Introduction to Corporate Governance

Oleksandr Okuniev, Head of the CGPA Management Board

• Definition and key elements of corporate governance model
• The main advantages of sound corporate governance
• "Global standards" and "best practice" of corporate governance

Introduction to corporate governance (continued)

Oleksandr Okuniev, Head of the CGPA Management Board

• The problems of assessing the level of corporate governance
• Approaches to building an effective model of corporate governance in the company (group of companies)

The Board of joint stock company (Supervisory Board): role and competence. General discussion the practice of Ukrainian and foreign companies

Oleksandr Okuniev, Head of the CGPA Management Board

Yaroslav Kinakh, President of Iskander Energy Corporation

Iryna Starodubova, Associate Partner at Capital Times

• The role of the Board; types of the Boards and its main objectives
• Approaches to determining the competence of the Board
• The relationship of the Board and the Executive body

The formation of the personal composition of the Board

Oleksandr Okuniev, Head of the CGPA Management Board

• The procedure of nominating the candidates for positions in the Board and succession planning
• Balanced Board:

1. The composition of the Board
2. The ratio of different types of Directors in the Board (Executive, non-Executive, independent)

• The optimal combination of knowledge, experience and personal qualities of Directors

Organization of work of the Board

Oleksandr Okuniev, Head of the CGPA Management Board

• Normative regulation of the activity of the Board (regulations of the Board, contract with a member of the Board)
• The role of the Chairman of the Board
• Board's committees (on audit; compensation; appointments; strategies, etc.)

Organization of work of the Board (continued)

Oleksandr Okuniev, Head of the CGPA Management Board

• Planning Board meetings
• Meetings of the Board and its committees, their decision-making
• The internal audit service and Corporate Secretary Service  as the resources of the Board

The role of the Supervisory Board in the development and implementation of the company strategy

Dan Pasko, Co-managing Partner of the «Diligent Capital Partners»

• Decision on the strategy of the company and monitoring of its implementation
• Effective procedures for the preparation and adoption of Board's decision
• Risks for strategy implementation and monitoring them by the Board
• The Board's actions in case of crises, unexpected problems, conflicts, failures in the implementation of projects

The Board's adoption of strategic decisions on enterprise development (consideration of case studies on examples of Ukrainian companies)Dan Pasko, Co-managing Partner of the «Diligent Capital Partners»

• What should be the procedure of making decisions about investment projects?
• What information do the Board members need on the investment project?
• What questions should you ask top-management of investment projects?