Introducing the GCC Board Directors Institute

Introducing the GCC
Board Directors Institute
April 2015
GCC Board Directors Institute
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BDI is the leading organization in the Gulf for Boards and directors
OUR VISION
We are a not-for-profit organization dedicated to making a positive impact on the economies and
societies of the region by promoting professional directorship and raising the level of board
effectiveness.
OUR MISSION OBJECTIVES
PROGRAMS
Enhance board member capabilities:
▪ Further the understanding of best practice
board governance and board responsibilities
▪ Facilitate pragmatic experiences among
members of regional and international boards
MEMBERSHIP & MEMBER SERVICES
Be the leading regional network of board
members:
▪ Provide venues and networking opportunities
between regional board members, professional
advisors and senior executives
▪ Support regular exchange of speakers and
connections to similar initiatives in different parts
of the globe
KNOWLEDGE
Disseminate high quality board governance
knowledge:
▪ Develop proprietary regional board governance
content
▪ Facilitate the sharing of board governance best
practices
AWARENESS
Put board governance higher on the region’s
agenda:
▪ Provide a collective voice for its membership
among the region’s leadership, policymakers and
lawmakers on board governance regulation
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BDI was set-up by leading corporations and advisory firms with
the support of the region’s regulators
Founding partners
Content partners
Regulatory partners
Corporate sponsors
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We are the first and only organization in the region to be a member of the
Global Network of Director Institutes (GNDI)
GNDI is an international collaboration that shares expertise in directorship and corporate governance
Why BDI decided to join with GNDI’s 13-member network?
1
2
Reinforce BDI’s
position as the
leading institute
which brings global
best practices to
the region
3
Give greater
recognition of BDI as
a voice of directors
both in the Gulf and
internationally
4
Provide a platform
for:
• support
• benchmarking
• valuable to
insights into
emerging trends
Offer our members
the opportunity to
interact, learn and
benefit from a
global network of
150,000 directors
and governance
professionals
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BDI governance and core team
Board of Governors
Abdallah Al
Saadan
Saudi Aramco
Tarek Elmasry
McKinsey &
Company
Core team
Mohammed
Al-Shroogi
Investcorp
Mutlaq Al
Morished
Tasnee
Mohammed H. Hani Ashkar
Al Shehi
PwC
Emirates NBD
Michael Morcos
Heidrick &
Struggles
Nathalie Potvin Soufia Elkhellaf
Executive
Program
Director
Manager
Zeljkica Palcer
Program
Manager
Mira Alrabi
Marketing &
Communications
Manager
Claire Hassan
Executive
Assistant
Khalid
Garousha
Allen&Overy
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Our program offerings
To date, we have delivered over 35 workshops for senior board directors
Foundations of Directorship
The Foundations of Directorship workshop is hands-on and experiential. Taking place over
2 days, participants are presented with contemporary issues and challenges that boards in
the GCC are faced with and, through discussions and pragmatic experience-sharing, faculty
and participants explore and analyze potential solutions, tools and effective practices.
Mastering the Boardroom
Mastering the Boardroom is aimed at those directors who have completed the Foundations
of Directorship workshop. Through a series of case studies and panel discussions with
practitioners and faculty, participants will develop the skills required to take on more senior
roles (e.g., chairman, vice chairman, committee chair) and enhance their personal
effectiveness and contribution to the board.
Chairman’s Summit
The Chairman’s Summit is a one-day event which brings together leading chairmen,
regulators and practitioners from the GCC region. Comprised of a series of panel
discussions on various topics of importance to chairmen, the Summit also offers an
excellent platform for senior business leaders to network, discuss and share experiences
with peers.
Tailored workshop
Whether you are looking to on-board new directors or provide your board with an exclusive
development session, our program offerings can be tailored to suit your board’s unique
situation and requirements.
Board Effectiveness Initiative
Improving the effectiveness of their board is a priority for leading organizations everywhere.
We have developed a proprietary tool to assess the effectiveness of boards which
combines survey as well as one-on-one interview results – all conducted in a non-attributive
and confidential manner – to produce a fact-base of improvement opportunities.
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“Foundations of Directorship” covers the 6 dimensions of board
6
effectiveness
Board evaluation and renewal
1
5
Board composition and directors’
capabilities
• The model board
• Board composition
• Director remuneration & trends
• Director succession
2
3
Director duties and responsibilities
•
•
•
•
•
•
Individual director skills/expertise
Role of chairman
Role of vice-chairman
Role of non-executive directors
Oversight of the board
Duties towards minority
shareholders
Board structure, processes and
protocols
• General assembly
• Sub-committees (number, type)
• Annual board calendar
• Confidentiality and disclosure
• Decisions and voting process
• Type and location of board
meetings
Effective board dynamics
Interactions in meetings, discipline in discussions, effective probing and conflict management
4
b
4
a
Strategy
development
Delivering on the roles of the board
4
4
c
d
Performance
Risk management
Capital
management
markets
• Supporting strategic • Holding
• Understanding
planning
performance
• Understanding
dialogues
industry context and • Managing
evolution
consequences
overall exposure
• Approving risk
boundaries
• Guiding risk
mitigation
4
e Senior management evaluation
and development
• Leveraging capital
• Evaluating of top
markets view of
talent
company
• Developing leaders
• Communicating
• Managing CEO
with capital markets succession
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“Mastering the Boardroom” helps directors enhance their personal
effectiveness and overall contribution to the board
1
2
3
4
5
Impact of macro
factors on business
strategy
• Taxonomy of macro factors, how they impact businesses, and
how to translate their impact into strategy
Boundaries between
the board and
management
• Learning the art of knowing where the boundary lies in various
situations
Legal role of a
board member
• Legal roles played by board members in various situations
Board agendas and
action plans
• How to create board agendas that achieve the right balance
between the various roles of the board (insight, oversight and
foresight)
Risk management
• Introduction to taxonomy of risks and manners in which
companies can assess their risk appetite, mitigate risks, etc.
Role of the board in
succession
planning
• Increasingly, boards are pushing for their organizations to lead
the succession planning exercise and develop robust plans to
ensure sustainability - an exercise closer to science or to art?
Group decisionmaking
• How to recognize when a group is making biased decisions
• What is the process to manage decisions that were made based
on biases?
6
7
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We have developed a proprietary tool to assess board effectiveness …
The evaluation process is completed in 2 phases: anonymous
web-based survey and one-on-one interviews
Phase 1: Anonymous web-based survey
Have board secretary
complete board fact sheet
Outcomes
1 Fact-base of improvement opportunities
Conduct on-line survey
2 Benchmark against other GCC boards
Phase 2: One-on-one interviews
“Deep-structure” interviews
with one or more board
members (one on one)
Expert analysis of improvement areas based on similar
boards and situations
3 Roundtable discussion with board chairman
on potential improvement actions (could be
followed up with board workshop) before
results are shared at board meeting.
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… which we use for tailored workshops and board reviews
Example of GCC flagship companies which have turned to BDI for their board review and/or tailored
workshop
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“Promoting Professional Directorship” is BDI’s fourth survey on board
practices in the Gulf
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With over 500 members, BDI’s membership is the most influential network
of senior board directors in the Gulf
Members stay connected with one another through various networking events organized each year
BDI members come from regional flagship corporations, familyowned businesses and government entities
Member benefits
Opportunity to interact,
learn and benefit from
a global network of
150,000 directors and
governance
professionals through
the GNDI Global
Passport program
Participation in
exclusive,
members-only
events such as the
Chairman Summit
Al Majlis monthly
newsletter covering
regional board and
member news, and
featuring insights
from BDI partners
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How to reach the core team
Nathalie Potvin
Executive Director
GCC Board Directors Institute
DIFC | Building 4, Level 4
P.O. Box 33538 | Dubai - UAE
Mobile +971 52 762 4849 | Fixed +971 4 554 7967
E: [email protected]
Soufia Elkhellaf
Program Manager
GCC Board Directors Institute
DIFC | Building 4, Level 4
P.O. Box 33538 | Dubai - UAE
Mobile +971 55 379 3805 | Fixed +971 4 554 7967
E: [email protected]
Mira Alrabi
Marketing & Communications Manager
GCC Board Directors Institute
DIFC | Building 4, Level 4
P.O. Box 33538 | Dubai - UAE
Mobile +971 55 745 7960 | Fixed +971 4 554 7967
E: [email protected]
Zeljkica Palcer
Program Manager
GCC Board Directors Institute
DIFC | Building 4, Level 4
P.O. Box 33538 | Dubai - UAE
Mobile +971 55 680 9747 | Fixed +971 4 554 7967
E: [email protected]
Claire Hassan
Executive Assistant
GCC Board Directors Institute
DIFC | Building 4, Level 4
P.O. Box 33538 | Dubai - UAE
Mobile +971 56 410 6792 | Fixed +971 4 554 7967
E: [email protected]
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