Course Overview

In today’s complex and volatile market dynamics, there is growing scrutiny on the role and performance of the Board of Directors. Appointed by the shareholders, the directors are effectively the agents of the company and it is their duty to ensure that the company achieves its strategic objectives, and its assets are safeguarded.

Furthermore, since the enactment of Sarbanes-Oxley, most of the countries have come up with their own Code of Corporate Governance, and the compliance is closely monitored by the Stock Exchange regulators. In most countries, it is now mandatory for Directors to attend a course on Corporate Governance.

All directors, whether incumbent or incoming, must work in unison and at the same time share a special sense of bond and camaraderie. Coming from different backgrounds, they bring valuable experience to the organisation and must learn from each other.

With changing business environment, regulations and compliance issues are evolving. Continuous education of the board ensures that the directors are aware of their fiduciary duties and have the necessary knowledge to fulfil them. Organisations investing in training their directors have a direct bearing on their performance and continual training turns an average board into a high-performance board. What will be covered in Corporate Governance

Training for Board Members? Our course in Corporate Governance offers an excellent learning experience with a view to set up a high performing board to meet the global business challenges. In this course, you will learn some of the best Board practices, the composition of the Board, and the roles of various Board Committees.

The ZOE programme addresses key governance issues such as transparency, accountability, independence, and the need to ensure adequate internal controls. In addition, the programme covers understanding financial reports, particularly for professionals with non-finance backgrounds.

Course Objectives

The key objectives of this Corporate Governance Training for Board Members are to:

• Ensure a sound basis for an effective corporate governance framework
• Confirm that the composition of the board is well-rounded
• Empower and equip the Board with skills required to perform their duties as Directors
• Ensure a thorough understanding of the key areas of the code of corporate governance
• Introduce best practices of the Board for an effective and efficient management
• Promote transparency, accountability, fair disclosure, and equitable treatment for all stakeholders across the organisation
• Avoid conflict of interest within the organisation
• Ensure efficient internal controls and risk management systems within the company
• Understand roles of directors, management, and various committees of the board
• Apply the knowledge and information received through the training program to enhance existing systems and processes within one’s organisation, contributing to organisational growth and development
• Understand regulatory and reporting requirements and ensure compliance
• Promote and encourage environmental and social activities for the overall good of the community

Training Methodology

This collaborative Corporate Governance Training Certification for Board Members & Directors will comprise the following training methods:

• Lectures
• Seminars & Presentations
• Group Discussions
• Assignments
• Case Studies & Functional Exercises

Zoe Talent Solutions follows the ‘Do-Review-Learn-Apply’ model.

Organisational Benefits

Upon completion of this Corporate Governance Training Certification for Board Members & Directors, delegates will be able to derive the following benefits for the organisation:

• Gain an in-depth comprehension of the scope and key principles of corporate governance
• Ensure that the governance system is aligned with the overall mission and vision of the organisation
• Maintain good relationships with employees, business partners, government entities, and other stakeholders
• Evaluate and mitigate risk while maximising opportunities through strategic board-level decisions
• Ensure that effective internal controls exist so as to safeguard the company’s assets
• Promote a culture of transparency and fairness with all stakeholders
• Play a meaningful advisory role within the context of an increasingly digital landscape
• Emphasise the importance of effective Internal Controls and Risk Management
• Adopt best practices of corporate governance
• Interpret financial information and provide effective oversight accordingly
• Evaluate the effectiveness of the board as well as the performance of individual directors
• Review and revise policies and systems in order to stay relevant and competitive in the market

Personal Benefits

Upon completion of this Corporate Governance Training Certification for Board Members & Directors, the participants will personally benefit in the following areas:

• Play a strategic role in their organization’s success and achievements
• Fill any knowledge or skills gaps that will increase their effectiveness
• Boost their confidence with a deeper understanding of the role of a director or future director
• Understand financial statements and develop the ability to question figures
• Familiarise with the requirements to check that the board has been set up in accordance with the best business practices
• Understand the process of evaluating other directors and board meeting process
• Gain enough knowledge to train other professionals on various aspects of corporate governance
• Acquire detailed information about corporate governance, including the corporate governance code, principles, models, policies, and best practices
• Develop the ability to establish and manage clear policies and guidelines of corporate governance, in turn inviting further opportunities to assume higher roles and responsibilities
• Enhance the knowledge and skills needed to identify and manage both risks and opportunities

Who Should Attend?

• Chairmen
• Members of the Board of Directors
• C-suite Executives, CEOs, CFOs and COOs
• Independent Directors
• Company Secretaries
• Legal Advisors
• External and Internal Auditors
• Members of the Board Committees
• Senior Executives, Members of Management Committees
• HR professionals working closely with the boards
• Shareholders eager to learn the principles and requirements of code of corporate governance
• Aspiring board member

Course Outline

Module 1: Introduction to Corporate Governance

• Principles of Corporate Governance
• Objectives of Corporate Governance
• The 4 Ps. of Governance
• Key players in Corporate Governance

Module 2: Board of Directors

• Composition of the Board
• Duties and Responsibilities of the Chairman of the Board
• Duties of Directors
• Independent Directors
• Role of Company Secretary
• Board Evaluation
• Board’s Best Practices

Module 3: Board Committees

• Purpose of Board Committees
• Audit Committee
• Remuneration Committee
• Technical Committee

Module 4: Introduction to Risk Management

• Identification of Risks
• Risk Assessment
• Risk Mitigation
• Monitoring
• Reporting

Module 5: O.E.C.D. Guidelines

• Effective corporate governance framework
• Equitable treatment of shareholders
• Institutional investors and other intermediaries
• Disclosure and transparency
• The responsibilities of the board

Module 6: Understanding Financial Statement

• Balance Sheet
• Income & Expenditure Account
• Cash Flow Statement
• Statement of Changes in Equity
• Horizontal & Vertical Analysis
• Ratio Analysis

Module 7: Finance for Non-Finance Professionals

• Understanding key Financial Statements
• Generally accepted Accounting Principles
• Basic Accounting Terms
• Internal Accounting Standards/ IFRS
• Capital and Revenue Expenditure
• Revenue Recognition Policy

Module 8: Internal Controls

• Internal Checks and Segregation of Duties
• Duties of Internal Auditors
• Duties of External Auditors
• Supreme Audit Authority (Only for Public Sector)

Module 9: Role of HR Department

• Liaison with Remuneration Committee of the Board
• Policies and Procedures of the Company
• Effective Succession Planning and Training Requirements
• Code of Ethics
• Whistle-Blowing
• IS0 30408 Guidelines
• Best practices in Human Governance