2024 Non-Executive Director Roles and Responsibilities Course - In-House (1 Day)
Chartered Management Institute Recognised Training Centre for Director Training Courses.
This course is assessed as “Excellent” by its delegates. To ensure that the Company Directors attending this training course will continue to get the maximum possible benefit, the delegate numbers will be limited to a maximum of 8.
The Companies Act 2006 deems all Board Directors to share equally in the legal responsibilities of running a company.
It does not differentiate between Executive and Non-Executive Directors. This means that the legal duties and potential liabilities of Non-Executive Directors are exactly the same as those of the Executive Directors, no matter how little or how much time they spend on Board Matters. It would be impossible to fulfil the legal duties of a Board Director without a good understanding of those legal roles and responsibilities according to the Companies Act 2006.
The Companies Acts 2006, CA 2006, contains seven specific statutory director duties. These important legal Director duties are collectively called the “General Duties”. They are documented as Sections 171 to 177 of the CA 2006. The Companies Acts 2006 is a UK wide law, hence it applies across all parts of the UK, including Northern Ireland and Scotland. There are other business related laws which vary across, for example, England and Scotland.
The General Duties are applicable to all Board decisions and all Director activities within all UK companies. These General Duties are different to the Directors Responsibilities Statement, which refers to the responsibilities of the Directors for all financial matters, including their Annual Accounts, the internal financial controls and the the prevention and detection of fraud.
The General Duties of Directors under the Companies Acts 2006 are:
- Duty to act within powers
- Duty to promote the success of the company
- Duty to exercise independent judgment
- Duty to exercise reasonable care, skill and diligence
- Duty to avoid conflicts of interest
- Duty not to accept benefits from third parties
- Duty to declare interest in proposed transaction or arrangement
These courses explain fully the General Duties under the Companies Act 2006 and their relevance to Board meetings and the normal daily activities of Board Directors. The Director Roles and Responsibilities Course will also cover the UK Corporate Governance Code and other Board level statutory requirements. The course will provide that knowledge and through case studies and discussions ensure that you are comfortable with its practical application.
Institute of Leadership and Management Approved Training Centre
These are very practical courses with extensive discussions around case studies that highlight common Boardroom dilemmas. For example a common potential Conflict of Interest within Groups of Companies is that of Subsidiary Board NEDs with Executive roles in their Parent Companies. Another common scenario issue is how far should the Board go in ensuring that the Company Financial Controls are adequate. This course will enable you to resolve such matters and to make sound Board decisions, which fully comply with best practice and your statutory duties as a Director. Guidance will be provided on some of the factors that facilitate effective Boards.
Topics covered include the Companies Act 2006, Effective Boards, Board Director Roles and Responsibilities, UK Corporate Governance Code, Board Committees, the Memorandum & Articles of Association, Companies House requirements, the Insolvency Act, Liquidations, the Director Disqualification Act, Director Pay, Shadow Directors, De Facto Directors, NEDs, iNEDs, Director Statutory Duties, Strategic Financial Management, Risk Management, Dividends, Resolutions, Meetings, Voting requirements and many more.
This course will explain the personal and corporate insolvency issues surrounding directors. It will help you to avoid inadvertently assuming any personal liabilities through an imperfect knowledge of the insolvency laws.
Formal Certificates of Professional Development will be issued to all participants. These certificates will be accepted as evidence for CPD purposes by most professional institutes and associations, including the Law Society, the CIM, the CMI, the ICAEW, the Institute of Learning and the CIPD.
Upcoming start dates
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- In Company
Enquire for more information
- In Company
Suitability - Who should attend?
This training courses has been designed for both experienced and newly appointed Company Directors, as well as their specialist advisors and consultants, who want to ensure that they are complying with all of the relevant laws and regulations, as well applying the highest standards of Corporate Governance within their companies.
Through presentations, hands-on case studies and group discussions, the course tutor will impart exactly the knowledge and information that Company Directors need to become Excellent Board Directors, as well as to assess and maximise the effectiveness of their own Company Board. Every appointed Board Director, including both Executive and Non-Executive Directors, will benefit from this training course; from the most recently appointed Company Board Director to the Chairman of the Board.
The Chairman of the Board of Directors, along with all other Company Directors, both Executive and Non-Executive Directors, as well as current and prospective, will benefit from this training course.
Outcome / Qualification etc.
Formal Certificates of Professional Development will be issued to participants who successfully complete this training course, in print for the 2-day training course and by email for the 1-day training course. These certificates will be accepted as evidence for CPD purposes by most professional institutes and associations, including the Law Society, the CIM, the CMI, the ICAEW, the Institute of Learning and the CIPD.
Training Course Content
The training course will deal with director duties and director responsibilities as they arise, whilst covering:
- Legal Framework
- Trading Business Structures
- Applicable Laws & Regulatory Framework
- Constitution and Governance Framework
- New company law effective from 2024
- Companies Act 2006 Requirements
- Scope and Relevance
- Seven Statutory Director Duties
- Director Qualifications
- Director Liabilities
- Duty of Independent Judgement
- Non-Executive Directors
- Promote the Success of the Company
- Long Term versus Short to Medium Term
- Director Contracts
- Declarations of Interest
- Director Transactions
- Conflicts of Interest
- Resolution of Conflicts of Interest
- Relief for Breaches of Duties
- Common Mistakes
- Appointment and Removal of Directors
- Memorandum and Articles of Association
- Shareholder Relationships and Dealings
- Strategic Reporting Requirements
- People with Significant Control Reporting Requirements
- Director Insurances and Indemnities
- UK Corporate Governance Code
- Scope and Relevance
- Comply or Explain
- 5 Main Sections of the Code
- The Role of the Board
- An Effective Board
- Board Evaluation
- Division of Responsibilities
- The Chairman
- The Chief Executive
- Non-Executive Directors
- Board Composition and Appointments
- Nomination Committees
- Director Commitment and Development
- Director Induction and Support
- Board Accountability
- Risk Management and Internal Control Duties
- Director Pay Principles
- Audit and Remuneration Committees
- Shareholder Relations and Meetings
- Insolvency Act 1986 and the Director Disqualification Act
- Director Risks
- Director Actions and Conduct before Insolvency
- Insolvency Process
- Insolvency Results
- “Pre-Packs”, Pre-Packaged Administrations
- What you can and cannot do to try to save the company
- Common Mistakes and their consequences
Through presentations, hands-on case studies and group discussions, the course tutor will impart exactly the knowledge and information that Company Directors need to become Excellent Board Directors, as well as to assess and maximise the effectiveness of their own Company Board. Every Board Director, including both Executive and Non-Executive Directors, will benefit from this training course; from the most recently appointed Company Board Director to the Chairman of the Board.
Why choose Excellence in Learning
Excellence in Learning has trained over 40,000 delegates in 10,000 client organizations
99% of our Director Delegates have rated our courses as Excellent and the other 1% as good
Excellence in Learning has been training Directors for 25 years
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Average rating 5
Very informative and pitched at the right level. Answered all questions very well and from an informed background. Excellent course.
Phil has good knowledge and an enthusiastic and effective delivery
As a director it is exactly what I needed. The awareness and learning outcomes fit very well with my expectations. Thank you.
From £2,395 per day
EXCELLENCE IN LEARNING
In Person, In-House or Live Online Courses We are a Chartered Management Institute, CMI, Recognised Training Centre for Executive and Director Training. We are also an Institute of Learning and Management approved training centre for Board Directors and Senior Executives....