Since the identification of the inherent problem in the separation of ownership and control (management) of firms by Berle and Means in 1932, there has been a continuous attempt to create an improved framework for a more effective and sustainable governance of firms. These include the separation of the position of the Chief Executive Officer from that of the Chairman, creation of different committees such as risk, remuneration and promotion committees and the current and increasing demand for the appointment of more Independent Non-Executive Directors. Expectedly, the effective performance of their responsibilities as objective and competent Non-Executive Directors will depend among other factors on their requisite awareness and training of their duties and expectations. It will require their understanding of all the key issues in corporate governance and board effectiveness.
These include i. the key theories/models of corporate governance and the regulatory environment. Ii. Types of boards, board structures and ecosystem, board committees, duties of a Non-Executive Director and conflict of interests. Iii. The role of the boards in crafting, implementing, reviewing and sustaining the short, medium and long-term vision and strategy of the firm; risk management and sustainability; the relationship between the executive management and non-executive directors on one hand and the board and other stakeholders of the firms on the other hand. Iv. Key selection requirements for Non-Executive Directors in private, public and not for profit organizations; the appointment process, one- page profile and due diligence for NEDs and INEDs.
The ‘Become a Non-Executive Director’ programme delivered by a recognized faculty of experts is designed to provide a concise and precise training and awareness on the opportunities and responsibilities of a Non-Executive Director in order to enhance the effective corporate governance, performance, and sustainability of firms.
Key Learning Objectives/ Benefits
- Detailed understanding of the requirements and characteristics expected of a Non-Executive Director.
- Critical examination and understanding of the duties and responsibilities of a Non-Executive Director
- Good understanding of the key corporate governance issues, the Board Ecosystem and Structure and link to the Non-Executive Director
- Review and examination of the role of the Board (NED) in creating, contributing, reviewing, changing and promoting the Strategy of the firm
- Evaluation of the role of the NEDs in effective risk and sustainable management of the firm through the different board committees (remuneration, audit, nomination, risk, CSR).
- Demonstrate a critical awareness of the current and future trends in board effectiveness, risk and sustainable management of firms in Nigeria and beyond
Overview of Corporate Governance and the Board
- What is Corporate Governance, its state in Nigeria and cases of corporate governance failures
- Reform of Corporate Governance in Nigeria and the codes (private, public and not-for profit firms)
- Corporate Governance and the Regulatory Agencies
- Corporate Governance, Ethics and Risk Management
- The Board Ecosystem and Board Structures
- Board Committees and their Responsibilities
- Regulatory Requirements for the Appointment of Independent Non-Executive Director (INED)
Non-Executive Director, the Board, Strategy and the Selection Process
- Who is a Non-Executive Director(NED) and Independent Non-Executive Director (INED)
- Board Committees and Duties of NEDs and INEDs
- The Board (NED) and Short, Medium and Long Term Strategy of firms
- The Board (NED) as the Overseer, Trustee, Companion, Escort and Protector of a Firm with a focus on Nigerian turbulent business environment
- Establishing a Compliance & Risk Management Culture
- Type of (I)NED for Private, Public and Not-for Profit Organizations (Skills, Experience and Qualification)
- One-Page Profile, Curriculum Vitae, Networking Strategies and the Selection Process
- Non-Executive Director and Due Diligence