Good Governance Training Slides
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Transcript Good Governance Training Slides
Pobal Training Initiative
Facilitated by:
Using the “Managing Better”
Toolkit
Principles of Good Governance
Key Responsibilities of the
Company Secretary
Overview of the Legal
Requirements of Company
Directors
Managing the Operation of the
Board
Evaluating Governance in the
Organisation and Identifying
Follow-up Actions
Reference Guide Covers:
- Legal Structures and Status
- Companies
- Board of Directors
- Operation of the Board
- Relevant Legislation
- Template Documents
- References and Sources of Support
What is Good Governance?
Reference section 1 of your
Managing Better Toolkit
Pg 7 -10
1. Providing Leadership for
the Organisation:
Purpose, Vision, Values
Planning
Accountability
2. Exercising Control over
the Organisation
Regulatory Compliance
Financial and
Management Control
Managing Risk
3. Being Transparent and
Accountable
Communication with
Stakeholders
Responding to work and
governance related
queries
Enabling engagement in
planning and decisionmaking
4. Working Effectively
Clear roles,
responsibilities and
delegated decisionmaking responsibility
Effective board meetings
Board development,
recruitment and
retirement processes
5. Behave with Integrity
Honesty, Fairness and
Independence
Conflicts of
interest/loyalties
Reputation of
Organisation
Governance at a Glance!
provide Leadership
develop, own and review Strategy
Vision, Mission, High Level Goals, Objectives
ensure adequate resources are provided
provide policies to govern operational activity
delegate delivery of Strategy to CEO
ensure reporting framework set for CEO
ensure compliance with legal obligations
assess Risk and ensure it is managed
hold CEO to account in relation to delivery of strategy
be, and be seen to be, accountable to stakeholders
The Board Remains Responsible! (no delegation of
responsibility)
True or False – you
decide!
Responsibilities of
company directors and
secretaries (hand out)
What directors need to
know about:
Charities Act 2009
Health and Safety
Employment Law
Equality
Data Protection
• Disciplinary
• Grievance
• Bullying & Harassment
• Equal Opportunities
• Data Protection
• Maternity Leave
• Parental Leave
• Adoptive Leave
• Carer’s Leave
• Emergency Family Leave
• Health & Safety
The Steps:
• Getting the job right
• Selecting the right person
• Getting the formalities
right (reporting, giving
direction and feedback)
• Getting the relationship
right
• Getting the induction right
• Making sure everyone is
in support
• Growing the organisation
Managing Staff
Successfully
• a Charities Regulatory
Authority
• a register of charities all charities operating in
the state must register
• a definition of charitable
purposes
• annual activity/financial
reporting by charities
• new legal requirements
for fund-raising + a
Statement of Guiding
Principles for fundraising
Under the 2005 Safety, Health
and Welfare at Work Act,
responsibility is placed
directly on those in charge in
the workplace.
= Boards are
responsible for good
corporate governance,
setting objectives and targets
and taking strategic decisions
on all business issues
including health & safety
management.
= Regular day-to-day
management, control and
direction of the organisation
is the responsibility of the
manager and his/her team.
Health and Safety
Issues
You must…
• Obtain and process the
information fairly
• Keep it only for one or more
specified and lawful purposes
• Process it only in ways compatible
with the purposes for which it
was given to you initially
• Keep it safe and secure
• Keep it accurate and up-to-date
• Ensure that it is adequate,
relevant and not excessive
• Retain it no longer than is
necessary for the specified
purpose or purposes
• Give a copy of his/her personal
data to any individual, on request
8 Rules of Data
Protection
Working in groups,
identify the key issues you
believe affect the
operation of the board
Purpose of the Memorandum
and Articles of Association
Using the agenda and board
meeting minutes effectively
Running effective board
meetings
Working with sub-committees
Running an Annual General
Meeting
Using a Code of Conduct for
board meetings
Managing Conflicts of Interest
Planning board member
succession
Working in groups,
identify typical situations
or scenarios that can
challenge the relationship
between the Chairperson
and Chief
Executive/Manager
governance and
management
…are distinct yet overlapping
Governance:
Management
Board/Chair
Manager/Coordinator
Key elements of a
successful relationship:
Appropriate communication,
support and appraisal
Mutual respect
Agreed roles and
responsibilities
Use the implementation Guidelines
outlined in the Governance Code
to help you. Available at
http://www.governancecode.ie
Having read the governance
implementation guidelines,
identify the priority actions you
need to address
Is there clarity about the
governing body?
Is there a focus on longterm direction?
Are boundaries between
governors and
management/operations
clear?
Does your governing body
adhere to the main
principles of governance
above?
Do your governing body
members understand
their role?
Can you identify your
internal/external
stakeholders?
Do you know what your
stakeholders expect?
Are your organisation’s
existing structures and
processes still valid?
Do you have an up to date
strategic plan?
Do you have processes to
manage risk?
Does your governing body
understand the long-term
financial position?
Do you have plans for
recruiting and renewing
your board and are
directors’ skills
appropriate?
Do you have a plan to
develop your directors?
Do you have a board
handbook / code-ofpractice?
www.pobal.ie
www.wheel.ie
www.carmichaelcentre.ie
www.erb.ie
www.odce.ie
www.cro.ie
www.revenue.ie
www.employmentrights.ie
www.equality.ie
www.hsa.ie
www.lrc.ie
www.ictr.ie
www.boardmatchireland.ie
Reference sections 8 (pg 45
– 47) , 10 and 11 (pg 99) of
your Managing Better
Toolkit to find
supplementary information,
references, links and
sources of support