Corporate Governance

Introduction, Need and Scope

• Evolution of Corporate Governance

• Developments in India

• Developments in Corporate Governance – A Global Perspective

• Elements of Good Corporate Governance

Board Effectiveness - Issues and Challenges

• Board Composition; Diversity in Board Room; Types of Directors; Board’s

Role and Responsibilities

• Chairman, CEO, Separation of Roles

• Relationship between Directors and Executives

• Visionary Leadership

• Board Charter, Meetings and Processes

• Directors’ Training and Development

• Performance Evaluation of Board and Directors

• Introduction

• Various Board Committees, their Composition, Role and Responsibilities, Contribution to Board Governance

 Audit Committee

 Shareholders Grievance Committee

 Remuneration Committee

 Nomination Committee

 Corporate Governance Committee

 Corporate Compliance Committee

 Other Committees

• Under Listing Agreement, SEBI Guidelines, Companies Act

• Corporate Governance in

 PSUs

 Banks

 Insurance Companies

Legislative Framework of Corporate Governance – An International Perspective

• Australia

• Singapore

• South Africa

• United Kingdom

• Contemporary Developments in the Global Arena

• Risk and its Classification

• Risk Management and Oversight

• Enterprise Risk Management

• Internal Control

• Roles and Responsibilities of Internal Control

• Disclosure about Risk, Risk Management and Internal Control

Corporate Governance and Shareholder Rights

• Rights of Shareholders

• Challenges in Exercising Shareholders Rights

• Corporate Governance issues with regard to Related Party Transactions

• Role of Investor Associations in Securing Shareholders Rights

• Role of Institutional Investors in Corporate Governance

• • Employees

• Customers

• Lenders

• Vendors

• Government

• Society

Corporate Governance Forums

• The Institute of Company Secretaries of India

• National Foundation for Corporate Governance

• Organisation for Economic Co-operation and Development

• Global Corporate Governance Forum

• Institute of Directors

• Commonwealth Association of Corporate Governance

• International Corporate Governance Network

• The European Corporate Governance Institute

• Conference Board

• The Asian Corporate Governance Association

• Corporate Secretaries International Association