Advanced Corporate Legal Advisers and Chartered Company Secretaries
Starting dates and places
Description
- Company Executive and Non- Executive Directors
- Shareholder representatives
- Pension and Investment Fund Managers
- Public officials in a regulatory, supervisory or compliance functions
- Company Secretaries of public companies
- Executives involved in strategic and operational functions, including finance, corporate strategy, human resources, and government affairs.
- Senior managers involved in setting up corporate governance initiatives
- Corporate lawyers who wish to improve their understanding of new company law developments concerning corporate responsibility.
- Investor Relations managers responsible for their organisation’s dealings with the finance community.
Course objectives
- To …
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- Company Executive and Non- Executive Directors
- Shareholder representatives
- Pension and Investment Fund Managers
- Public officials in a regulatory, supervisory or compliance functions
- Company Secretaries of public companies
- Executives involved in strategic and operational functions, including finance, corporate strategy, human resources, and government affairs.
- Senior managers involved in setting up corporate governance initiatives
- Corporate lawyers who wish to improve their understanding of new company law developments concerning corporate responsibility.
- Investor Relations managers responsible for their organisation’s dealings with the finance community.
Course objectives
- To familiarise participants with the duties of company directors
- To examine how company boards organise themselves
- To alert attendees to the underlying issues which led to the creation of corporate governance as a discipline
- To highlight the checks and balance that apply to the boards of listed companies
- To study the framework of governance rules that has been created by the UK Corporate Governance Code.
- To refresh existing and develop new commercial skills for executives working in or managing the legal function
- To highlight the importance of the Company Secretary’s role
- To practice tools and techniques in negotiation
Course content
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
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