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Business Owners At Table
Meeting Setting Out Guidelines


Good corporate governance is critical to organisational success. Whether your firm is starting up, developing or mature, the effectiveness of governance both now and into the future will impact directly on the outcomes you expect.

What is governance?

Typically, governance is a word often connected to incorporated companies, however all entity types can and should still perform the tasks of establishing organisational purpose based on stakeholder needs, levels of investment and the degree of acceptable risk.

Whether your firm is a sole trader, partnership, incorporated company, trust or society, someone or some group of individuals must be ultimately accountable for leading the entity towards its intended purpose while maintaining legitimacy and upholding certain ethical and moral behaviours.

Governance requires the formation, performance and conformance of values, beliefs and place factors along with functions of direction, legitimacy and motivation and should have mechanisms to cater for both internal and external stakeholders.

For larger organisation’s your roll might be entirely separate from the day-to-day management and carry an independent perspective. For a small-medium business you might wear the hat of director, manager and employee all at the one meeting. In both cases board members must be able to direct their organisations sustainably towards their long term goals.

Paradox Strategic Management has first-hand experience in governance issues and can assist you with any of the following;

  • Ownership concentration (Block-holder influence, constitutional powers, entrenchment, minority considerations, establish the meaning of ‘value’, ownership succession planning, concealed agendas and more...)
  • Board appraisal (Independent governance audits and reporting, stakeholder analysis, decision effectiveness, values, ethics, integrated risk and contingency management, integrated performance, stewardship, time-constrained agendas, change dynamics, management integration, sustainability and responsibility objectives and more...)
  • Board composition (Intra- and inter-board heterogeneity, internal and external representation, multi-tier and broader stakeholder participation considerations, biases, skills, energies, networks, demographics, corporate and business level representation, international considerations, direct and indirect independence, length of term and more...)
  • Board size and scope (Centralisation issues, portfolio and synergy agendas, regulatory and constitutional considerations, strategic control, networking and coordination of services and more...)
  • Agency and stewardship (Governance leadership, ‘duality’ appropriateness, the duty of care principle, director’s responsibilities, stakeholder alignment considerations, opportunistic behaviours and other biases)
  • Strategic influence (Understanding the structure v’s strategy paradox and contextual considerations)
  • Conflicts of Interest and self-interest (Interests disclosures, timeliness, recognition of conflicts, curative processes, board member- removal, replacement and succession planning)
  • Charters and mandates (Establishment of articles, principles and doctrines, performance recognition, responsibility and wealth creation, economic-, social- and environmental objective setting, moral and ethical reasoning, framework formulation, statements of intent and more...)
  • Sub-committees (Health and safety, audit, people development, remuneration, risk, distributions and reserves,  public and media relations and other sub-committee formulation and charters)
  • CEO and general management delegation and authorities (Determining levels of responsibility, autonomy, executive and senior management job design and expectations, board-management relationships and more...)
  • Executive and management compensation  (Independent appraisals for salary, share options, performance bonuses, fringe benefits, sustainability issues, balanced scorecard formulation, and other less tangible reward systems)
  • Moral and ethical behaviour (Establishing ethical frameworks, moral cognitive development, motivating influences, codes of conduct and behaviour, cultural integration, safe whistle-blowing mechanisms, managing relationships, corporate citizenship, consumer interaction, competition and supply behaviour, political manifestations, regulations and compliance, global considerations and more...)
  • Organisational purpose (Understand organisational existence, recognising stakeholders, values, beliefs, location and the environment, stakeholder compensation expectations and more...)

The transcendence by management whereby their actions favour the greater good of the firm with considerably less emphasis on personal gain or the default interests of shareholders.

The situation where the same individual is the chair of the governing board while at the same time heads the day-to-day management of the organisation. Depending on circumstances there is sound debate whether or not this is a good move.

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Audit Checklist
Policy Meeting