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Corporate Governance in Africa

This practical Corporate Governance training programme examines current best practice in all aspects of corporate governance, from the new role of board committees and directors' responsibilities and powers, to best implementation of governance in day-to-day activities.

Description

This practical Corporate Governance training programme examines current best practice in all aspects of corporate governance, from the new role of board committees and directors' responsibilities and powers, to best implementation of governance in day-to-day activities.

The costs and benefits of best practice governance will be examined and practical guidance will be given on such issues as the relationship with shareholders and other stakeholders, managing and meeting the expectations of the market, international investors and local government and regulatory authorities. You will also discuss the challenges of implementing best-practice corporate governance in emerging markets and will include the specific requirements of banks and financial institutions.

Course Objectives

How will this course assist you?

This comprehensive 5-day programme will cover:

• The current state and direction of best practices in corporate governance in Africa
• Implementing and embedding best practices within your organisation /institution
• How to structure board committees, institutional policies and procedures to conform to international requirements and expectations
• How to communicate governance procedures to outside stakeholders including shareholders, governments and communities
• Implementing governance directives within the management of the institution Analysing the governance of African institutions
• Governance as a competitive edge
• Identifying and maximising the financial benefit from improved corporate governance and procedures

How will this Training Course be Presented?

Practical presentations on formulating and implementing modern international corporate governance principles will be blended with case studies drawn from recent international precedents. Workshop projects that simulate real-life experiences will help to reinforce key principles.

Who is this Training Course for?

Who should attend?

• Directors & Board Members
• Audit Committee members
• Company secretaries and governance professionals
• Corporate counsel
• Senior company management
• Investors and fund managers
• Analysts
• Regulators
• Securities exchange officials
• Lawyers & legislators

The Course Content

Day One

Corporate Governance

  • An introduction
  • Definitions and scope
  • Cultural aspect
  • Governance vs management
  • The Agency dilemma
  • The overall Regulatory Framework including Bribery and Corruption



Governance of non listed companies

  • Eg Private companies,family companies,
  • Code for unlisted companies
  • Charities and not for profit


Governance in the Public Sector

Governance in Emerging Markets

  • Why it is essential
  • Patterns of ownership
  • Protection of minority investors
  • Convergence of OECD Norms

 

Day Two

Corporate Governance in Banks

  • Agency issues
  • Culture
  • Rogue Traders
  • Regulatory Environment
  • Systemic crises and poor Governance

Governance of Listed Companies

  • Ownership
  • Shareholders Rights
  • Investor Relations.Best Practice
  • Insider Trading
  • Shareholder Activism
  • Listing Rules
  • The Annual General Meeting/General Assembly


What do Boards do?

  • Different types of Boards
  • Performance vs Conformance
  • Delegated matters
  • Boards and management
  • The Effective Board.Understanding Board Dynamics
  • Constitution
  • Mix and diversity
  • Protection of shareholder rights
  • Managing agendas,meetings and minutes
  • Communication with shareholders

Case Study:Managing a Board Meeting
What makes a good Board


Day Three
Setting the tone

  • Values and Ethics
  • Overseeing whistleblowing process
  • Corporate Social Responsibility
  • Sustainable Reporting
  • Integrated Reporting



Directors

  • Appointment
  • Hard and soft capabilities
  • Induction and training
  • Roles and responsibilities
  • Termination

Case Study:What makes a good director?

Non Executive Directors

  • How different
  • Objectives
  • The right appointment(s)
  • Getting value from them
  • Their roles
  • Ensuring independence


The Role of the Chairman

  • What makes a good Chairman
  • Qualities and capabilities
  • Beyond the Board meeting
  • Relationship with the CEO
  • Who appraises him/her
  • Different styles


Day Four

  • Boards and Strategy Setting
  • Setting the direction
  • Overseeing the process
  • Use of Professional Advisers
  • Reviews and value creation
  • Is the Board having the right conversation
  • Mergers and Acquisitions:Creating or destroying value?



Boards and Risk

  • Appreciating Risk
  • Framework for Risk Management
  • Boards’ Responsibilities
  • Best Practice for the Board
  • Risks facing the Board


When a crisis happens

  • Boards’ Responsibilities
  • Re assessing stakeholders
  • Who and how to deal
  • Preserving reputation and value



Day Five

Board Committees


  • Audit Committee
  • Roles and responsibilities
  • Membership
  • Terms of Reference
  • Relationship with Internal Auditors
  • Relationship with External Auditors
  • Since the Financial Crisis
  • Increased role of Audit Committees



Nominations Committee

  • Who to appoint
  • Roles and responsibilities
  • Succession Planning
  • Talent Management


Remuneration Committee

  • Membership
  • Main role
  • Executive Pay.The issues
  • Pay and Performance
  • Equity Ownership
  • Disclosures
  • Dividend issues


Board Malfunction

  • Why do Boards malfunction
  • Games and Power play
  • Importance of Chairman
  • Groupthink
  • Tone at the top
  • Role of non executive directors


Board Evaluation

  • Why
  • Process.From questionnaire to full process
  • The Regulatory environment
  • Who should do it
  • Working on feedback
  • Conflict issues
  • Working towards improvement
  • Ibrahim Index of African Governance(IIAG)

Case Study:Devising a Board Effectiveness Questionnaire

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