The growing significance of the need for a heightened level of accountability and financial stewardship at the Board level, sustainable Corporate Governance practices as well as the importance of the role of the Audit Function were issues that were once again brought to the fore as DCSL Corporate Services Limited as part of its Corporate Governance training series and in collaboration with the Hawkamah Institute of Corporate Governance and Mudara Institute of Directors, both of whom are renowned Corporate Governance and Director Development training institutions in the Middle-East Asia, organized an open-enrolment Director Development Training Workshop in Dubai, United Arab Emirates between the 12thand 13thNovember 2014. The training with the theme “Financial Stewardship, Accountability & Leading, Planning Improvement”©,took place at the prestigious Ritz Carlton Hotel at the Dubai International Financial Centre.
The Workshop which also served as one of the four pre-accreditation training modules for aspiring Directors unto the Boards of Private Companies and Public-Sector establishments in the U.A.E., was well-attended with a cross section of participants from various industrial sectors both within Nigeria, the Emirates and generally from the Middle-East and North Africa regions (MENA), a factor that engendered highly interactive discourse on the applicability and application of the various processes and procedures as presented in the training modules, between the Nigerian, Emirati and MENA jurisdictions and often times evoked debates on the areas of similarities and divergence.
The Sessions on Day 1 were anchored by Mr. Nicolai Tillisch, author of the Regional bestselling book titled; “Effective Business in the Gulf: Mastering Leadership Skills for Greater Success” Private Business Advisory Consultant whose presentations covered Financial Oversight, Reporting and Corporate Finance. He examined the Roles of the Board and the Audit Committee as it pertains to financial stewardship as well as their oversight responsibilities. The presentation examined pervasive trends and applicable financial regulations within the local Emirati jurisdiction and globally, with due consideration to the accounting environment in Nigeria and the variations that exist between both jurisdictions. Participants analyzed the contents of sample financial statements from a practical view-point and sought to derive performance ratios therefrom. There were break-out sessions to solve practical problems that would be useful to participants in effectively generating solutions when faced with business challenges.
The point was emphasized by Mr. Tillisch that appointees to Boards and Audit Committees are not necessarily expected to be qualified accountants or financial analysts provided that they are able to understand and interpret the entity’s financial information and assure themselves that the content therein is sufficient to enable them make informed judgments and practical decisions for the benefit of the entity.
The programme on Day 2 commenced with a the presentation on the Control Environment and Leading, Planning Improvement anchored by Mr. Olli Virtanen, Former Director, Finish Institute of Directors. In discussing the subject of the control environment, the Board’s responsibilities therein and the internal controls that should be in place, Mr. Virtanen identified the control environment as it concerns both the Board and Audit Committee as encompassing business areas related to risk and the management of those risks through internal controls; oversight over Internal & External Audit functions; and review of financial statements and the Annual Report.
He noted that the control environment reflects the overall attitude, awareness, and actions of the Board and management as it pertains to the importance of control activities, stating that the control environment provides discipline and structure for the entire operations of an entity. Participants were taken through the Board’s role in control and oversight and acknowledged the several notable similarities in their respective functions across jurisdictions. They also examined the OECD Principles on the responsibilities of the Board regarding disclosure, transparency and accountability to the shareholders and other stakeholders.
A notable point of divergence between the Emirati and Nigerian Company laws was thrown up during the session. Whist the Audit Committee under Emirati law is a Committee of the Board made up only of Directors, the participants from the Middle East learnt from their Nigerian counterparts that this Statutory Committee under Nigerian Company law is made up of Shareholder representatives and Directors. Nigerian Banks are however required to have a Board Audit Committee, composed of only Directors under the CBN Code of Corporate Governance.
The fourth and final session on Leading and Planning Improvement undertook an objective appreciation of the leadership competencies, attitudes and other requirements expected of those charged with the responsibilities required for implementing an effective system of financial stewardship and accountability for the ultimate benefit of the entity and its stakeholders. The session was anchored by Mr. Alec Aaltonen, Manager – Corporate Governance, Hawkamah. Participants were guided through the tools for mobilizing the requisite support to lead their entities effectively through change, the benefits of improving on their entities’ corporate governance practices and their responsibilities to develop plans for implementing corporate governance within their respective entities. The inherent need for collective rather than individual-based action, building support networks and identifying appropriate mechanisms for implementing such changes within their immediate environment were emphasized.
Adebisi Adeyemi
