Strategy, Governance and Ethics – KASNEB Syllabus

PAPER NO.13  STRATEGY, GOVERNANCE AND ETHICS

GENERAL OBJECTIVE

This paper is intended to equip the candidate with knowledge, skills and attitudes that will enable him/her to formulate and implement strategies and demonstrate good governance and ethical practices.

LEARNING OUTCOMES

A candidate who passes this paper should be able to:

• Analyse the environment and its impact on strategic decision making
• Formulate and implement a strategic plan
• Practice the tenets and principles of good governance
• Comply with ethical principles in an organisation

CONTENT

Overview of management

• Importance of management
• Principles of management
• Management as a science, an art or a profession
• Functions and roles of management
• Levels of management and managerial skills
• Management and administration
• Overview of management functions

Development of management thought

• Pre-industrial revolution management theories
• Classical theories, neo-classical theories
• Contemporary theories

Overview of corporate strategy, governance and ethics

• Meaning of strategy, management and strategic management
• Scope of strategic management
• Levels of strategic management
• Benefits of strategic management
• Limitations of strategic management
• Meaning of Governance and Ethics
• Importance of Governance and Ethics
• Principles of good governance
• Overview of theories in governance and ethics

Strategy formulation

• Environmental analysis
• Organisational vision and mission
• Organisational goals and objectives
• Development of corporate strategy and business strategy
• Strategic options
• Strategy formulation constraints
• Competitive advantage

Strategy implementation

• Organisational structure
• Resource allocation
• Organisational culture
• Role of leadership on strategy implementation
• Innovation and knowledge management
• Constraints to strategy implementation
• Management of strategic change

Strategic monitoring and evaluation

• Purpose and role of strategic monitoring and evaluation
• Process of strategic monitoring and evaluation
• Tools of strategic monitoring and evaluation
• Role of management information systems
• Performance measurement; balance scorecard and benchmarking
• Features of good strategic monitoring and evaluation systems
• Review and feedback
• Continuous improvement

The Board of Directors

• Appointment, composition and size
• Role and functions
• Executive, non-executive and independent directors
• Committees of the Board
• Board meetings
• Board work plan
• Board induction and continuous skills development
• Board manual and charter
• Board performance evaluation
• Board remuneration
• Term limits for non-executive Board members
• Succession planning
• Liability and insurance indemnity
• Appointment of the Chief Executive Officer
• Appointment of the Certified Secretary
• Separation of roles
• Role of the board in performance management
• Role of the Board in stakeholders management

Accountability, risk management and internal control

• Financial reporting
• Integrated reporting
• Strategies and processes in enterprise risk management
• Board’s role in enterprise risk management
• Internal controls
• Internal auditor
• Audit Committee
• External auditor
• Internal Audit Charter and work plan
• Role of the Board in the procurement process

Sustainability and social investment

• Sustainability goals and strategy
• Triple bottom line
• Social responsibility investments
• Corporate social responsibility
• Environmental management
• Ethical issues in CSR
• Strategies and policies on CSR
• Creating and registering foundations to manage CSR
• The impact of CSR on shareholder value
• Social audit
• Corporate reputation and image

Ethics and corporate disclosure

• Ethical norms, morality, values and ethical culture
• Role of the board in promotion of ethical conduct
• Professional judgement
• Code of ethics
• Standards of conduct and personal integrity
• Ethical dilemmas
• Ethics committee
• Ethics training
• Conflict of interests and related party transactions
• Insider trading
• Policy and guidelines on payments and gifts
• Corporate disclosure policy and strategy
• Benefits of disclosures and transparency
• Disclosure barriers
• Financial and non-financial disclosures
• Whistle blowing

Case studies in strategy, governance and ethics

Emerging issues and trends