Corporate Governance: Principles, Policies and Best Practices

Start Date End Date Venue Fees (US $)

Corporate Governance: Principles, Policies and Best Practices

Introduction

Corporate governance is a very important topic that started getting more attention in business schools and among legislatures a few years ago, with this trend only increasing. There are different models for corporate governance but all aim at organizing the relation between the company and stakeholders. Governance models start with Shareholder Wealth Maximization (SWM) that stresses owners’ rights, as applied mainly in the US and UK. Other methods of governance, applied in Germany or Japan, for example, bring other stakeholders strongly into play: mainly the workforce and the bankers. In addition to these models, this course also covers the reasons why board members may be one tier or two tiers and include discussions about board structure, committees, and their functions and duties, especially the audit committee and the appointment and remuneration committee. Other topics discussed are the role of the chairman and the effect of institutional investors.

Objectives

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

    • List the essential fundamentals and significance of corporate governance
    • Analyze corporate governance structures and risk management policies
    • Assess the ethical and policy considerations underpinning shareholders, the board of directors, auditors, senior management, and executives
    • Put into operations new strategies to improve their corporate performance
    • Apply and utilize corporate governance best practices​

Training Methodology

This is an interactive course. There will be open question and answer sessions, regular group exercises and activities, videos, case studies, and presentations on best practices. Participants will have the opportunity to share with the facilitator and other participants on what works well and not so well for them, as well as work on issues from their own organizations. The online course is conducted online using MS-Teams/ClickMeeting.

Who Should Attend?

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.

Course Outline

Day 1: Overview of Corporate Governance (CG)

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

Day 2: 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 3: Functions and structures of corporate governance

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

Day 4: Practical corporate governance best practices

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

Day 5: 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

Accreditation

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