My reflections as Company Secretary Governance Professional and Director
I have lived and worked in a number of countries. Over the years I have seen that where the role of the company secretary or governance professional is empowered to provide independent advice on governance matters, these companies have a better corporate culture.
Such professionals are the unsung heroes of boards and committees. It’s their job to make sure information is of quality and provided on a timely basis. That it’s in a format which has an executive summary or clearly states what the purpose of the paper is for. Papers should clearly be identified as informational, seeking approval for a project or organisational changes, the appointment or sacking of a CEO or setting the strategy and corporate business plan.
A company secretary has a strategic role as governance adviser and have to also review documents, papers whilst also maintaining statutory registers, making regulatory and other filings. As governance professionals we have to manage the needs of stakeholders, directors and management whilst also mentoring and coaching our own team.
International experience and working or living in different jurisdictions
Since 2009 I have lived and worked out of Dubai. I have seen a mixed understanding of what a ‘company secretary’ or governance professional does . But the great news is that we have started to see an overall appreciation for having trained and qualified company secretaries and governance professionals work with the chairman and other directors. They should also work closely with the CEO and their teams to provide good governance frameworks and an enhanced corporate culture.
Over the last six years I have spent some considerable time in Malaysia training and providing governance advisory services to directors and company secretaries. In 2017 Malaysia dramatically changed their Code of Corporate Governance (MCCG) and we have seen many companies stepping up to embrace the provisions of the MCCG regarding independence, diversity, remuneration and board and committee composition.
My Father was in the armed services so I spent many years abroad as a child and this gave me a great hunger to learn and embrace culture.
Governance as a journey to excellence
Governance is a journey and we must start from where we are. Boards and committees who empower and embrace their company secretary or governance professional will reap the rewards 10 fold. Once empowered they will work tirelessly and with independence to ensure the overall good of the business, the needs of stakeholders and provide impartial advise and guidance.
Company secretary training courses are one way to ensure you are fully using the power you have been given wisely and to full effect. You also might want to become a chartered company secretary or governance professional by sitting exams with The Chartered Governance Institute. Governance Gurus are one of their tuition partners and work with participants to develop a deep understanding of the role of the company secretary and governance professional.
Why we need to be bold as Company Secretary, Governance Professional or Director
A company secretary shouldn’t be in fear of raising a red flag or pushing back on papers coming to the board or a committee. They know what items are already on the agenda, what is necessary under the terms of reference and constitution and what items should be included for the best use of the time of the directors.
Moreover, sometimes being a governance professional is a thankless job. But in the end we are there for a reason and that is to advise and support the chairperson and the other directors. To keep them updated on their legal and fiduciary responsibilities and provide international governance trends and other information. We are also there to work with the CEO and management to ensure short, medium and long-term objectives align with the strategy and culture for sustainability.
As director we are expected to have the right answers all the time and to innovate and predict the future. In each function we need to be bold, impartial and add value. If we keep adding value and contributing we make a massive difference to any board or organisation we work with.
Acting as Director
I have been a director in the UK and UAE so also see the value of having a qualified and experienced company secretary to advise and support the board and its committees. Having this holistic view has helped me fully understand that good governance is about collaboration, transparency and great leadership and culture. I some times say “1 + 1 = 5” and people think I’m crazy but the reality is that two minds can solve more complex problems and find novel solutions and out of the box strategies. When the directors, company secretary and the senior management team are all aligned and pulling together great things can be achieved.
Recent changes for Dubai government and semi-government companies
Recently it was announced that it had been decided that all Dubai government and semi-government companies should split the role of chairman and CEO – this is a welcome change and will aid in bringing about oversight and good governance practices. I do hope that the role of the company secretary or governance professional is elevated to be seen more as strategic and advisory in the region and beyond.
Newsletter and leadership and corporate governance blogs
Also, should you want to get regular newsletter letters and blogs from Governance Gurus sign up here.
Upcoming Leadership training in Thailand
Moreover, if you have never attended one of my training sessions on leadership, corporate governance or the role of the company secretary come join me for training in Thailand. The training is on Advanced Strategic Leadership – For transformational management and operational excellence. Send us an email to register your interest for this training on 3 – 5th February 2020. This training is accredited for continuing professional development (CPD) hours for all delegates.
Strategic corporate governance your roadmap to Board Development Excellence – Governance Gurus tells you more on the subject. Strategic governance combines corporate governance, leadership and culture theories and practices to provide directors and senior executives with the toolkit for success. Leaders and managers are required to develop strategic governance thinking to better lead their organisation to sustainable growth and excellence. Our executive director Robert L. Ford is facilitating a four-day advanced masterclass workshop series on corporate governance and board performance excellence in Malaysia and Dubai, we hope you can join us. If you and your colleagues are looking for world-class strategic governance training for your directors, executive management, future leaders and your company secretary this training is for you. Contact us for early bird discounts and group discounts by providing your details here.
The main things that sets aside successful businesses from those that fail are ‘leadership’, ‘corporate culture’ and the implementation of a ‘robust governance framework’ that is embedded. Some describe corporate governance as an elixir which magically turns around failing companies instantly through the adoption of a new governance framework and the roll-out of new policies and procedures. This would be like saying that all organisations could take a magic pill and all their corporate culture and internal controls issues could be solved without any input from the leadership of the board and senior executive team. Culture really does eats strategy and the best laid corporate governance plans of organisations. By the end of this masterclass, all delegates will be equipped to better lead their organisation and help align corporate culture and strategy under a robust governance framework of excellence.
We will explore various case studies, scenarios and role play exercises to better bring to life corporate governance, risk management and leadership excellence through strategy and culture development.
All delegates will receive a certificate for 24 hours of continued professional development (CPD) after completing the four days of training.
Who should attend this strategic governance masterclass?
This masterclass is designed for board members, leadership teams, C-Suite executives, Company Secretaries and future. It will be useful to anyone who is responsible for designing and developing their corporate governance strategy, rolling out change management projects and for future Leaders. Delegates will receive the tools to enable them to develop their corporate governance excellence and leadership skills. The sessions over the four days will focus delegates on how to think outside the box and also how to stress-test strategy and look at change management as the vehicle for successful and sustainable growth under a robust corporate governance framework.
Course benefits
Insights on leadership, strategy and corporate culture.
The tools to effectively design or enhance your corporate governance strategy and framework.
The tools to remain agile and formulate the strategy and culture to manage change on your corporate journey of excellence.
Explanation of the link between good governance, corporate culture, diversity and strategy.
Why Boards need to consider effective leadership, strategic thinking and transformational change by embedding a culture of ‘good governance’.
Business Excellence and long-term sustainability.
Board and senior management effectiveness and performance through leadership.
Transformational change and the need to manage organizational and business changes effectively – most change initiatives fail 70 -90% are unsuccessful.
Masterclass agenda
Day 1 – Setting a foundation for corporate growth and success
Session 1: Making sense of corporate governance and how it connects to laws, regulations and business success
• The corporate world is changing but has governance really moved on since the 1992 Cadbury report?
• International corporate governance standards – can one size ever fit all?
• Enhancing your corporate governance framework and embedding a culture of integrity
• Why is tone from the top so important?
• The four Cs – your true power team for developing culture
Networking and refreshments break
Session 2: The changing face of business and the need for a dynamic board
• Digitalisation, AI and machine learning
• Disrupted or disruptor?
• Having a robust IT roadmap and strategy
• Working smarter and not harder – technology
• The risks of technological change and
Session 3: Developing the tools to ensure culture doesn’t eats strategy for breakfast – the elephant in the room – Case study and delegate group exercise to design a strategy, business objectives, culture and people
• Strategy and strategic direction
• Business objectives and the business plan
• Measuring performance and risk management
• Cultural aspects
• People and change
Networking and lunch break
Session 4: Sustainability and succession – building the leaders of tomorrow
• Succession planning – part of sustainability and board excellence
• What’s the role of the nomination and remuneration committee?
• Aligning board performance, company objectives and senior executive remuneration/bonuses
• Gender diversity, board composition and at the C-suite, developing leaders for the future
• Planning for success and maintaining employee engagement
Networking and refreshments break
Session 5: Aligning short, medium and long-term objectives – Open mic session and chance for delegates to share
• Decision making, agility, dealing with crisis and staying the right side of the law
• Action trackers, oversight of senior management, working together
• Winning the respect and confidence of the Senior Executive team for better collaboration, transparency and better performance
• Discussion on how to get the best out of the board, senior management and the company secretary
Day 2 Current trends and developments internationally governance and business best practice
Session 1: What is diversity and does it even matter?
• Group think, why upset the apple cart?
• You scratch my back and I’ll scratch yours
• Diverse thinking and experience
• Board dynamics – are you high performing just because there isn’t any conflict or debate?
• Why diversity matters – building power teams
• Managing board refreshment and why it matters
Networking and refreshments break
Session 2: Communication, transparency and feedback – high performing organisations do it better! – Breakout session with scenarios – delegates to work together on different plans and present to each other
• Effective communication – mission, vision and core values
• Corporate objectives and individual performance
• Creating a culture of excellence and good ethics – lessons from around the world
• When relationships breakdown – Mediation and finding solutions
• Understanding what drives directors, senior executives and management – setting the right tone from the top – agility, decision making and
Session 3: Corporate social responsibilities and Environment, Social and Governance – increased share prices
• Stakeholders
• Shareholders (institutional)
• Company performance, sustainability and innovation
• Investment mandate of fund managers
Networking and lunch break
Session 4: Preparing for transformation – part of your corporate lifecycle – A case study and planning exercise getting delegates to think about transformation change
• Leading with confidence and authenticity
• Developing a structured plan for transformation – is it part of your strategy?
• Getting buy-in
• Handling resistance and bad apples!
• Transformation team and tracking progress
• Maintaining momentum
• Getting quick wins
• Celebrate successes
• Reward individuals and teams
• Embedding the changes – revising your governance framework
Networking and refreshments break
Session 5: A deep dive on why some transformations fail and how to achieve a successful multi-jurisdictional transformation change management project
• Why change? Cases for and against change
• The wrong team composition or skillsets
• Bad apples and flies in the ointment – you will have objectors
• Keeping momentum and motivation high
• What if you fail? Maybe the timing, circumstances or team weren’t right
Day 3 – Empowerment, accountability and understanding roles and responsibilities
Session 1: Who is responsible for risk management, governance and culture development?
• An organisation’s governance framework – what does it look like and is it part of your culture?
• Risk management and oversight
• How does compliance tie into strategy and the culture of an organisation?
• The importance of collaboration, sharing information and ‘one view of the truth’
• Who is the Chief Risk Taker of your organisation?
• Well defined roles, responsibilities and accountability
Networking and refreshments break
Session 2: Developing group and entity delegations of authority, empowerment and leading teams – Looking at delegation of authorities
• Delegations of authority explained – working within your authority
• Empowering, delegating and allowing employees to grow
• Fraud management and controls
• Coaching and mentoring
• Independent Whistleblowing process
• Accessibility to the Board
Session 3: The correlation between the shareholders, board and the senior executive team for excellence
• Growing from strength to strength and maintaining market prominence
• Driving change from within and staying agile
• What happens when businesses merge and must adopt the overriding corporate culture?
• Keep a sustainable business model in the face of a changing economic environment – weathering the storm
• Reporting, monitoring and revising actions and the business plan – when is it advisable to change the objectives and targets?
Networking and lunch break
Session 4: Developing the soft skills – including empathy, emotional intelligence and social awareness – Leadership and management skills explained and exploring techniques to improve engagement and impact. A chance for delegates to look at their skillsets and areas of development to become more influential
Networking and refreshments break
Session 5: Employee engagement, corporate branding and building a resilient environment
• Developing your corporate brand – what is your purpose and how do employees align with it?
• Internal and external customers – mindfulness and inclusion
• Fiduciary duties and providing a safe environment which nurtures innovation and creativity
• Wellness, resilience and work-life balance – getting the best without compromise
Day 4 – Staying ahead of competitors in a challenging economic environment
Session 1: Looking within and without
• Managing the business and staying competitive – invest or divest?
• Organisational design and remaining agile and lean – don’t cut too deep!
• Maintain employee engagement and morale
• Staff retention but refreshing low performers
• Measuring corporate performance and individual performance alignment
• Communication, feedback and periodic performance review
• Market intelligence and acquiring high performers
Networking and refreshments break
Session 2: Operating to the optimal even during a downturn – Breakout session and exercise for delegates to consider different scenarios regarding operating model and how to remain competitive
The adage ‘adapt or die’ what are you doing to stay relevant?
1 + 1 = 5 How is your business model?
Session 3: Board excellence and the pathway to high performance – are the senior executive team important?
• Should directors be evaluated?
• If they should how should they be evaluated?
• How should this fit within the organisation’s HR policy and performance management process?
• Building a model of excellence and high performance – we don’t operate double standards
• What does the board need and want?
• How can the Senior Executive team provide the board the right information for effective decision making?
Networking and lunch break
Session 4: Setting the KPIs of the CEO and the executive team for sustainable success? Don’t look for short-term gains!
• Why CEO objectives should be realistic and what happens when the goals are not obtainable through normal channels?
• Does the balanced scorecard work?
• What is usually measured? Can financial measure secure the sustainable growth of a business?
• What should happen when silos arise or where collusion arises?
• How can you limit the chances of fraud, collusion and misappropriation of assets and funds?
Networking and refreshments break
Session 5: Reading the future trends through analysing the past and present to predict the future – stay ahead of others
• Let’s look at the past, what does it tell us?
• What is the current corporate governance climate?
• Should we only do the minimum when it comes to implementing a corporate governance model?
• Why invest in corporate governance during times of growth and expansion?
• Should we be knee-jerk organisations?
• Pioneer or follower?
• Where is your value and competitive advantage?
We will show you how to successfully manage wholesale change across your organisation and enhance employee engagement, the overall integrity of doing business and embedding strategic thinking at multiple levels across your business.
We train senior management teams and board of directors across the Middle East, Asia and Europe. Governance Gurus through our Executive Director, acts as senior consultant with a leading regional Corporate Governance Institute. They bring together some of the leading thought leaders on corporate governance, risk management, compliance and company secretarial best practice. They are a registered tuition partner with the ICSA – The Governance Institute and partnered with Hawkamah – the Dubai based Corporate Governance Institute to provide the ICSA Foundation Programme material and tuition.
Robert holds a master’s degree in Leading Innovation & Change from York St John University and is also a qualified Chartered Governance Professional (FCGP) and Chartered Secretary (FCIS) and member of the UK Institute of Directors (for over 12 years) and a member of STEP – the Society of Trusts and Estate Practitioners. Robert is at final stage of completing a master’s Degree in HRM & Training with the University of Leicester.
Course Leader
Robert L. Ford is the Executive Director of Governance Gurus, a strategic governance consulting and training organisation in the United Arab Emirates (UAE). The company provides strategic business consulting and corporate training to businesses across the region and internationally. Robert worked with the board of Dubai Properties Group (DPG), a member of Dubai Holding to enhance the strategic thinking and embed corporate governance excellence across the senior management team. DPG is one of the largest privately owned, fully integrated real estate and community development businesses in UAE with an annual turnover of almost 10 Billion dollars. He worked closely with the Chairman and the Group CEO to review and enhance the Corporate Governance Framework across DPG and its subsidiaries. He also designed policies and conducted enhanced training to senior management and their teams to enhance business excellence and collaboration.
Training senior management teams and board of directors across the Middle East, Asia and Europe. Also an investor and on the Board of two UAE businesses. He is also a senior consultant with a leading regional Corporate Governance Institute which brings together some of the leading thought leaders on corporate governance, risk management, compliance and company secretarial best practice. Governance Gurus are a registered tuition partner with the ICSA – The Chartered Governance Institute and partnered with Hawkamah – the Dubai based Corporate Governance Institute to provide the ICSA Foundation Programme material and tuition.
Holder of a master’s degree in Leading Innovation & Change from York St John University and is also a qualified Chartered Governance Professional (FCGP) and Chartered Secretary (FCIS) and member of the UK Institute of Directors (for over 12 years) and a member of STEP – the Society of Trusts and Estate Practitioners. Robert is at final stage of completing a master’s Degree in HRM & Training with the University of Leicester.
He is an international thought leader on corporate governance, leadership and strategy, enterprise risk management, change management matters and regularly speaks or trains on these subjects. Helping management teams with their strategic governance.
Some of Robert’s accomplishments:
Led three large international service provider teams who managed and maintained numerous portfolios of multinational clients and advised on their corporate governance and statutory compliance requirements.
Designed and implemented two largescale transformation and governance projects, one project spanned 13 countries.
Working with local SMEs to enhance their governance model and embed ‘best practice and practical polices and procedures’ for enhanced employee engagement and business excellence.
Drafted and implemented corporate governance and Board and Shareholder relationship policies for one of the largest private businesses in the UAE.
Developing and conducting different types of Board and Director evaluations for better board performance and business excellence.
Advised a regional Government Agency on Corporate Governance best practice, Board composition and strategy (confidential assignment). Advised numerous businesses on setting up internationally and on structuring and joint ventures in the oil & gas, agricultural, manufacturing, financial Services and IT sectors.
Managed the Boards of multinational companies and provided the directors with training and advice on their legal and fiduciary duties.
Provided root and branch analysis on governance and compliance matters for multinational businesses operating locally and internationally and provided strategic thinking and advice on transformational change projects.
Designed and facilitated various Director, Senior Management and Company Secretary workshops and masterclasses internationally.
