Good Governance Masterclass

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Good governance concerns the proper exercise of power by different groups – directors, shareholders and other stakeholders such as customers, employees, neighbours and suppliers. It is concerned with disclosure and transparency; accountability; culture; internal control; avoiding the concentration of power in too few hands; doing business both legally and in the right way; and the ethical handling of conflicts of interest and duty as they arise. 

All organisations across all sectors – not just For-Profit businesses – need to reflect on their role in society at large; and to conduct their activities in a way which demonstrates their genuine realisation that those activities should not be conducted in a vacuum. 

This programme will address these issues in a practical way, with a balance of presentations and case studies; and provide delegates with the means to apply insightful, proportionate and high quality governance in their organisations.

Day 1

The programme will open by reviewing the oversight role of boards  and the fiduciary role and duties of directors. The legal principles governing directors’ duties are broadly similar across many jurisdictions, particularly those with a common law system, and will be explored in this session. 

Next, we will reflect on how insightful governance is key to the success of all organisations. Corporate failures in the first decade of the 21st century have previously been attributed to a failure of governance. It is now realised that these failures were due to a failure of people (including sub-standard succession planning and recruitment); the poor application of governance principles; and, critically, a failure to appreciate factors and behaviours which contribute to poor culture and dereliction of duty.

08.30 – Introductions; overview of programme; delegates’ areas of interest (20 mins)

08.50 – Board Oversight & Directors’ Duties Part I (60 mins)

09.50 - BREAK (15 mins)

10.05 – Board Oversight & Directors’ Duties Part II (30 mins)

10.35 – The Value of Good Governance Part I (60 mins)

11.35 - BREAK (15 mins)

11.50 – The Value of Good Governance Part II (40 mins)

12.30 – Lunch

13.45 – Mini case study (1)

15.00 - BREAK (15 mins)

15.15 – Directors Working Together (75 mins)

16.30 – Questions and Review (15 mins)

16.45 – Close

Day 2

A key role of every board is decision-making, which can challenge even the best boards of directors. We will explore ways in which decision-making can be undermined and measures which can be taken to enhance effectiveness. Then we will discuss the pivotal role of the company or corporate secretary in promoting high quality governance; the importance of succession planning and board composition; and board evaluation.

08.30 – Review of and reflections on Day 1 (10 mins)

08.40 – Effective Decision-Making Part I (60 mins)

09.40 - BREAK (10 mins)

09.50 - Effective Decision-Making Part II (30 mins)

10.20 – Building Trust through Governance: The role of the company secretary (60 mins)

11.20 - BREAK (15 mins)

11.35 – Succession planning (to build a team) (75 mins)

12.50 - Lunch

14.00 - Mini case study (2)

15.15 – BREAK (15 mins)

15.30 - Why evaluate the board of directors? (75 mins)

16.45 - Close

Day 3

The programme will focus on the important people issue of board evaluation and the need to be alert to the conflicts of interest and duty which arise day to day; and which can derail a career if not handled ethically. The programme will conclude with an interactive exercise for all delegates.

08.30 - Review of and reflections on Day 2 (10 mins)

08.40 - Ethical handling of conflicts of interest (75 mins)

09.55 – BREAK (15 mins)

10.10 - Mini case study (3) (90 mins) 

11.40 – Concluding questions and discussion (20 mins)

12.00 – Close

For delivery dates please view 2026 Course Schedule.

To book a place on this Masterclass or to enquire, please contact us via the link below.

Simon is a Fellow of the global Chartered Governance Institute (‘CGI’), having qualified first as an English solicitor. Simon is Joint Head of CGI Board Evaluation, with which he has been involved since 2003. He is also a governance consultant and trainer. He is a former CEO of the CGI division for the UK and Ireland. He worked as in-house counsel for 30 years in the British railway industry; latterly as company secretary and general counsel, and then as a main board executive director, of the former Railtrack Group PLC. The influencing and negotiating skills required of a company secretary are vital too for his role as a board evaluator. 

Since 2019, Simon has been an Executive Fellow with the London Business School Leadership Institute, raising the profile of the Leadership Institute in the business community by acting as an ambassador and representative of its efforts. He is also a member of, and adviser to, the International Corporate Governance Network. In 2019/2020, he served as Principal Adviser to the Astana International Financial Centre to develop the AIFC Corporate Governance Principles and Guidance.  

Simon is a vice-president (formerly a board member and deputy chair) of a Royal Charter charity, the Railway Benefit Fund. Previously he was an NED for several years of a boutique media and events company. He has served also as a member of the audit committee of The Law Society of England and Wales; the audit committee of a major City of London law firm; the Committee of Inquiry into UK Vote Execution; the former authority for the British Transport Police Force; and the statutory Railway Heritage Committee.