Boards of directors have two key roles – a performance role to help the company perform well and achieve long-term success, and a conformance role to ensure that the company is transparent, accountable, and complies with ethical standards, rules and regulations. The Malaysian Code on Corporate Governance sets out the key responsibilities of the board relating to the performance and conformance roles.
To be effective, the board needs to focus on both performance and conformance. The performance and conformance roles are often linked – for example, in making major acquisitions to help the company grow, directors must also ensure that there is proper due diligence, the interests of the company and all shareholders are protected, and disclosure and shareholder approval rules are complied with.
In this 1-day program, participants will discuss real-life case studies of companies around the world covering topics relating primarily to the conformance role of the board. Participants should ideally have already completed a basic director training program. There will be minimal lecturing by the facilitator and the program will involve primarily discussion and debate among participants.
Cases will involve issues such as corporate culture; compliance obligations; disclosure of material information; conflicts of interest and related party transactions; bribery and corruption risks; whistleblowing; investigations; and crises. The cases will span a range of companies, including government-linked, family controlled and widely-held companies, and both financial and non-financial services companies.
At the end of the program, participants will be better equipped to:
- Set the tone and monitor the corporate culture;
- Discharge compliance obligations;
- Decide when and what information should be disclosed;
- Address conflicts of interest;
- Review and approve related-party transactions;
- Mitigate bribery and corruption risks;
- Respond to whistleblower reports;
- Oversee internal investigations;
- Deal with compliance issues and crises.
Who should attend?
Directors of public listed companies who have completed a basic director training program and would like to be further equipped to carry out their roles and responsibilities more effectively.
Should the Covid situation worsen and infection rates rise, we may resort to conducting the programs online or via a hybrid mode. In the event that that happens, please rest assured that participants will be notified ahead of time.