Corporate Governance Flashcards

1
Q

What is governance

A

Development and implementation of structures and processes for directing and managing an organisation so that stakeholders assured the organisation is working effectively and efficiently

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2
Q

What is good governance

A

Delivering priorities
Achieving objectives
Behaving with integrity
Acting in public interest

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3
Q

Examples of poor governance

A

Rte
OPW
Children’s hospital

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4
Q

What’s different about a public body

A

Nature of organisation
Autonomy and constraints
State is stakeholder
Risk profile and appetite
Reporting and transparency

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5
Q

What’s a governance code

A

Customs
Codes then legislation

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6
Q

3 examples of codes

A

Local government Governance code 2024
Charities governance code 2018
Governance code for community voluntary and charitable organisations 2016

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7
Q

Name 5 principles of governance in civil service

A
  1. Culture of integrity and commitment to ethics and law / mission structures
  2. transparency, reporting and comms to ensure accountability / overview of roles
  3. Leadership /roles, ToR
  4. Robust intern control systems and performance management practices /audit, compliance framework
  5. Ensures openness, effective public consultation processes and comprehensive engagement with stakeholders
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8
Q

Elements of culture and ethos in civil service

A

Dept mission
Values, behaviour and culture
Structures
Internal comms process
Engagement with stakeholders
Framework review
Alignment with strategy statement

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9
Q

Re transparency, reporting and comms what are core elements for civil service

A

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

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10
Q

Core elements of governance in terms of developing a department’s capacity in civil service

A

Purpose and ToR of management structures
Overview of governance arrangements across organisation boundaries

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11
Q

Good governance re management of risks

A

Audit and assurance arrangements
Compliance framework

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12
Q

What is the assurance framework

A

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

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13
Q

To ensure good governance re openness and public consultation what are elements for civil service

A

External governance and oversight under aegis of dept

Eg code of practice for the Governance of State bodies

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14
Q

Corporate governance framework checklist for department

A

Dept mission
Oversight agreement
Performance delivery agreements kpis
periodic critical reviews every 5 yrs
Procurement
Climate action roadmap

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15
Q

Corporate definition of culture

A

Combination of values, attitudes and behaviours manifested by company in its operations and relations with stakeholders

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16
Q

Make 7 principles of local government code of governance 2024

A
  1. Leadership
  2. Values and behaviours
  3. Structures roles and functions
  4. Capacity and capability
  5. Decision making
  6. Stakeholder engagement Review
  7. Sustainability and climate action
17
Q

Code of practice for the governance of state bodies 2016

A

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

18
Q

What’s the role of the board

A

Strategic plan, policies and budget
Monitor review performance
Seek and receive assurance
Collective responsibility
Setting the tone

19
Q

What’s the role of a chair

A

Lead responsibility
Ensure members understand roles responsibilities
Culture of openness and debate
Information flows
Reporting

20
Q

Role of board

A

Fiduciary duties
Independent judgment
Avoid conflicts of interest
Due diligence
Brief new members
Seek and receive assurances
Annual reporting
Protected disclosures
Lobbying 2014

21
Q

Examples of board effectiveness

A

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

22
Q

What do internal controls do

A

Provide assurance

23
Q

Objectives of risk management

A

Embed concept at all levels
Develop risk appetite awareness
Provide stakeholders with assurance that risks and uncertainty are being managed

24
Q

Internal v external audit

A

Internal - independent, focus on internal systems, risk based, provide assurance, support internal framework

External- independent, focus on financial statements, audit report

25
Q

Relations with minister oireachtas and department

A

Oversight agreements
Performance delivery agreements
Periodic reviews
Procurement

26
Q

Hot topics on governance

A

Data and AI
Organisations culture
ESG sustainability

27
Q

What is ESG

A

Environmental
Social
Governance

28
Q

Define culture

A

Values, attitudes and behaviours manifested by employees