Strategic Corporate Governance and Responsibility

When companies go off track – unexpected risks become a 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. 

You will also consider the principles and practices of corporate responsibility, looking at how it has evolved from philanthropic and religious roots into an enterprise-wide philosophy and a call to action for sustainability. It will consider why adopting a sustainable approach makes business sense for companies today, how it applies to different sectors, and why organizations need to take account of their various stakeholders when developing a sustainability plan.

The course will wrap with a summary of the key learning points, followed by an action planning exercise with a view to applying 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.

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 and succession planning

Running an Effective Board Meeting

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

Evolution of Corporate Social Responsibility

• From CSR to Sustainability
• Beyond philanthropy and charitable giving
• Criticisms of CSR

Business Drivers for Sustainability & Responsibility

• Why is sustainability good for business?
• The Language of Sustainability
• Sectoral issues in sustainability
• Planning for sustainable business practices

Engaging Stakeholders to Build a Sustainable Plan

• The Materiality assessment – what are the key issues?
• How do we impact our stakeholders?
• Stakeholder engagement
• Developing and implementing a sustainability plan

Measuring Stakeholder Impact

• The CSR Project – how it contributes to corporate sustainability
• What projects are taking place?
• What is the value of such projects?
• Are sustainability and CSR the same thing?

Course Review

• Summary and recap of key learning objectives
• Action Planning

This course is suitable for:

• Non-Executive Directors want to understand their role;
• Other Board members wishing to refresh their knowledge and skills;
• Chairs of organizations, Chief Executives, Company Secretaries, and Other Heads of organizations;
• Professionals, practitioners, and managers in corporate investment, as well as Leaders in state-owned enterprises, public, voluntary, and non-profit organizations;
• those needing to get to grips with good governance such as in-house counsel and Regulatory and Compliance professionals.
• Community Relations managers and executives
• Health, Safety and Environmental managers and officers
• Risk managers and professionals
• Legal and compliance managers and professionals
• Managers and staff who wish to develop business practices to help their organizations act in a responsible way.
• Managers and staff concerned with influencing or implementing corporate strategies that consider environmental, social and governance issues.
• Managers and staff are responsible for CSR projects.
• Managers and staff who plan and implement corporate policies in relation to community relations, environmental protection, health and safety, procurement and the supply chain.
• Any member of the organization who is tasked with developing sustainability or corporate responsibility initiatives or strategies.
• Executives are tasked with delivering business results while at the same time protecting and enhancing their company’s reputation for responsible behaviour.

Upon completion of this course, you will be able to:

• Describe what the legal duties of a director are.
• Recognize the characteristics of an ineffective Board.
• Review how to run an effective board meeting.
• Explain the roles and skills needed for key appointments to the board, including the chairman, company secretary and non-executive directors.
• Implement a performance measurement structure for individual directors and the board as a whole.
• Explain the wants and needs of institutional investors and how they may behave.
• Put into practice the duties of directors.
• Address the “stakeholder agenda”.
• Apply the FRC’s guidance on risk management and board effectiveness
• Explain how corporate governance can operate in different types of companies, including those owned by the state.
• Appreciate the emerging trends in corporate governance, such as ESG issues and Climate Change.
• Develop an understanding of what sustainability means for organizations.
• Unpick the different elements relating to “people, planet and profit”.
• Learn techniques to engage with stakeholders.
• Discuss approaches to prioritize action around material issues.
• Create the skeleton of a sustainability plan.
• Implement an Action Plan at your workplace using the knowledge and skills acquired through the course.