Corporate Governance: Role of the board and Board Secretaries

Corporate Governance: Role of the Board and Board Secretaries

Balance Stakeholder Interests, Set Strategic Direction, and Manage Corporate Culture, Risk, and Ethics

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Platform:
Online
In-class
Date Venue Duration
01 October 2026 Live/Online 1 Day
02 December 2026 Live/Online 1 Day
10 February 2027 Live/Online 1 Day
24 March 2027 Live/Online 1 Day
31 May 2027 Live/Online 1 Day

Course Introduction

By attending this Corporate Governance: Role of the Board and Board Secretaries training workshop, you will explore the key elements of the board function, how boards balance the competing interests of different stakeholders, and the role of the board in setting the direction of the organisation — built specifically around South Africa’s legal and governance framework: the Companies Act 71 of 2008 and the King V Code on Corporate Governance, effective for financial years beginning on or after 1 January 2026.

 

You’ll also cover ground the board can’t manage alone: the statutory role of the Company Secretary, including King V’s requirement that the Secretary maintain an arms-length relationship with the board they support. Whether you’re a director learning what to expect from your Company Secretary, or a Company Secretary learning how to work effectively with your board, this workshop covers both sides of that relationship in a single day.

Course Objectives

Upon completion of this Corporate Governance: Role of the Board and Board Secretaries training workshop, you will understand:
  • Understand what boards of directors do, and their original powers under Section 66(1) of the Companies Act
  • Understand how the board's role differs from executive management
  • Apply general principles for setting the organisation's direction, including mission, vision, and risk appetite
  • Understand the board's role in balancing stakeholder interests and communicating with shareholders
  • Understand the statutory role of the Company Secretary, including King V's independence requirement
  • Recognise King V's four governance outcomes and apply them to your organisation's board practice

Who should attend?

  • Non-Executive Directors Wanting to Understand Their Role
  • Other Board Members Wishing to Refresh Their Knowledge and Skills
  • Chairs of Organisations, Chief Executives, Company Secretaries, and Other Heads of Organisations
  • Professionals, Practitioners, and Managers in Corporate Investment
  • Leaders in State-Owned Enterprises, Public, Voluntary, and Non-Profit Organisations
  • In-House Counsel and Regulatory and Compliance Professionals
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Training Methodology

Our diverse instructional approaches ensure effective learning:

– Lectures & Presentations: Engage with expert-driven, stimulating content.
– Course Material: Access well-crafted supporting resources.
– Group Work: Collaborate on discussions and case studies for practical insights.
– Workshops & Role-Play: Participate in immersive, scenario-based activities.
– Practical Application: Focus on applying theoretical knowledge in real situations.
– Post-Training Support: Receive extensive support after training for skill implementation.

Training Outline

Session 1: Corporate Purpose and Strategy
  • The board's original powers under Section 66(1) of the Companies Act, 71 of 2008
  • How the board's role differs from executive management
  • Setting mission, vision, and strategic direction
  • King V's outcomes-based approach: moving from procedural compliance to evidencing real impact
Session 2: Corporate Risk
  • The board's role in risk oversight and setting risk appetite
  • Linking risk oversight to King V's “conformance and sound internal control” outcome
  • Practical questions boards should ask management about risk
Session 3: Corporate Culture and Ethics
  • Tone at the top, and the board's role in shaping ethical culture
  • King V's “ethical and responsible leadership” outcome in practice
  • Recognising and responding to culture and ethics red flags
Session 4: Balancing the Interests of Shareholders and Stakeholders
  • The board's duty to balance competing stakeholder interests
  • King V's stakeholder-inclusive approach
Case discussion: a board decision with competing stakeholder pressures
Session 5: Engaging with Stakeholders
  • Communicating with and representing shareholders
  • Principles for effective, transparent stakeholder engagement
  • Disclosure obligations under King V
Session 6: The Role of the Company Secretary
  • The statutory mandate: Section 86 requires public and state-owned companies to appoint a Company Secretary
  • Section 87: the board's responsibility to appoint someone with the requisite knowledge and experience
  • Section 88.2 duties: guiding directors on their duties, responsibilities, and powers; keeping them informed of relevant law; reporting obligations
  • King V's independence requirement: the Company Secretary should have unfettered access to the board but must maintain an arms-length relationship with it, and should not be a member of the governing body
  • How the role has evolved from record-keeper to the board's chief governance advisor
  • Close-out: the board-secretary relationship in practice, and your action plan

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The Evolving Role of Executive Assistants and AI Conference

Thank you for offering us the opportunity to attend this course. The Facilitator was very informed, and have learned a lot of AI tools which I will use at my workplace.

FAQs – Corporate Governance: Role of the Board and Board Secretaries

Develop corporate governance expertise covering board responsibilities, governance principles, board secretarial duties, compliance, risk oversight, and effective board administration.

What topics are covered in Corporate Governance: The Role of the Board and Board Secretaries?
The course covers corporate governance principles, the roles and responsibilities of boards and board committees, duties of directors, board effectiveness, King IV governance principles, board decision-making, ethical leadership, compliance, risk oversight, stakeholder relationships, and the role of the company or board secretary.
Who should attend the Corporate Governance: The Role of the Board and Board Secretaries course?
This course is designed for board directors, non-executive directors, board chairpersons, company secretaries, board secretaries, governance professionals, senior executives, legal advisors, and professionals involved in board administration and corporate governance.
Does the course cover King IV and corporate governance principles?
Yes. The programme addresses key corporate governance principles and the application of the King IV Report, including ethical and effective leadership, governance structures, accountability, transparency, stakeholder inclusivity, risk oversight, and board responsibilities.
How long is the Corporate Governance: The Role of the Board and Board Secretaries course?
The programme is delivered as an intensive professional training course combining expert-led presentations, practical discussions, case studies, governance scenarios, and workplace-focused learning activities.
What skills will board secretaries develop from this corporate governance course?
Delegates develop practical skills in board meeting preparation, agenda management, accurate minute taking, governance documentation, board communication, compliance monitoring, action tracking, confidentiality, stakeholder engagement, and supporting effective board decision-making.
Can Prospen Africa deliver Corporate Governance training as customised in-house training?
Yes. Prospen Africa can customise the training around your organisation's governance framework, board structure, committee responsibilities, regulatory environment, King IV implementation requirements, board administration processes, and governance development objectives.

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