Society for Corporate Governance Nigeria’s Post

How can Boards keep their governance skills and knowledge up to date? At AMBA, we know the most successful boards are not those with the most knowledge but those that embrace a culture of continuous improvement and development underpinned by rigorous evaluation. The 2023 QCA Code requires that companies ensure that individually and collectively, the directors have the necessary up-to-date experience, skills and capabilities. Companies are also required to disclose in their Annual Report and Accounts how each director keeps their skillset up to date, setting out how the company provides the necessary resources for updating and developing each director’s knowledge and skills. We advise Boards to establish a policy that provides guidelines for maintaining and developing ongoing professional development, training, and knowledge acquisition. Our recommendation is for a systematic approach starting with the following: • Ensure every member of the Board is clear on their Director Duties, Responsibilities under MAR (for listed companies) and the QCA Code. The Board should have access to the company's Nomad, Company Secretary, lawyers and auditors and the Board and its committees should be able to obtain advice from other external bodies as and when required. • Introduce a system for deploying regular updates and annual training requirements: the Board must keep abreast of ongoing changes relating to governance and compliance, the AIM Rules (for AIM listed Companies), the QCA Code, the UK Market Abuse Regulations and other statutory and regulatory developments. • Implement annual Board evaluations to support leadership bodies in meeting and exceeding regulatory standards, aiding board development, and best practice benchmarking. The 2023 QCA Code requires that a Board should regularly review its performance as a unit as well as that of its committees, the individual directors and the Chair. These evaluations should be based on clear and relevant objectives with progress tracked against previous recommendations. AMBA can support your Board with establishing a training and development programme and implementing a Board review process including an independent third-party review carried out by AMBA’s own expert team. Please contact us directly to discuss how we can support your Board. #BoardSkills #QCACode #BoardGovernance #BoardEffectiveness

𝗜𝘁𝗮𝗹𝗶𝗮𝗻 𝗴𝗼𝘃𝗲𝗿𝗻𝗺𝗲𝗻𝘁 𝘁𝗼 𝗮𝗺𝗲𝗻𝗱 𝗰𝗼𝗿𝗽𝗼𝗿𝗮𝘁𝗲 𝗴𝗼𝘃𝗲𝗿𝗻𝗮𝗻𝗰𝗲 𝗹𝗲𝗴𝗶𝘀𝗹𝗮𝘁𝗶𝗼𝗻 𝗰𝗵𝗮𝗻𝗴𝗲𝘀 𝗮𝗳𝘁𝗲𝗿 𝗶𝗻𝘃𝗲𝘀𝘁𝗼𝗿 𝗰𝗿𝗶𝘁𝗶𝗰𝗶𝘀𝗺 The Italian government is to amend its revisions to corporate governance legislation that were approved by parliament this year, according to Economy Minister Giancarlo Giorgetti. Asset managers and financial institutions had criticised changes designed to boost the attractiveness of listed Italian companies, arguing that a provision under which any slate of Board candidates put forward by outgoing directors would have to be approved by at least two-thirds of all Board members, which critics say would effectively give established shareholders veto powers. The proposals also included an option for companies to hold shareholder meetings in private, with only investor representatives permitted to attend. The government has defended the measures on the grounds that it wanted to curb the practice of directors getting reappointed indefinitely, without regard for shareholders' wishes. Read more about this and other Key Governance Developments here 👉 https://lnkd.in/eth8Bp45 #Governance #CorporateGovernance #Corpgov #Luxembourg

Are you interested in learning more about corporate governance? If yes, be sure to visit the resource link below. Caribbean Corporate Governance Institute | Recorded Sessions

It's your last chance to join our amazing FREE 2-day virtual Governance Professionals Conference! Together, we can solve challenges and forge valuable connections. Your voice matters – seize the opportunity to shape the future of your role! Book now: https://lnkd.in/eVsEEvxU #GovernancePros #Networking #ChallengesSolved #education #governance

Join #EYLaw and the CCCA on April 23 in Vancouver for an engaging masterclass on how to turn contract management into a competitive advantage. Gain insight into common mistakes, hybrid management models and practical tips for process-driven contracting: https://ow.ly/GRSv30sASEi #EYCanada #BetterWorkingWorld #CLM #Consulting #Transformation #ProjectManagement

When looking at the substantive changes in the new 2023 QCA code, the first difference that caught our attention was the addition of “purpose” to Principle 1: Establish a purpose, strategy and business model which promote long-term value for shareholders. The concept of purpose is also a key tenet of the UK Corporate Governance Code and remains central to the new UK Corporate Governance Code published in January 2024. So we started to think about how we could help our Boards to articulate their purpose: · In essence, a purpose, is your reason for being · Your purpose should not be just a marketing slogan. · Be clear on each element of the purpose: why the company exists, what it does, the market in which it operates, what it is seeking to achieve, and how it will achieve it. · The purpose needs to be meaningful and credible and address what the company is uniquely good at. · The purpose will drive the strategy and business plan and help create long term shareholder value. · Policies, practices and behaviours should align with a company’s purpose as well as its values and strategy. Boards need to articulate their purpose consistently across all publicly available information and this is a key principle of both the QCA Code and the UK Corporate Governance Code. At AMBA we are working to support our clients in establishing and applying their chosen corporate governance code. Please get in touch if you need help interpreting the changes to the QCA Code or the UK Corporate Governance Code. #corporategovernance #companysecretary #companyboards

Effective governance starts with understanding the fundamentals of corporate accountability. Our Corporate Accountability: Meetings & Disclosure course in our International Chartered Governance Programme (ICGP) is now open for enrollment in Semester 1! This 15-week online course will deepen your understanding of meeting procedures, statutory compliance, and disclosure requirements – critical elements of effective governance. Whether you're a board member, company secretary, or governance professional, this course provides the tools to ensure your organization upholds transparency and accountability. 🎯 Ready to strengthen your governance expertise? Learn more and enrol here: https://lnkd.in/dpf9zqDk #CorporateGovernance #ProfessionalDevelopment #Transparency #Accountability #CGINZ

Join me tomorrow at 1pm as I share my insights on the RTE governance debacle.

Interested in Corporate Governance in Canada? My partners Sarah Gingrich, Sean Stevens, Gordon Raman and Marie-Josée Neveu wrote the book. Well, not the book, but the Chambers and Partners Guide. You can download the Guide below, to learn more about: ✅ Hot topics in corporate governance. ✅ Environmental, social and governance (#ESG) issues. ✅ Board structure, composition and decision-making. ✅ Fiduciary duties and accountability. ✅ Shareholders meetings, rights and potential claims. ✅ Corporate reporting and disclosure. ✅ Audit, risk and internal controls.