Corporate Governance: Improving Board Structure, Leadership and Performance

‘Global market forces will sort out those companies that do not have sound corporate governance.’

— Mervyn King

For many years, the systems of corporate governance in both public and private companies, have faced increasing demands and intensified scrutiny.

The sources of this trend are many, arising from an interest in stamping out corruption and self-dealing, providing better protection for minority shareholders, avoiding the concentration of power in one person functioning as both Chair and CEO, bringing a sufficient number of qualified independent directors onto boards and giving them key roles in audit, governance, compensation, nominations and other committees to provide a stronger set of checks and balances on management and controlling shareholders.

Guidance for effective practices in Anglo-Saxon jurisdictions has emerged over the past few decades from the reports from the Cadbury Commission, the Wates Principles, and other sources. Corporate Social Responsibility and proposed formal annual reporting on ‘ESG’ – Environmental, Social and Governance – and accountability to a broader set of stakeholders, have recently attracted more attention as they are embedded in national and regional approaches to reporting, and are found more and more prominently in global reporting standards.

Numerous academic studies have also shown the correlation of good governance with better decision-making, stronger financial performance and more effective risk management practices. The role of governance, along with good ownership, leadership, management and strategy can be essential to the long term health and prosperity of most companies around the world.

Instructors

Mark Daniell, Heinrich Liechtenstein, John Riches