heads.

The Course Content

Day 1:

Overview of Corporate Governance (CG)

  • Definition of corporate governance
  • The scope of corporate governance
  • Essential corporate governance principles
  • The macro governance picture
  • Philosophies affecting corporate governance
  • CG code of conduct and global principles

Day 2:

Models and mechanism of CG

  • The Shareholder Wealth Maximization (SWM) model
  • The Corporate Wealth Maximization (CWM) model
  • International models of corporate governance
  • The board of directors
  • The audit committee
  • Environment for corporate control

Day 3:

Stakeholders in corporate governance

  • Stakeholders
  • Shareholders rights
  • Different types of directors
  • Directors’ duties and rights
  • Role of chairman and corporate officers
  • Internal auditors and external auditors
  • Institutional investors and minority stakeholders
  • Organization for Economic Cooperation and Development (OECD) view on stakeholders
  • Deloitte governance framework
  • KPMG professional judgment process
  • Risk based decision making
  • CG failure effects
  • The efficient board

Day 4:

Functions and structures of corporate governance

  • Starting from board of directors
  • Alternative board structures
  • Unitary and two tier board models
  • Independence of the board
  • Selection, remuneration and evaluation of the board
  • Analyzing current company’s CG system
  • Planning and organizing CG objectives and resources
  • Communicating and implementing CG principles

Day 5

Practical corporate governance best practices

  • International Corporate Governance Network (ICGN)
  • OECD corporate governance principles

Disclosure and transparency

  • Financial and operating results versus company objectives
  • Remuneration policy for board members and key executives
  • Related party transactions
  • Timely, accurate and cost efficient access to information by users

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