Corporate Governance Flashcards
What is governance
Development and implementation of structures and processes for directing and managing an organisation so that stakeholders assured the organisation is working effectively and efficiently
What is good governance
Delivering priorities
Achieving objectives
Behaving with integrity
Acting in public interest
Examples of poor governance
Rte
OPW
Children’s hospital
What’s different about a public body
Nature of organisation
Autonomy and constraints
State is stakeholder
Risk profile and appetite
Reporting and transparency
What’s a governance code
Customs
Codes then legislation
3 examples of codes
Local government Governance code 2024
Charities governance code 2018
Governance code for community voluntary and charitable organisations 2016
Name 5 principles of governance in civil service
- Culture of integrity and commitment to ethics and law / mission structures
- transparency, reporting and comms to ensure accountability / overview of roles
- Leadership /roles, ToR
- Robust intern control systems and performance management practices /audit, compliance framework
- Ensures openness, effective public consultation processes and comprehensive engagement with stakeholders
Elements of culture and ethos in civil service
Dept mission
Values, behaviour and culture
Structures
Internal comms process
Engagement with stakeholders
Framework review
Alignment with strategy statement
Re transparency, reporting and comms what are core elements for civil service
Overview of ministerial roles and departments relationship with minister
Overview of senior management roles and responsibilities
How responsibilities assigned to dept officers under the public services management act
Core elements of governance in terms of developing a department’s capacity in civil service
Purpose and ToR of management structures
Overview of governance arrangements across organisation boundaries
Good governance re management of risks
Audit and assurance arrangements
Compliance framework
What is the assurance framework
Minister Dail and PAC
Secretary general/Accounting Officer
Audit Committee
Central guidance
Internal audit
Risk management
Internal management
Procurement
External audit
Management board
External reports
To ensure good governance re openness and public consultation what are elements for civil service
External governance and oversight under aegis of dept
Eg code of practice for the Governance of State bodies
Corporate governance framework checklist for department
Dept mission
Oversight agreement
Performance delivery agreements kpis
periodic critical reviews every 5 yrs
Procurement
Climate action roadmap
Corporate definition of culture
Combination of values, attitudes and behaviours manifested by company in its operations and relations with stakeholders
7 principles of local government code of governance 2024
- Leadership
- Values and behaviours
- Structures roles and functions
- Capacity and capability
- Decision making
- Stakeholder engagement Review
- Sustainability and climate action
Code of practice for the governance of state bodies 2016
Role of board
Role of chair
Role of board members
Board effectiveness
Codes of conduct ethics
Business and financial reporting
Risk management audit etc
Remuneration superannuation
Quality customer service
What’s the role of the board
Strategic plan, policies and budget
Monitor review performance
Seek and receive assurance
Collective responsibility
Setting the tone
What’s the role of a chair
Lead responsibility
Ensure members understand roles responsibilities
Culture of openness and debate
Information flows
Reporting
Role of board
Fiduciary duties
Independent judgment
Avoid conflicts of interest
Due diligence
Brief new members
Seek and receive assurances
Annual reporting
Protected disclosures
Lobbying 2014
Examples of board effectiveness
Clear understanding of roles responsibilities
Good info flows
Effective committees
Clear strategy and expectations
Good assurance arrangements
Good board exec relationship
Engaged members set the tone
What do internal controls do
Provide assurance
Objectives of risk management
Embed concept at all levels
Develop risk appetite awareness
Provide stakeholders with assurance that risks and uncertainty are being managed
Internal v external audit
Internal - independent, focus on internal systems, risk based, provide assurance, support internal framework
External- independent, focus on financial statements, audit report
Relations with minister oireachtas and department
Oversight agreements
Performance delivery agreements
Periodic reviews
Procurement
Hot topics on governance
Data and AI
Organisations culture
ESG sustainability
What is ESG
Environmental
Social
Governance
Define culture
Values, attitudes and behaviours manifested by employees