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About the Course

The course builds an awareness of how institutional investors with globally diversified portfolios analyse corporate governance practices and a company’s approach to generating long-term value. 

The ICGN Course provides:

  • Global Investor Lens with ICGN Member opinion responsible for AuM of around US$70 trillion, based in over 40 countries
  • Best Practices based on ICGN’s Global Governance Principles used by ICGN Members in voting polices and company engagement
  • Local Relevance applicable to national standards/regulations and clarity around any differences between local and global standards.
  • Practical Experience featuring live case studies from international investors and pre-recorded keynote speeches

Faculty and Format

The ICGN Faculty is a prestigious group of professionals with practical experience from the corporate and investment field. Each 90-minute module will include insights and case studies presented by an international guest and teaching from the lead faculty member. Participants can also view a pre-recorded 15-minute keynote speech from an influential governance practitioner. 

To view details about our course next course - click here.

Our Agenda

Session 1: Board roles & responsibilities

  • Role of the board and directors’ duties
  • What makes an effective board member?
  • Board role in setting strategy - Short term vs long term strategy and planning
  • Board role in risk / opportunities– setting risk appetite, oversight of internal controls and external auditor
  • Board role in setting corporate purpose and culture – incentives, ethics, whistleblowing
  • Board role in capital allocation oversight
  • Shareholder dialogue: AGMs, voting, other shareholder rights

    Session 2: Board effectiveness 

    • Leadership - Chair, CEO, Lead Independent Director
    • Composition – size, skills, independence, diversity, dynamics
    • Board appointment, refreshment and retirement, including role of the Nomination Committee
    • Succession planning – Chair, CEO and Board Directors
    • Board and CEO evaluation
    • Operation – board support, access to information

    Session 3: Nomination and Remuneration Committees

    • Introducing the ‘Action Program for Accelerating Corporate Governance Reforms’
    • Benefits of Committees to the organisation - case study examples from around the world and from Japan
    • Nominations committee: typical structure and members
    • Remunerations Committees: typical structure and members

    Session 4: Corporate strategy and efficiency 

    • Board role in capital allocation oversight (rights issues, dividends, buybacks, incentives)
    • Developing a capital allocation policy
    • Cost of capital
    • Cash flow and company resilience
    • Cross-shareholdings
    • Conflicts of interest

    Session 5: Sustainable value creation 

    • Definitions of sustainability
    • Analysing and valuing sustainability
    • Governance of sustainability
    • Priorities: climate change, social inequality, technological development
    • Stakeholder identification and engagement
    • Reporting on financial, human, natural capital