I. Introduction/Overview of Good Corporate Governance
a) Definition of corporate governance
b) Importance of good corporate governance in sustaining the stability and resilience of the financial system
c) Role of stakeholders in strengthening good governance in the financial industry
II. Board Qualification and Practices
a) Qualifications of the board of directors
1) Selection of directors from a broad pool of candidates
2) Fit and proper requirements
3) Qualifications of independent directors
4) Training and other measures to remain qualified for the position
b) Responsibilities of the board of directors as individual members and collectively
1) Setting strategic objectives
2) Setting risk management strategies
3) Setting governance policies and developing code of conduct
4) Strengthening checks and balances systems
5) Oversight of senior management
6) Conflicts of interest
7) Relationship with stakeholders (including supervisors}
8) Role of non-executive board members
c) Structure of the board and practices
1) Composition and responsibilities of Board committees
i. Audit
ii. Risk Management
iii. Corporate Governance
iv. Other Committees
2) Roles of the chairperson of the board
3) Evaluation of the performance of the board
III. Checks and balances Systems
(a) Roles of each function/Scope of responsibility
(b) Reporting line of each function/Stature in the organization and independence
(c) Qualification of heads
(d) Availability of resources for each function/Requirements of each function
(e) Internal communication policies and process of each function within the bank
(f) Use of the work of external auditor and internal auditor
(g) Importance of external audit
IV. Compensation System
a) Principles in establishing a compensation system
b) Review of the compensation system
V. Complex or opaque corporate structures (where applicable)
a) Issues/concerns in group structures
b) Role of the board of directors of the parent company
c) Responsibilities in group structures
d) Setting and Implementation of governance policies
VI. Disclosure and Transparency
a) Objectives of disclosure and transparency
b) Regulatory requirements
c) Best practices on disclosure and transparency
VII. Open Forum/End of Session.
Resource Speaker:
Mr. Dante T. Fuentes
Former Chief Compliance Officer
Security Bank Corporation
Schedule:
July 16, 2021
Friday, 9AM-5PM
