Advanced Corporate Governance and Board Oversight Training Course

Course overview

Boards are expected to provide informed challenge, set risk appetite, oversee culture, scrutinise performance, and respond credibly to shareholders, regulators, lenders, and other stakeholders. Yet many directors, company secretaries, senior executives, and governance professionals work with crowded board packs, unclear delegations, weak committee reporting, or assurance information that does not support sound decisions. This course addresses the practical governance work behind an effective board: converting governance principles into agendas, papers, controls, decisions, minutes, and follow-up actions.

Participants examine advanced board oversight across strategy, financial stewardship, risk, internal control, remuneration, succession, ESG, and stakeholder accountability. They learn to assess board and committee effectiveness; construct a reserved-matters schedule and delegation framework; evaluate the quality of board papers; use risk appetite statements and assurance maps; challenge management constructively; and identify governance red flags before they become performance, conduct, or compliance failures. The course uses the OECD G20 Principles of Corporate Governance, COSO Internal Control framework, and leading governance practices as working reference points.

Delivery combines instructor-led analysis, boardroom simulations, governance case studies, peer challenge, and document-review workshops. Participants work with sample charters, board packs, committee reports, risk registers, and decision logs rather than abstract theory. They leave with a tailored Board Oversight Improvement Plan containing priority governance gaps, proposed actions, accountable owners, board or committee routing, evidence requirements, and a 90-day implementation sequence.

The course is designed for experienced governance and leadership professionals who already contribute to board, committee, executive, assurance, or regulatory processes and need to improve the quality of oversight and governance decision-making.

Course objectives

By the end of this course, participants will be able to:

• Assess board effectiveness using a structured board, committee, composition, and information-flow diagnostic
• Design a reserved-matters schedule and delegation-of-authority matrix for board and management decisions
• Evaluate board papers against decision-quality, evidence, risk, options, and recommendation criteria
• Construct a risk appetite statement linked to strategic objectives, key risk indicators, and escalation thresholds
• Map assurance sources using the Three Lines Model and an assurance coverage map
• Apply COSO Internal Control principles to test oversight of controls, reporting, and remediation
• Lead constructive board-level challenge using targeted questions, dissent protocols, and decision records
• Produce a 90-day Board Oversight Improvement Plan with actions, owners, milestones, and governance routes

Benefits of attending

Target competencies

Who should attend

• Board Members and Non-Executive Directors — who must provide independent challenge and demonstrable oversight
• Company Secretaries and Governance Officers — who design board processes, papers, minutes, and committee support
• Chief Risk Officers and Risk Directors — who need to connect risk reporting and appetite to board decisions
• Chief Internal Auditors and Assurance Leaders — who must give boards clear assurance on control effectiveness
• Senior Executives and Business Unit Leaders — who prepare decisions and performance information for board scrutiny
• Legal, Compliance, and ESG Leaders — who advise on conduct, disclosure, regulatory, and stakeholder obligations

Requirements and prerequisites

Participants should have working experience of corporate governance, board or committee operations, risk, compliance, internal audit, legal advisory, or senior management reporting. The course assumes familiarity with terms such as fiduciary duty, board charter, delegation of authority, risk register, internal control, audit committee, and materiality. Participants should be able to read a board paper, financial or risk dashboard, and policy document critically. A laptop with Microsoft Excel and a PDF reader is useful for exercises. No legal qualification, prior board directorship, governance software, or specialist accounting certification is required.

Training methodology

The programme is led as a working boardroom laboratory. Short instructor briefings establish the governance method, followed by analysis of realistic board packs, committee charters, risk reports, internal audit findings, and shareholder scenarios. Participants use structured review checklists, role-play board challenge, and compare decisions against OECD and COSO reference points. Small groups produce governance documents each day, receiving facilitator feedback on clarity, authority, evidence, and escalation. The final workshop converts course findings into an organisation-specific 90-day Board Oversight Improvement Plan.

Course outline

Day 1: Board purpose, authority and effectiveness

• Board duties, fiduciary accountability, and stakeholder stewardship
• OECD G20 Principles of Corporate Governance as an oversight benchmark
• Board charter, committee charter, and terms-of-reference design
• Reserved matters and delegated authorities
• Board composition, independence, skills matrices, and succession planning
• Board agenda architecture and annual board calendar design
• Board and committee effectiveness evaluation methods

Workshop: Participants conduct a board-effectiveness diagnostic on a case organisation and produce a prioritised list of governance gaps.

Day 2: Decision quality, challenge and board information

• Board-paper quality criteria and decision-paper templates
• Materiality thresholds and decision-routing protocols
• Evidence, options, recommendations, and implementation implications
• Management information dashboards and leading versus lagging indicators
• Constructive challenge techniques for directors and executives
• Dissent, conflicts of interest, and minute-taking for contested decisions
• Closed-session, executive-session, and confidential-information protocols

Workshop: Participants review a flawed investment proposal, challenge management in a board simulation, and rewrite the required decision recommendation.

Day 3: Risk, control and assurance oversight

• Risk appetite statements and tolerance thresholds
• Strategic risk registers and key risk indicator design
• COSO Internal Control framework and control-environment oversight
• Three Lines Model roles and accountabilities
• Assurance maps and assurance-coverage gap analysis
• Internal audit plan approval and audit-finding remediation oversight
• Crisis escalation, incident reporting, and lessons-learned governance

Workshop: Participants build an assurance map for a strategic risk and identify control, reporting, and escalation gaps for the audit and risk committee.

Day 4: Accountability, remuneration and stakeholder governance

• Audit committee oversight of financial reporting and external audit
• Remuneration governance, incentive risk, and malus provisions
• Nomination committee practices and leadership succession assurance
• Related-party transactions and conflicts-of-interest controls
• ESG governance, sustainability reporting, and board accountability
• GRI Standards materiality and stakeholder-engagement considerations
• Shareholder engagement, disclosure controls, and annual general meeting readiness

Workshop: Participants assess a remuneration and ESG governance case, then produce committee questions and a disclosure-risk action list.

Day 5: Governance improvement and boardroom application

• Governance maturity assessment and priority-setting criteria
• Gap-to-action mapping for board and committee improvements
• Governance action registers, accountable owners, and due dates
• Board reporting on remediation progress and overdue actions
• Implementation sequencing across 30, 60, and 90 days
• Measuring board effectiveness and governance outcomes
• Personal influence strategies for governance change

Workshop: Participants present and refine a 90-day Board Oversight Improvement Plan with actions, owners, governance routes, milestones, and evidence measures.

Tools & standards covered

OECD G20 Principles of Corporate Governance, COSO Internal Control—Integrated Framework, GRI Standards, Microsoft Excel

A typical training day

Live online deliveries follow the same structure in the East Africa Time zone, with shorter screen blocks and longer breaks.

What the fee includes

How you can take this course

Certification

Participants who complete the full five days receive the Skillset Development Certificate of Completion, stating the course title, course code, dates and delivery format — suitable for professional-development records and employer reimbursement.

Frequently asked questions