Strategic Governance in the Boardroom

About the Course

“Patisserie Valerie blackhole grows to £94M.” “Five people have been arrested and questioned over alleged accounting fraud at the Patisserie Valerie chain, the Serious Fraud Office has said.” (BBC News, dated 23 June 2023). Is this a salutary lesson in governance?

As a director of a company or a legal and compliance officer, have you asked yourself how did this happen? Could it have been prevented? Was the board blindsighted, and if so, what could have been done to mitigate it? Was the governance inadequate?

Ask the question, “What is governance?” The usual responses are: “How do boards make decisions?” “How are directors expected to behave?” or “What are directors’ duties?” However, governance is broader than just board duties and behaviours. Strategic governance for an organisation is the foundation for success and longevity. Strategic governance is synonymous with strategic leadership. Such leadership is an objective of all successful organisations – demonstrating authority, transparency, accountability, robust stewardship, effective internal risk controls, and corporate behaviours.

Today, governance frameworks should encompass the organisation’s ESG sustainable goals that create and increase the organisation’s social values and reduce climate change issues.

This 5-day interactive Strategic Governance in the Boardroom training course will introduce delegates to the purpose of a governance framework and its key pillars. It will also enable them to critique their current organisation’s framework, consider what changes are needed, and create transitional ESG planning through that framework.

Core Objectives

The delegates will achieve the following objectives:

• Recognise and appreciate the purpose and importance of an excellent strategic governance framework
• Identify the key factors that will determine a good governance framework, including ESG factors
• Appreciate the range of stakeholders whose interests will need to be taken into account when developing a governance framework and managing those relationships and obligations
• Consider how to improve the effectiveness of a Board
• Understand the decision-making and approvals process including what delegated authorities should be granted and how
• Develop a risks management approach to governance that ensures accountability to stakeholders and transparency for potential investors including statutory reporting obligations and compliance requirements
• Understand the appropriate levels of internal controls required to influence ethical behaviours within the organisation
• Apply the various tools to develop or improve the organisation’s existing governance framework

Training Approach

A blended learning approach drives this training course and draws on various learning techniques such as active learning, experiential exercises, group discussions, case studies, role play, and self-reflection activities. The resulting variety helps delegates stay engaged throughout the program by engaging with how to find solutions for problems and reviewing their own organisations’ governance frameworks. It also ensures delegates are provided ample opportunities to apply what they learn to real-world challenges they face in the workplace and have a development or action plan at the end of the course to implement changes at their organisations.

The Attendees

This training course suits business owners and founders, directors, non-executive directors, company secretaries, and chartered secretaries.

Likewise, it will be valuable to the professionals but not limited to the following:

• In-house Lawyers
• Financial Managers
• Risk Managers
• Compliance Officers

Daily Discussion

DAY ONE: INTRODUCTION TO GOVERNANCE

• Overview
• Purpose of Governance
• Why is Governance Important, and What is its Impact
• Who are the Key Stakeholders
• Developing the Stakeholder Map
• Identifying the Interests of Different Stakeholders
• Governance and Balancing of Stakeholder Interests

DAY TWO: KEY DETERMINANTS OF A GOVERNANCE FRAMEWORK

• Business Model Structure
• Strategic Purpose
• People, Culture, and Behaviours
• Operating Model
• ESG and Climate Change Factors Inherent in Businesses
• Identifying Key External Risks
• Identifying Key Commercial Risks – Financial, Organisational, Asset and People
• Developing the Risks Map

DAY THREE: RISK MANAGEMENT STRATEGY

• Responsibility for the Strategy
• Assessment of Risks
• Mitigating Risks
• Monitoring Risks
• Reporting and Escalation of Risks – Statutory or Management Reporting
• Raising Concerns, Investigations, and Remediation, including Crisis Management
• Developing the Risks Management Strategy

DAY FOUR: THE BOARD AND ITS EFFECTIVENESS

• Different Types of Directors – Executive and NEDs
• Directors’ Duties – Statutory and Fiduciary
• Different Organisational Management Structures
• What constitutes an effective Board
• Oversight Responsibility and Accountability
• Decision-making Processes and Transitional Planning
• Developing an Effective Board Organisation and Decision-making Process

DAY FIVE: DEVELOPING AN EFFECTIVE GOVERNANCE FRAMEWORK

• Review and Critique Existing Governance Framework of Your Organisation
• Apply Risks Map to Prioritise Business Risks
• Apply Risks Management Strategy to Define an Effective Board Organisation
• Apply Stakeholder Map to Define Decision-making, Reporting and Communications
• Define Requisite Internal Policies and Procedures to Manage Risks
• Define the Ethical Business and Operating Principles
• Consider Transitional Planning for ESG Factors