BOD masterclass
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Recorded E-Learning Modules  Content Coverage  Hours 
Enterprise Risk Management  • Explain what the meaning of  Enterprise Risk  Management (ERM) 
• Develop a fundamental understanding of key ERM concepts 
• Identify regulatory requirements related to ERM 
• Identify commonly used international ERM standards 
• Relate to risk management on a more personal level 
1.5 Hours  
Corporate Governance and Control  • Corporate governance and its importance 
• Understand the basis of “Comply or Explain” 
• Types of directors and their roles 
• Conflicts of interest and Interested Person Transaction (IPT) 
• Importance of board diversity and the roles of the Board and its various committees (including Audit Committee, Remuneration Committee, Nominating committee and Risk Management & Control) 
• Understand the importance of shareholder rights and engagement 
1.5 Hours 
Singapore Company Law  • Different types of companies under the Companies Act 
• Process and requirements of incorporation of a Singapore company 
• Rights and obligations of company officers, including the effect of breach of duties 
• Types of corporate rescue 
• Director's regulatory duties 
• Case studies on breach of director’s duties  
1.5 Hours 
Financial Statement Analysis 
 
• Purpose of financial statement analysis 
• Horizontal analysis 
• Vertical analysis 
• Four building blocks of ratio analysis 
• Financial ratios and red flags in financial statements
• Apply various analysis tools to infer the financial conditions of company
1.5 Hours 
Corporate Actions 
 
• Insights on different corporate actions that are available for listed companies 
• Topics include: 
o Fund raising  
o Dividend payout  
o M&A  - 
o Corporate restructuring  
o Spin-off  
o Take-overs  
o Employee stock option plan and scheme
o Share buybacks  
o Material Information 
1.5 Hours 
Director’s Role in Change Management • Role of change management in driving successful transformations (Team leaders and influencers) 
• Organisational readiness for change (Talent, Culture and Mindset) 
• Develop a change management strategy 
• Effective change management communication 
1.5 Hours 
Listed Company Fundamentals 1) Ecosystem of a Public Company
• Role of the regulators and investigators (SGX, ISCA, CAD. CPIB, MOM, MAS) 
• Understand statutory professionals  
• Understand other professionals   
• Private vs public vs public listed companies
• Role of a director under the Companies Act vs role of director under the SGX listing rules 

2) SGX Listing Rules
• Chapter 7 – 13  
• Sustainability Reporting  
• Dealing in Securities and related case studies 

3) Director Professionalism
• Power and duties of a director 
• Different duties for each type of director
• Director’s liabilities 
• Director’s conduct 

4) Achieving Board Effectiveness
• Authority of the Board 
• Board size, duties & conduct 
• Board committees 
• Board meetings and agenda 
• Access to information 
• Training 

5) Board Dynamics
• Importance of healthy board dynamics for an effective Board 
• Analyse the culture, interactions and behaviors that impact the effectiveness of the board and director, including practices for improving boardroom dynamics 
• Importance of Board/management Relationship 
• Role of the Chairman in effective Board 
4.0 Hours 
Director’s Role in Sustainability  
 
• Sustainability reporting regime 
• Assessment of material ESG factors 
• Sustainability reporting frameworks 
• Governance structure and responsibilities of the Board regarding sustainability matters 
• Stakeholder engagement process 
• Incorporation of ESG risks and opportunities within the Issuer’s business and strategy 
• Impact and importance of Climate Change 
• Guidance on climate reporting, including identification of climate-related risks and conduct of scenario analysis 
• Emerging sustainability trends and developments 
• Other relevant aspects of sustainability, such as biodiversity, diversity and human rights 
• Introduction to SGX's ESGenome
4.0 Hours 
Total Hours 17 Hours

 

Masterclass Content Coverage  Hours 
 
 
Mandatory with playback of recording available
 
Day 1
Board Performance  
• Differentiated roles of the Board and management in its governance for performance 
• Role of the Board in innovation governance and building an innovation culture 
• Evaluate various business models and their impact on value creation 
• Role of the Board in strategy development and execution 
• Leveraging technology for performance measure and monitoring 
1.0 Hour 
Stakeholder Engagement
• Key stakeholders of the business  
• Communication to stakeholders for listed entities 
• Understand how businesses and boards are responding to sustainability agenda 
• Obligation of the Board’s regarding shareholder rights, corporate reporting and disclosures 
• Importance and nature of investors and media relations and how the Board should prepare for and respond to crisis 
• Communication on transformation change for agility and sustainability 
1.0 Hour 
Corporate Strategies and Tactics
• Introduction to corporate vision and mission 
• Establish corporate goals and objectives 
• Importance of understanding the organisation strengths and weaknesses 
• Understanding market segmentation 
• Succession planning -New 
• Diversification and expansion 
• Resource and project management  
• Key trends in directorship matters 
• Learn though sharing of real-life boardroom experiences and issues, using case studies: 
o Establish independence and managing conflict of interest 
o Strengthening the effectiveness assessments of the Board
o Role of a director in an evolving business trends and key issues  
2.0 Hours
Playback of recording available
 
Day 2
Audit Committee Masterclass
• Understand the role, duties and responsibilities of directors appointed to the Audit Committee
• Outline the roles, qualification and function of specialist, internal auditors and external auditors, and how they relate to and work with their audit committee 
• Effective whistleblowing process 
• Fraud detection and deterrence, including key fraud risk in financial reporting 
• Trends and developments that the audit committee need to be aware of 
• Financial reviews  
• Internal control reviews (operation, financial and technology)
3.0 Hours 
 Playback of recording available
 
Day 3
Board Risk Committee Masterclass
• Role, duties and responsibilities of directors appointed to the Board Risk Committee 
• Nature of risk, risk universe and key risk management concepts and trends that the Board Risk Committee need to be aware of 
• Key requirements for adequate and effective risk management and assurance providers in relation to risk management 
• Key disclosure requirements related to risk management and sustainability reporting 
• Cyber risk and cloud technology 
• Cybersecurity & Cyber-resilience   
• Data governance 
• Business continuity plan (eg. Geopolitical Risk, Health Risk) 
• Best practices for companies on the Mainboard and Catalist and their differences 
3.0 Hours 
 Playback of recording available
 
Day 4
Nominating Committee (NC) and Remuneration Committee (RC) Masterclass

Nominating Committee
• Role, duties and responsibilities of directors appointed to the Nominating Committee
• Key considerations and rules regarding board composition and quality (including independence, renewal and diversity) 
• Leading practices and requirements on board evaluation, succession planning and director development 
• Key disclosure requirements related to board practices and directorship 
• SGX’s guidelines for nominating Directors to Sponsor 
• Creating a diverse and inclusive culture in the organisation 
 
Remuneration Committee 
• Roles, duties and responsibilities of the Remuneration Committee
• Key principles and frameworks to make responsible board and executive remuneration decisions 
• Approaches to: 
o Setting fees for the non-executive Director 
o Determining executive compensation levels, including the design elements related to incentive and equity plans 
o Talent management and the linkage with executive pay, including Employee Stock Option Payment and Scheme 
o Aligning ESG measurements to remuneration 
o Understand key stakeholders and disclosure requirements 
3.0 Hours 
Total Hours  13 Hours

Registration is now open!

Recorded E-Learning modules will be available from 1 April 2024, while the In-Person Director Masterclasses are scheduled over 4 sessions from July 2024 to November 2024.

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