Corporate Governance and Organization Development

Executive Leadership and Management of Organisations

Course Overview

This course will provide an understanding of the systems and practice of governance in corporations. Taking an international focus, the course will compare the current Australian practice with international systems of corporate governance. The issues of monitoring mechanisms, and the effects of government regulations are explored and current reforms of corporate governance are analysed. Further issues addressed will include board profiles, roles and performance, CEO-board relationships, reasons for and governance lessons from corporate failures, and approaches to assessing governance effectiveness

Course Objectives

  • Recognise and describe the ethical frameworks applicable to the delivery of public service
  • Analyse the impact of corruption on public value and benefit, whilst identifying the key challenges in promoting and administering ethics and integrity within the public sector
  • Demonstrate an understanding of corruption and misconduct from both a comparative / historical and domestic / international context
  • Apply theoretical perspectives to the understanding of why corruption and misconduct can arise
  • apply and evaluate different approaches for addressing integrity assurance and corruption prevention
  • Strategise on how to build resilience within an anti-corruption or integrity assurance work environment
  • Understand and apply management strategies to corruption and integrity issues.
  • Adopt the appropriate mechanism for effective governance
  • Value the shareholder and stakeholder rights and responsibilities
  • Adhere to sound principles of direction and management
  • Understand the significance of audit committee, its composition and responsibilities
  • Implement best practices on corporate management
  • Understand current developments in corporate governance and its environment: an overview of the legal structure of corporate governance; theories of corporate governance
  • Comparative dimensions of corporate governance: global convergence or path dependence
  • Understand  corporate ethics
  • Encourage shareholder activism: merits and feasibility

Course Outline

Corruption Prevention and Integrity Assurance

  • Understanding the Challenges of Corruption Prevention and Integrity Assurance
    • The Science of Corruption Prevention
    • Corruption Prevention Related Theories and Definitions
    • Corruption Types, Roles and Facilitators
    • Corruption Prevention General Principles
    • Corruption Prevention Challenges
  •  Corruption Prevention Strategy and Programs
    • The Aims and Focus of Corruption Prevention
    • Corruption Prevention Programs
    • Corruption Prevention Strategies
    • Anti-corruption agencies.
  •  Corruption Governance Models
    • Risk Assessment and Risk Management
    • Policy Procedure and Control
    • Training and Education
    • Compliance
    • Corruption Investigation
  •  Politicisation and Work Place Culture
    • Politicisation
    • Ethical Leadership
    • Workplace Culture

Foundations of Corruption and Misconduct

  • Ethical Models In the Public Sector
    • The public service ethos and overview of different ethics models
    • Impacts of different management approaches upon public sector ethics from bureaucracy to risk management
  • Types of Corruption and Misconduct
  • The Key Challenge of Corruption
  • Theories of Corruption Behaviour

Mechanisms to curb corruption –(Mitigating Corruption-related Risk with Auditing and Internal Controls )

  • Assessing the adequacy of internal controls and assuring internal audit independence and effectiveness
  • Evaluating auditing techniques, procedures, and requirements Identifying internal audit tools and practices that can mitigate corruption-related risks
  • Disseminating remedies to mitigate internal control weaknesses
  • Public Sector Mechanism
  • Private Sector Issues and Mechanisms
  • Civil Society Mechanisms

Creating a Transparent & Accountable Government

  • Determining the goals and objectives of an effective anti-corruption strategy
  • Realizing the importance of creating a solid integrity infrastructure within an organization
  • Developing realistic Standards of Conduct and corresponding Table of Offenses necessary to implement an effective anti-corruption strategy
  • Understanding what should and should not be included as part of anti-corruption training programs
  • Demonstrating results of anti-corruption efforts to gain public trust

Corporate Governance

  • Objectives
  • Introduction
  • What is Corporate Governance
  • Definitions and Importance of Corporate Governance
  • Reputation and Corporate Governance
  • Corporate Ethics
  • Corporate Governance and Corporate Responsibility
  • Globalization and Corporate Governance

Models and Mechanisms

  • Objectives
  • Introduction
  • Models of Corporate Governance
  • Mechanisms of Corporate Governance

Shareholders and Stakeholders

  • Objectives
  • Introduction
  • Shareholder Rights
  • Equitable Treatment
  • Responsibilities of Shareholders
  • Minority Shareholders’ Protection
  • Stakeholder Protection

Board of Directors

  • Objectives
  • Introduction
  • Structure and Independence of the Board
  • Responsibilities and Duties of the Board
  • Selection, Remuneration and Evaluation of the Board
  • Board Committees
  • The Board and the Management

Audit Committee

  • Objectives
  • Introduction 
  • Organization of Audit Committee 
  • Responsibilities of the Audit Committee 
  • Working with Auditors and Management 
  • Blue Ribbon Committee

Corporate Scandals

  • Objectives
  • Introduction
  • General Motors
  • American Express
  • Enron
  • WorldCom
  • Bad Corporate Practices

 Best Practices

  • Objectives
  • Introduction
  • Infosys Technologies
  • Sony

Corporate Governance in Public Sector

  • Objectives
  • Introduction
  • Challenges of Coporate Gorvernace in Public Sector
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