ΠΕΡΙΓΡΑΦΗ

Conducting a Board Meeting can often be challenging, and this programme seeks to examine specific areas pertaining to the Board meeting, specifically, the manner of giving notice, conduct of a board meeting and some of the issues that can arise at a board meeting.

Problems for the Chair and the directors can arise at any stage during the calling or conduct of board meetings. The problems can often be of a contentious nature. This program is seeking to set out some principles of general application that may typically apply to every Cyprus Company regarding the preparation and conduct of its board meetings. It is the obligation of the directors to insist that meetings of directors are conducted in an organized and efficient manner in adherence to the principles of rules of order. It is the duty of the Chair to ensure that such principles are enforced. Finally, this program aspires to suggest some strategies to try and deal with contentious issues that may arise at any stage.

ΣΚΟΠΟΣ ΣΕΜΙΝΑΡΙΟΥ

At the end of the programme participants will be able:

• To understand the difficulties that arise for companies in Cyprus which lack a formal process
• To understand the issue of board composition, diversity and skills
• To understand the issue of Risk oversight and Governance
• To understand the issue of Adequate information and technology governance
• To understand the issue of Compliance monitoring
• To understand the issue of Adequate Remuneration Governance
• To understand the issue of Adequate stakeholder communication
• To determine the legal and regulatory requirements that companies have to comply with and the penalties for noncompliance.
• To assess the application of the business judgement rule to protect directors from liability to the company
• To promote the principles of corporate governance and recommendations in terms of the prevailing law

ΣΕ ΠΟΙΟΥΣ ΑΠΕΥΘΥΝΕΤΑΙ

The programme is suitable for:

• Internal auditors
• Internal lawyers
• Company directors
• Cyber-security officers
• Communications surveillance officers
• Information and technology officers
• Law enforcement officers
• Trade officers
• Education officers
• E-governance officers
• Health care services officers
• Financial and banking institutions officers
• Consumer protection officers
• Product liability officers

ΠΕΡΙΣΣΟΤΕΡΕΣ ΠΛΗΡΟΦΟΡΙΕΣ

Training Outline

Introduction to Meetings of the Board

Calling Meetings of the Board

• By-law requirements
• Who to send notice to?
• Length of Notice
• Authority to Call Meetings
• Calling the Meeting to be Bona Fide
• Form of Notice
• Failure to Comply with Notice Requirements

Conduct of a Director’s Meeting

• Chair – who is entitled to chair meetings?
• Can directors move to replace the Chair of the meeting?
• Role of the Chair
• Who is entitled to attend?
• Quorum Issues
• Voting By Directors
• Motions – do they require a seconder?
• Debate
• Casting Vote
• Whether an abstention is considered to be a vote against the resolution
• Method of Voting
• Nominee Directors
• Appeals from Decisions of the Chair
• How to deal with the difficult Director
• Codes of Conduct
• What is the ultimate sanction for the incorrigible Director?
• Duty to Prepare for Meetings
• Conflicts of Interest
• The Independence of Directors
• Minutes of Meetings
• Notes of Meetings

Board Committee Meetings

Training Style

The programme is designed to deliver knowledge and enhance participants’ skills via short lectures, case-studies, practical examples, real-life simulations. Most of the training’s time will be invested in analysing a real-life case study that will help participants understand how to solve problems in similar occasions

CPD Recognition

This programme may be approved for up to 7 CPD units in Law. Eligibility criteria and CPD Units are verified directly by your association, regulator or other bodies which you hold membership.

In-house Training

For groups within the same organisation, this course may be customized to meet any specific needs and delivered in-house.