What is corporate governance?
- Essential structures of corporate governance
- Principle functions and responsibilities of the Board
- Setting the company strategic direction
- Establishing corporate values
- Holding the executives to account
- Maintaining the corporate reputation
Company Directors and Company Boards
- Duties of a Director
- Promoting the success of the company
- Role of the chairman
- Executive and Non-executive directors
- Making a difference using non-executive directors
Corporate failure resulting from poor governance
- The ineffective board
- Examples of corporate failure: Maxwell, Polly Peck, Enron, Worldcom
- Analysis of the banking crisis as a failure of governance
- Sarbanes-Oxley and other regulatory responses to corporate governance failure
- Lessons learned from corporate failures
Protecting shareholders and other stakeholders
- The UK Corporate Governance Code
- The Comply or Explain rule
- How to protect the shareholder?
- Communicating with the shareholder
- A Legal framework for corporate governance
Corporate Social Responsibility (CSR)
- The pressure for corporate behaviour change
- The Legal Background of CSR
- Company directors’ obligations and CSR
- Voluntary measures
- Is CSR “Just Public Relations”?
- CSR and corporate governance links
Roles and responsibilities of company secretary
- Assisting the Board
- Record keeping
- Managing the registered office
- Supporting and managing board and company meetings
Roles and responsibilities of corporate legal department
- Typical functions
- Adding value to company performance
- Reducing corporate risk
- Measuring corporate legal performance
Resolving legal disputes
- Litigation
- Principles of Arbitration
- Non-binding dispute resolution methods
- Mediation
- Conciliation
Negotiating, drafting and structuring legal agreements
- Contract law refresher
- Drafting legal agreements
- Negotiation principles
- Tools and techniques for negotiation
- What are our negotiable?
- BATNA