2019 Company Board Director Roles and Responsibilities 2 Days (WS8379)
Company Board Director Responsibilities and Roles Training Course, The 2 days can be split
Chartered Management Institute Recognised Training Centre for Director Training Courses. This 2-day training course is a CMI Recognised Director Training Course.Formal Certificates of Professional Development will be issued to participants who successfully complete this training course, in print for the 2-day training course and by email for the 1-day training course. These certificates will be accepted as evidence for CPD purposes by most professional institutes and associations, including the Law Society, the CIM, the CMI, the ICAEW, the Institute of Learning and the CIPD.
"Excellent" Delegate Comments on the Company Director Training Course
'Plenty of information, very adaptable to the needs of the group, plenty of pace, lots of case studies, very helpful two days.'
Karen Mayhew - Chief Executive, Havebury Housing Partnership
'Course Leader is Outstanding, Excellent course.' R. Senior – Operations Director, The Chord Company Ltd
'Very informative and pitched at the right level. Answered all questions very well and from an informed background. Excellent course.' Emma Steele – Director, John Lamb LLP
'Found the course really useful.'
Sarah Selvanathan– Deputy Chief Executive, Elmbridge Borough Council
'Open Discussions, not pretentious, great examples of scenarios to explain theory in practice.'
Amanda Haley – Technical Director, Ian Firth Hardware Ltd
'Phil has good knowledge and an enthusiastic and effective delivery.'
Andrew Naismith – Managing Director, CAE Aircrew Training Services Plc
'Great examples of practical applications. Encouraged discussions throughout the group. Very Informative.'
Susanne Hughes – Deputy Chief Executive, Shaw Healthcare Ltd
'As a director, it is exactly what I needed. The awareness and learning outcomes fit very well with my expectations. Thank you.'
Darren Payne – Director, Rhodar Limited
'Well Delivered Course, supported with excellent literature. Provided good information and structure' Martin Clarke- Technical Operations Director, Drywrite Ltd
'Great interaction and good pace' Ben Ward - Director, Willmott Dixon Plc
'Very clear; well structured; excellent examples. Course leader has a great presentational style leading to good discussions'
Mark Simmons - Director, Plasser UK
'Philip handled the course content and all of the questions really well. Very informative and highly recommended'
Rory Curran - Non-Executive Director, Ecodesk
'Excellent course, great participation, a good mix of attendees'
Sarah Newbold-Hill – Senior Business Director, The Evolve Trust
'Very happy with this course. Like the focus on practical problems.' Neil Hounslow - Vice President, Kowa Research Europe
'Excellent all round' Frances Adcock - Adcocks Solicitors
'Very good course' Adrian Lewis - Commercial Director, Cova Security
'Thoroughly engaging and informative, I would not have believed that a subject, potentially so dry, could be made so interesting. Your professionalism and obvious depth of knowledge was a joy to watch' Rod Mountain – Chief Executive, Nelson King
'Excellent, very clear and relevant examples.' Board Director
'Great examples, Phil's experience and stories to back up learning are great.'
Geoff Stanley - Chief Technical Officer, Rock Insurance Group
'Very good overview, the course was responsive to attendees’ questions and backgrounds.'
Kath Webster – Director Scientific Services, Animal & Plant Health Agency
'Well presented and engaging.' Trevor Phillips, Chief Operating Officer, Vectura Limited
'Very good discussion and information for directors.' Natalie Spotswood, Legal Director, FM Insurance Company Limited
'Very helpful to get a better understanding of a director’s role and responsibility. Gives good guidance on how to perform this role better.' Ralph Zaat - President, Kowa Research Europe Ltd
Director Training Course Overview - Director Responsibilities and Director Duties
This 2 day training course is designed for both experienced and newly appointed Company Directors, as well as Company Secretaries, who want to ensure that they know and understand the collective board responsibilities, as well as the individual responsibilities of directors and are complying with all of the relevant laws and regulations, including the Companies Act 2006, as well as applying the highest standards of Corporate Governance in accordance with the 2018 UK Corporate Governance Code, effective 1 Jan 2019.
The first day primarily covers: the director requirements within the Companies Act 2006 and the new laws effective from 1 January 2019; the new 2018 UK Corporate Governance Code, effective from 1 January 2019; the Memorandum and Articles of Association, including the related board level issues; Companies House requirements, the Insolvency Act and the Director Disqualification Act.
The second day is set within the framework of the laws, codes and regulations in force in 2019, including the new laws and regulations effective from 1 January 2019. It primarily covers: Effective Boards, UK 2018 Corporate Governance Reform Drivers, 2019 rules and laws on Director Pay, EU Corporate Governance; International Board Structures; Risk Management, Major Corporate Governance Failures and their early indicators. It also covers offence specific legislation at board level such as; the Bribery Act, the 2017 Criminal Finances Act, the Corporate Manslaughter Act, Pitfalls and Errors arising from the 2018 Data Protection Act & GDPR (board level only and mercifully short) and the Health & Safety at Work Act (board level only).
In addition, the second day covers Board Strategic Financial Management elements, including the mandatory 2018 and 2019 board level financial changes. These elements will also include, to the level appropriate for board directors: Company Acquisitions, Disposals and Goodwill; Budgeting & Pension Issues, Maximising Shareholder Value and Company Valuations.
This training course is constantly being updated to contain the latest issues and laws, including those that only became effective on 1 January 2019. The Chairman of the Board of Directors, along with all other Company Directors, both Executive and Non-Executive Directors, as well as Company Secretary, will benefit from this course.
The training course is delivered by some of the best Corporate Governance tutors in the UK. They are heavily involved with Corporate Governance at the highest possible levels and have a wealth of practical experience at their fingertips, as well as outstanding theoretical knowledge. The role and responsibilities of Company Board Directors will be comprehensively covered by this course.
This course was originally jointly designed and developed by two experts, bringing together the best of two worlds. One is a former President of the Institute of Chartered Secretaries and Administrators and a former prime architect of the Company Director Roles and Responsibilities course of the Institute of Directors. He is also a former Company Secretary of a London Stock Exchange listed Plc. The other is a former CEO, Finance Director and Company Secretary of a Plc, who had previously spent 12 years on the Chartered Director and Standards Committees of the Institute of Directors. He is also an FCA, FIC and FIoD, as well as a Chartered Director and a former Town Councillor.
The completion of this training course will provide a good grasp of the key elements of corporate governance and strategic management concepts that are needed by successful Company Directors and effective Company Boards, as well as their specialist advisors and consultants, in order to comply with the law and to properly fulfil their Company Director roles and responsibilities collectively, as well as the individual responsibilities of a director. It will also provide a sound theoretical knowledge base upon which to build and acquire new and more advanced corporate governance and strategic management skills. The theoretical knowledge will be reinforced by highly relevant hands-on case studies and group discussions. Attendees will become highly skilled at understanding and complying with all corporate governance requirements under the 2019 laws and regulations, as well as the 2018 UK Corporate Governance Code, effective on 1 January 2019. You will also know that you and your company are satisfying all of the statutory duties under the Companies Act 2006 and you will become more comfortable and involved with all types of Company Board and governance discussions within your organisation, as well as more confident and comfortable when communicating with fellow directors, investors and key advisors.
To ensure that the Company Directors attending this training course will get the maximum possible benefit from their time and that the discussions will be at their most effective; the delegate numbers will be limited to a maximum of 12 attendees.
Director Training Course Content - Directors' Responsibilities and Director Duties
The training course will cover:
- The new 2019 Laws and Regulations, Effective 1 Jan 2019
- Legal Framework
- Trading Business Structures
- Limited Liability
- Applicable Laws & Regulatory Framework
- Constitution and Governance Framework
- New company law effective from 1 January 2019
- Companies Act 2006 Requirements
- Scope and Relevance
- Seven Statutory Director Duties
- Director Qualifications
- Director Liabilities
- Shadow Directors and De Facto Directors definitions and implications
- Duty of Independent Judgement
- Non-Executive Directors
- Promote the Success of the Company
- Long Term versus Short to Medium Term
- Director Contracts
- Declarations of Interest
- Director Transactions
- Conflicts of Interest
- Resolution of Conflicts of Interest
- Relief for Breaches of Duties
- Common Mistakes
- Appointment and Removal of Directors
- Memorandum and Articles of Association
- Shareholder Relationships and Dealings
- Strategic Reporting Requirements
- People with Significant Control Reporting Requirements
- Director Insurances and Indemnities
- UK Corporate Governance Code 2018, Effective 1 Jan 2019
- Scope and Relevance
- Comply or Explain
- 5 Main Sections of the Code
- The Role of the Board
- An Effective Board
- Board Evaluation
- Division of Responsibilities
- The Chairman
- The Chief Executive
- Non-Executive Directors
- Board Composition and Appointments
- Nomination Committees
- Director Commitment and Development
- Director Induction and Support
- Board Accountability
- Risk Management and Internal Control Duties
- Director Pay Principles
- Audit and Remuneration Committees
- Shareholder Relations and Meetings
- Insolvency Act 1986 and the Director Disqualification Act
- Director Risks
- Director Actions and Conduct before Insolvency
- Insolvency Process
- Insolvency Results
- "Pre-Packs", Pre-Packaged Administrations
- What you can and cannot do to try to save the company
- Common Mistakes and their consequences
- UK 2018 Corporate Governance Reform Drivers
- Quoted Company Director Pay
- Unquoted Company Director Pay
- Shareholder Dissent
- Engagement with the Workforce
- Engagement with the other Stakeholders
- New legal requirements effective from 1 January 2019
- Wates Corporate Governance Principles Context
- EU Corporate Governance
- Relevance to UK companies
- Context and relationship to the UK Corporate Governance Code 2018
- 9 Principles applicable to all companies
- 5 Principles applicable to large or complex companies
- Non-Executive Directors
- Stakeholder Engagement
- Major Corporate Governance Failures
- Impact upon the brands and their finances
- Costs of failure versus the costs of prevention
- EU and Other International Board Structures
- Dual or Two-Tier Board Structures
- Contrasts to the UK Unitary Board Structure
- German Board Structures
- French Board Structures
- Impact of the Differences upon employment, taxation and company ownership
- Effective Board Meetings
- Principal Duty of the Board
- Direction and Management
- Board Powers and Responsibilities
- Delegated Powers and Limits of Authority
- Board Agenda; Standards and Procedures
- "Any Other Business"
- Board Papers; Standards, Processes and Timings
- Board Minutes
- Meeting Effectiveness Reviews
- Risk Management
- Risk Management and Entrepreneurialism
- Top 5 Risks across all companies
- Emerging Risks
- Corporate Risk Culture
- Rewarding Risk Taking
- Internal Controls
- Risk Management Standard ISO 31000
- Bribery Act 2010
- Scope and Sting
- Six Key Management Principles
- Rolls Royce and Deferred Prosecution Agreements
- Staying out of trouble
- Criminal Finances Act 2017
- Corporate Manslaughter Act 2007
- "Controlling Mind" no longer relevant
- Reputational and other consequential losses
- Direct Penalties
- Data Protection Act 2018 & GDPR Board Level Traps & Errors
- EU defined safe areas
- Data Transfers across countries and companies within the same Group
- Board Level Data Protection Impact Assessments and Data Profiling
- Board Level Data Protection by Design
- Consent and retention periods
- Cloud Storage implications
- Corporate email addresses
- Health & Safety at Work Act 1974
- Scope and Relevance
- Duties to Employees and Others
- Penalties and Prohibition/Improvement Notices
- Minimum Practices and Evidence Based Management
- Strategic Financial Management
- Enterprise Valuations; EBITDA, Acquisitions, Disposals and Goodwill
- Impact of Acquisitions upon the finances and the market value of the organisation
- Strategic Budget Issues
- Strategic Pension Issues
- Board Level Recognition of Sales
- Strategic Balance Sheet Issues, including 2019 leasing changes
- Strategic Sales Management
Through presentations, hands-on case studies and group discussions, the course tutor will impart exactly the knowledge and information that Company Directors need to fulfil their directors responsibilities and duties, as well as to assess and maximise the effectiveness of their own Company Board. Every appointed Board Director, including both Executive and Non-Executive Directors, will benefit from this training course; from the most recently appointed Company Board Director to the Chairman of the Board.
Training Course Leaders
One is a Fellow of the Institute of Chartered Accountants of England and Wales, an FCA, and a Chartered Director; the Board Director qualification awarded by the Institute of Directors. He is also a Fellow of the Institute of Consulting, a Fellow of the Institute of Directors and a former Town Councillor. He serves on the Thames Valley Board of the Chartered Management Institute and has been the leadFfinance for Non Finance Directors tutor for the Chartered Management Institute for many years. He has just completed 12 years on the Chartered Director and Standards Committees of the Institute of Directors. The Chartered Director Committee of the Institute of Directors was the body that advised the Institute of Directors for more than 12 years, as to what UK Board Directors should know in order to properly fulfil the role of a company director. This committee helped to shape the Institute of Directors examination syllabus in the UK. He has been closely involved at a senior level, for more than 20 years, in all aspects of the professional development of company directors and managers; he has also served on a Plc audit committee and a remuneration committee.
In addition to professional executive and director development services, he is actively involved in company acquisitions and disposals, as well as providing board level financial consulting services. He has practical experience of funding new start ups and investments, including raising new Equity Share Capital. He has over 30 years of successful UK and International experience, including 7 years as the Finance Director, Company Secretary and then the Chief Executive of a Plc, as well as 14 years with KPMG Management Consulting, IBM and Arthur Andersen.
His delivery style is dynamic, approachable and highly engaging, enabling him to deliver a workshop that you will remember and enjoy. His courses are always assessed as "Excellent" by the delegates.
The other is a Chartered Company Secretary and a Fellow of the Institute of Directors and has spent many years as a Corporate Governance Tutor at the Institute of Directors and elsewhere. He has many years experience as a Company Secretary and as a company director; both as a non-executive director and as an executive director.
The course tutors are very well qualified and highly experienced individuals; one of these will deliver your workshop. They possess a delivery style, which is dynamic, approachable and highly engaging, enabling them to deliver a workshop that you and your company will benefit from and equally importantly, one that you will remember and enjoy.
Who Should Attend This Training Course
The 2-day and the 1-day training courses are designed for both experienced and newly appointed Company Directors, as well as their specialist advisors and consultants, who want to ensure that they are complying with all of the relevant laws and regulations, as well applying the highest standards of Corporate Governance within their companies. The Chairman of the Board of Directors, along with all other Company Directors, both Executive and Non-Executive Directors, current and prospective, as well as Company Secretaries will benefit from this training course.
Training Course Learning Objectives
By the end of this training course participants will be better able to:
- Define, analyse and interpret the corporate governance issues inherent in any business scenario
- Understand and quantify the impact of any particular course of action upon the fundamental corporate governance issues and concepts
- Recognise and comply with the statutory and other requirements relating to Company Director roles and responsibilities
- Become familiar with the key aspects of the range of legal requirements with which Company Directors should comply
- Understand the key aspects of the Corporate Governance Code insofar as they relate to Company Directors
- Identify and discuss the key ethical and governance issues facing any organisation
- Become familiar with and understand the implications of Shadow Directors and De Facto Directors
- Analyse and make sound Board decisions based upon a deeper understanding of the corporate governance issues and the statutory duties of a Company Director
- Understand the wider corporate governance impact of any business decision and its strategic interaction with all aspects of the organisation
- Become more familiar with the key elements of the most important aspects of Strategic Management
- Understand and recognise the key aspects of offence specific legislation insofar as they are relevant to board directors.
- Become better able to make a strong contribution to Board discussions and decision making
- Understand and implement a framework for Strategic Risk Management
- Become more familiar with current the most important aspects of Strategic Financial Board Issues
- Know and understand the 2019 legal and regulatory changes
- Understand the personal and corporate ramifications of any potential insolvency issues
- Avoid assuming any personal liabilities through an imperfect knowledge of the insolvency laws relating to Company Directors
- Communicate more effectively and easily with fellow Board Directors and key advisors; through an in depth understanding of Corporate Governance and Strategic Management techniques
Internal Staff Training and Development
This training workshop, along with most of our other best practice training workshops, can be delivered as an internal training course at your premises. Even with groups as small as 6-8 delegates, the course fees per person for internal training workshops can be lower than for open events. The potential savings are even greater, if the travel time and the travel costs of the delegates are included.
Running training workshops internally is very convenient and it allows the participants to explore how key issues will impact on them and their organization. Then as a team they can begin to agree upon a development action plan, with priorities. This approach is favoured by many of our clients as it combines a high quality service with excellent value for money and is a highly effective route for staff development.
Certificates of Professional Development.
This course is recognised for CPD purposes by most professional institutes and associations including the Law Society, the CIM, the CMI, the ICAEW, the Institute of Learning and the CIPD. Formal Certificates of Professional Development will be issued by email to participants who successfully complete this course. These certificates will enable participants to evidence the update of their CPD records. The workshop will consider how to best apply the knowledge gained by the delegates upon their return to the workplace. This element of the programme is designed to maximise the benefits of attending and enable participants to make valued judgments when recording CPD activities