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Corporate Governance & Integrity

Most organisations have a governance framework on paper that would pass a first reading. The gap that matters is between the framework and what happens in the room: whether a director actually challenges, whether the audit committee gets information the executive would rather it did not have, whether the whistleblowing channel has ever produced anything. This day covers the structural requirements and then spends real time on the behaviours that decide whether they mean anything.

Programme Agenda

What Governance Is Actually For

Separating governance from management, the accountability chain from shareholders through board to executive, and the failures that follow when the line blurs in either direction.

Board Composition and Effectiveness

Independence, tenure, diversity of experience, and board size. What makes a board effective in practice: agenda control, information quality, meeting behaviour and the willingness to sit with an unresolved disagreement.

Director Duties and Liability

Fiduciary duty, duty of care and skill, conflicts, and the statutory duties under the Companies Act. Personal exposure, and the limits of relying on management or on professional advice.

Committee Structure

Audit, risk, nomination and remuneration committees: what each should own, how they report to the board, and the common problem of committees that duplicate the board rather than do work for it.

The Malaysian Code on Corporate Governance

The apply-and-explain approach, the practices most frequently departed from, and how to write a departure explanation that is informative rather than formulaic.

Related Party Transactions and Conflicts

Identification, disclosure, independent assessment and abstention. Recurrent related party transactions and the shareholder approval requirements that attach.

Whistleblowing and Speak-Up Culture

Channel design, independence from management, investigation, protection, and feedback to the reporter. Why most channels are unused and what distinguishes the ones that are not.

Integrity Beyond the Policy

Incentive structures that quietly reward the behaviour the policy forbids, the treatment of a top performer who breaches, and what those decisions teach everyone watching.

Learning Outcomes:
Distinguish governance from management and keep the accountability chain intact
Assess board composition and effectiveness beyond a compliance checklist
State director duties and the limits of relying on management or advisers
Structure board committees so each does distinct work
Apply the MCCG and write a credible departure explanation
Handle related party transactions with proper disclosure and abstention
Design a whistleblowing channel that people are willing to use
Recognise where incentives contradict the stated integrity position

Duration: 1 Day (8 Hours)
Training Hours: 9:00 AM to 5:00 PM
Level: All levels
Training Mode: Physical, Online, or Hybrid
HRD Corp SBL-KHAS Claimable
Certificate of Completion included

Related programmes:
Directorship Essentials for New Board Members (two days on an individual director's own duties and personal liability)

Frequently Asked Questions

Directors, company secretaries, senior management, internal auditors, compliance and integrity officers, and board committee members. Family businesses formalising governance and organisations preparing for listing are frequent attendees.

No. The MCCG module is most directly relevant to listed issuers, but board duties, committee structure, related party handling and speak-up culture apply to private companies, government-linked companies, statutory bodies, cooperatives and non-profits. Examples are drawn from across those types.

Only at the level of the board's oversight role. Sustainability reporting against GRI and Bursa requirements is a separate programme.

This one covers structure: boards, committees, duties, disclosure. The leadership programme covers behaviour and decision-making at the top of an organisation. They pair well, and some organisations run them on consecutive days.

Yes, this programme is HRD Corp SBL-KHAS claimable. Our team can assist your HR department with the documentation required for the grant application.

Yes. Any programme can be booked as a team day. Everyone works the same brief together, so your people come away having built something and knowing each other better.

If you are claiming under HRD Corp, the session has to fall at least 14 days after your HRD Corp approval. If you are not claiming, the date is flexible and we work around your calendar.

Put them on the self-paced e-learning instead. Your team works through the modules on our LMS in their own time, sits the assessment, and earns the same certificate, so nobody has to clear a full day together.

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