High Performance Boards. Didier Cossin
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Conflicts: Company vs. Society Notes Chapter 14: High-Level Fraud and Active Board Oversight Why Does High-Level Fraud Happen? Injustice Lax Oversight Problematic Culture Financial Illiteracy How to Create an Effective Oversight Environment Preventing Injustice: Broaden the Notion of Conflict of Interest Preventing Lax Oversight: Build Appropriate Frameworks Preventing Toxic Behaviours: Create a Positive Culture Strengthen Board Oversight Expertise with Special Focus on Legal, Compliance, Risk, Fraud, and Financial Reporting Tools For Anti-Fraud Activities: Assessment, Prevention, Detection, and Investigation Assessment Prevention Detection Investigation Notes
7 Part III: Board Best Practices Chapter 15: The Board as a Strategic Asset1 Five Definitions of Strategy Clarifying the Board's Role Taking Context into the Mapping Process The Impact of Context on Strategic Views and Roles of the Board The Board's Ultimate Strategic Significance Notes Chapter 16: A Primer on Finance Essentials for Directors Reading Financial Reports Understanding Ratios to Analyse Operating Strategies Interpreting Between the Lines of Financial Statements How to Identify Red Flags in Financial Statements Implementing Desired Capital Structure Understanding Valuation Fundamentals Making Better M&A Decisions1 Overseeing Risk2 Notes
8 Joanne Marker and Board Values at Comfre Chapter 17: Board Leadership and Values Quality Boards Live and Breathe Integrity Which and Whose Values? Board Values vs. Organisational Values Family Values in Business Note Chapter 18: The Intricacies of Subsidiary/Holding Governance Structures Culture Chapter 19: Fostering Entrepreneurship from the Board1 ‘Best Practice’ Governance vs. Entrepreneurship Boards Should Actively Encourage Entrepreneurship Notes Chapter 20: The Board's Oversight Framework for M&As1 Creating a Deal-Making Mindset Seeing the Bigger Picture Staging Deals with Maximum Precision Integration Confronting Litigation Involving M&As Notes
9 Joanne Marker Confronts Failing Board Culture Chapter 21: The Chair–CEO Relationship The Role of the Chair Chairs are Increasingly Active Chair–CEO Dynamics – the Hallmarks of a Productive Relationship Tests of the Chair–CEO Relationship The Ideal Attributes of a Chair Chapter 22: The Board–Management Relationship Supervision Support Blurring the Board–Management Relationship Writing Governance Codes Is Easier Than Changing Behaviours Note Chapter 23: Effective Diversity Diversity is Good … But Why; and When? Diversity as a Considered Choice Gender Culture