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Strategic Governance (Vancouver) - Two and Half day Course

  • 25 May 2018
  • 7:00 AM
  • 27 May 2018
  • 12:00 PM
  • Pinnacle Hotel Harbourfront Hotel, 1133 West Hastings Street, Vancouver, BC, V6E 3T3

Registration

  • 2950 + GST
  • $3150 + HST
Registration is closed

Day 1 – Morning

Risk and the Governance Professional

The purpose of the session is to provide the introductory basics, with selected corresponding tools, to introduce the Governance Professional to two key elements of Risk Management:

  • Enterprise Risk Management- An introduction to the “Mechanics of ERM”
  • Commercial Insurance to protect the Organization and its Directors & Officers

Participants will explore the following topics in depth:

A - GOVERNING PRINCIPLES

  • Enterprise Risk Management
    • Failures in Risk Management
    • Definitions of Risk & Risk Standards
    • Five Steps in Risk Management
    • Aligning Insurable and Non-Insurable Risks
  • Commercial and D&O Insurance
    • Insuring the Organization
    • Insuring the Directors & Officers

B - BEST PRACTICES

  • Risk Identification and Assessment
  • Roles & Responsibilities in Risk Management
  • Selecting and managing Outside Providers
  • Cost vs Quality

C - PRACTICAL TOOLS

  • Workshops and Information collection
  • Risk Registers
  • Reporting to the Board
  • Outside Provider Service Agreements
  • Process for Marketing Insurance Placements (D&O and other)
  • D&O Checklist

D - IMPLEMENTATION SKILLS

  • Forging alliances:
    • Operations
    • C-Suite & Board
    • Subsidiaries
  • Information Management

Day 1 – Afternoon

The role of the Governance Professional in Board Strategy

A - GOVERNING PRINCIPLES

  • The role of the corporate secretary in ensuring boards are effective in their strategy process
    • Coordination and facilitation
    • Preparation and follow up
  • Understanding the board’s distinct role in strategy
    • Strategy vs. execution
    • Understanding boundaries between board and management planning
  • The importance of strategic intent
    • Board obligation to make real strategy that may bind future boards
    • Assisting boards with tough choices

B - BEST PRACTICES

  • The integrated planning model
  • Bringing real and useful insight to the board strategy process
    • Financial
    • Environmental and external
    • Organizational
  • Aligning organizational planning cycles to the needs of your board
  • The board’s role in brutal prioritization
  • Dynamic planning for boards
  • Linking financial and non-financial planning

C - PRACTICAL TOOLS

  • Creating a simple and effective strategy framework and schedule for powerful results
  • Differing approach for different organizations
    • Adjusting your approach for smaller organizations
    • Corporations versus non-profits and associations
  • Implementing a simple and effective quarterly board strategy dashboard

D - IMPLEMENTATION SKILLS

  • Running a great planning session
    • 8 steps to success
    • Preparation and follow up
  • Governance professional’s role in ensuring accurate strategy outcome reporting to support board strategy decision making
    • Ensuring board ownership and commitment to the process
    • Keeping the process and the plan alive at the board level
  • Preparing your board with the basics for productive strategy making
    • The concept of board planning readiness
  • Board level strategy facilitation skills
  • Internal consulting skills
  • Strategy communication process

Day 2 – Morning

CSR, Sustainability and ESG and the role of the Board

A - GOVERNING PRINCIPLES

  • Definition, Drivers and Trends
    • Definition of CSR, sustainability and ESG
    • Emergence of ESG role of Board
  • Legal requirements
    • Canada Business Corporations Act
  • Risk management
    • Risks and opportunities from sustainability trends

B - BEST PRACTICES

  • Role of board
    • Tone at top
    • Strategy and risk
    • Talent and incentive compensation
    • Nominations and director development
    • Board assessment
  • Role of governance professional
    • ESG Governance review

C - PRACTICAL TOOLS

  • Integration of sustainability factors into existing tools, protocols and benchmarks, e.g.
    • Skills matrix
    • Director orientation
    • Evaluations
    • Education
    • Compensation
    • Committee mandates
    • Policy
    • Performance reporting
    • Strategy and balanced scorecard
    • Risk management
    • Board or governance manual

D - IMPLEMENTATION SKILLS

  • Agenda setting
  • ESG governance benchmarking
  • Sustainability lens on board decisions

Day 2 – Afternoon

Advanced Financial Fundamentals

Materiality overview of annual financial reporting cycle

  • Financial decision making – including financing decisions, investment decisions, liquidity and working capital decisions and dividend decisions (liquidity test etc.)
  • How finance touches the various functional groups in the organization, HR, IT etc.
  • key performance indicators
  • a deeper dive on internal auditing - exploring the work of internal audit and how it can benefit the organizationa
  • MD&A (requirement for Boards to review, general disclosure principles)
  • briefly - ratio and financial analysis - how it can be used to monitor performance/liquidity especially when compared to prior periods
  • Touch briefly on materiality - while used primarily by external auditors, this concept would be useful to know for governance professionals since the definition of materiality incorporates what would matter to financial statement users
  • New auditor's report – significant

Day 3:

Ethics Course

A - GOVERNING PRINCIPLES

  • effective governance of an organization cannot exist u less Board members fulfill their roles and responsibilities with the highest standards of conduct
  • duty of loyalty
  • duty of care
  • duty of integrity
  • duty of confidentiality
  • compliance with laws, rules, regulations
  • fair dealing

B - BEST PRACTICES

  • tone from the top - CEO, Board chair
  • oversight of ethics by the Board
  • disclosure is potential, perceived and/or actual conflicts of interest at all board meeting
  • disclosure of outside business interests and process to address them
  • management of reputational risk
  • entertainment, gifts, preferential treatment
  • compliance
  • reporting and managing misconduct
  • whistleblower program

C - PRACTICAL TOOLS

  • sample policies and templates, covering such areas as whistleblower policies, company and board codes of conduct, charter of expectations for board directors, social media policies
  • training
  • oath of office
  • board effectiveness assessments
  • in camera discussions

D - IMPLEMENTATION SKILLS

  • understanding and communicating what forms part of ethics and integrity, how to identify and address misconduct
  • building strategic relationships
  • strategic influencing
  • ability to manage difficult conversations
  • ability to deal with difficult people


Cancellation and Refund Policy:

Cancellations can be made up to May 11, 2018 for Vancouver session. All cancellations must be received by email to events@gpcanada.org and are subject to a $100 administration fee. No credits or refunds will be given for cancellations received after that date. Attendee name substitutions are allowed at any time. Please email events@gpcanada.org with the replacement contact’s information.

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