Log in
  • 05 Oct 2015 6:45 AM | Administrator

    THE Caribbean Corporate Governance Institute (CCGI) is calling on Finance Minister Colm Imbert to make it mandatory for all State-Owned Enterprises (SOEs) to apply the principles of the Trinidad and Tobago Corporate Governance Code (TTCGC) and to report to the public how they have done this.

    In a statement on Friday, the CCGI recalled that in November 2013, together with the TT Chamber of Industry and Commerce and the TT Stock Exchange, it published the Trinidad and Tobago Corporate Governance Code (TTCGC). 

    The TTCGC applies to all corporate bodies with public accountability. 

    Adopting the code as the reference standard for corporate governance would be consistent with the recommendation by the Organisation for Economic Cooperation and Development (OECD) in its 2015 Edition of the OECD Guidelines on Corporate Governance of State- Owned Enterprises. 

    The CCGI said it is urging Imbert in his capacity as Corporate Sole, to add one line to the 2016 Budget and mandate that all State-Owned Enterprises to adopt the TTCGC as its reference standard.  read full story here

  • 01 Oct 2015 8:00 AM | Administrator

    By CCGI in T&T Business Guardian

    Over the next few weeks, a sizeable number of appointments to State Boards will have continue to be made by the new administration. More than 1,000 positions are needed to be filled. These appointments to State Boards require persons with the right credentials and there is a very small pool of qualified candidates.  

    One of the questions that has arisen during the appointment process has been the issue associated with independence. This has been caused principally by the appointment of a former independent senator as Chairman of the boards to oversee the operations of the Caribbean New Media Group (CNMG) and the Government Information Services Ltd (GISL). Many commentators, political analysts, politicians, and citizens have weighed in on the appropriateness of appointing sitting or former Independent Senators to these state organizations. 

    The differences of opinion may be explained by partisanship and personal persuasions of each of the speakers, but the comments expose different levels of understanding regarding the role of independence on the board.  For example, Mrs. Kamla Persad Bissessar, Leader of the Opposition, in her appointment speech on September 21 said that “Public displays of apparent independence should not be used as a mask for political activism”,  Dr. Winford James, political analyst, commenting to the media on September 22 stated that “Drayton now appears to be politically tainted and her past contributions as an independent senator would now be scrutinized” and Mr. Vasant Bharath, Opposition Senator on September 20 stated that Mrs Dayton was an “excellent choice. Helen Drayton is a woman of great integrity and she has a significant amount of competence and she comes from a background where she understands communications and she understands people”. This article discusses the nature of independence on the board and addresses many of the issues currently being raised and addresses many of the issues raised.

    What is independence ?

    read the full story here

  • 24 Sep 2015 5:00 AM | Administrator

    By CCGI in Trinidad & Tobago Business Guardian

    Over the last fortnight, a lot of opinions regarding the decision making process for choosing the numerous appointees to State Boards have been aired from the nation’s public, business community and varied political interest groups. As you read these words, it is week 3 of the new Government’s tenure and in the first 10 days, there have been 15 Board appointments to 4 major State companies – a Board of 4 at the combined Caribbean News Media Group (CNMG) and Government Information Services Limited (GISL), a Board of 5 at the National Gas Company (NGC) and a Board of 6 at Petrotrin... read the full published story here


  • 17 Sep 2015 5:00 AM | Administrator

    By CCGI, Trinidad & Tobago Business Guardian

    Within the next two months, over 1,000 individuals will be appointed to the governing boards of more than 200 public bodies in T&T following the election and change in government last week. ...  read the full story here
    Nine-questions


  • 10 Sep 2015 5:00 AM | Administrator

    By CCGI, in Trinidad & Tobago Business Guardian

    The Caribbean Corporate Governance Institute (CCGI) will be addressing topics that are important for directors and senior managers in local businesses in the coming weeks and months. In this article, we discuss the relative importance of solvency and profitability. ..read full story here


  • 09 Jul 2015 8:51 AM | Deleted user

    Media Release 

    FOR IMMEDIATE RELEASE

    July 9, 2015




    Caribbean Corporate Governance Insititute to host two-day workshop in Barbados



    The Caribbean Corporate Governance Institute (CCGI) will host workshops for senior managers and directors at the Hilton Barbados Hotel, July 14 &15.  The workshops are designed to help executives navigate the corporate governance landscape to effectively guide their organisations for the benefit of shareholders, the business and society.  Persons attending will begin the process toward attaining the Chartered Director Designation.


    Until a year ago directors in the Caribbean had to travel to the UK, South Africa, or Canada to attain this designation. In July 2014, CCGI started the first regional cohort in its classic three-step programme that leads to this prestigious qualification.


    CCGI is the regional independent non-profit membership organization for all professionals and stakeholders involved in Corporate Governance. CCGI was registered in 2012 in Trinidad & Tobago, and at presents its directors are resident in Barbados, BVI, Jamaica, St Lucia, and Trinidad & Tobago. CCGI currently has over 160 members and is the awarding body that is the custodian of Chartered Director qualification in the Caribbean. 


    Chairman of the CCGI Axel Kravatzky, said that there are a number of issues facing Caribbean businesses that make it incumbent on companies to have directors that are not only competent in business but are also cognizant of the legal and discretionary activities that companies should engage in to be good corporate citizens.  “CCGI is not a watchdog organization but what we do is to help advance the debate on sustainable business practices,” Kravatzky said.


    According to Kravatzky, being a chartered director enhances the career prospects of executive, non-executive directors, corporate secretaries as well as other senior officers of companies. “Chartered directors have a dramatic and positive effect on the success of the organization and we are excited at the prospect of transforming the Caribbean business landscape with the help of our distinguished faculty, “said Kravatzky.


    Alison Kibirige is the lead faculty of the Barbados workshop.  Kibirige was the Secretary to the main Boards of Unilever and Barclays in London.  She is a Fellow of ICSA, and was awarded the 2013 ICSA President’s Medal for Meritorious Service as well as the inaugural ICSA Company Secretary of the Year award in 2005.  Kibirige will ensure that local participants are well on their way to gaining the requisite knowledge (Step1, the Certificate in Corporate Governance), the requisite skills (the Diploma in Corporate Governance) and the requisite practical leadership experience in the Corporate Governance field (Step 3 the assessment of a portfolio of work). 


    CCGI programmes combine deep local knowledge with global benchmark standards. The Accreditation Council of Trinidad & Tobago has inspected the programme and an announcement regarding registration is expected shortly. The Institute of Chartered Secretaries (ICSA), and Institute of Chartered Auditors of Barbados (ICAB) have reviewed the programme and are awarding 6CPD credits per day for its members.


    Further information, membership and event registration and payments can be done online at www.caribbeangovernance.org.


    ###


    Caption:

    Chartered Director Programme courses are highly inter-active

    Dr Terrence Farrell, former Deputy Governor of the Central Bank of T&T and Director of Republic Bank, Paula Rajkumarsingh, CFO Massy Holding, and Anand Pascal (President, Guardian Life of the Caribbean) 


  • 21 May 2015 10:43 AM | Deleted user

    by Raphael John-Lall


    Dr Axel Kravatzky, Chairman of the Caribbean Corporate Governance Institute Photo: Andre Alexander


    T&T is still trailing other countries in the region in corporate governance practices, says Dr Axel Kravatzky, chairman of the Caribbean Corporate Governance Institute (CCGI).

    “In terms of disclosure requirements, T&T before the Corporate Governance Code was established, was the country with the lowest disclosure requirement in the world. The international benchmark is 51 items, and T&T had five items. So now with the code and all voluntary aspects, with recommendations and guidance it comes to 30. If you compare that with Jamaica, it is 31 in law. In Barbados, it is over 40. T&T is moving forward but the disclosure standards are still on the lower side,” he told the Business Guardian last Friday.

    He said strong corporate governance practices are important for an economy as investors look at how companies are run.

    “They are looking to see if you have standards in place as opposed to anything goes. Only the United States has legalised such a code. In other countries, they either comply or there are applied codes which make it mandatory to disclose but it does not tell you that you must do things a certain way.”

    He said the Minister of Finance has called on all state enterprises to adopt the Corporate Governance Code.

    “We are monitoring which enterprises adopt it. What we are finding is that a lot of organisations are using the code as reference and a lot of them are preparing to bring themselves up to speed.”

    Although he does not have statistics as yet on how many companies are using the corporate governance code, he said there are encouraging signs that more and more companies are using it.

    “We have a working group that is examining this. The tell-tale signs are: what does your annual report say; does it make a reference to what standard you are using?” he asked.

    He said developing accountability in T&T’s corporate sector and steering clear from acts of corruption will not be a “quick fix” and it will take time.

    “This is a sustained effort. Our institute is committed to working in the long run. Organisations that are well directed and in which there are clear aims will perform higher than those that do not.”

    Kravatzky spoke to the Business Guardian last Friday at the Guardian’s Office, St Vincent Street, Port-of-Spain.

    The CCGI was registered in 2012 in T&T and became operational in 2013 and has 153 members from Caribbean countries.

    Chartered Director Programme

    He also said the CCGI Chartered Director Programme provides directors and board members with the professional training to help their companies and businesses run efficiently.

    This programme allows board directors to acquire professional training for boards and become members of a professional society similar to how chartered accountants and other professionals do it in their fields.

    “The big item in 2013 for the CCGI was the development of the T&T Corporate Governance Code together with the T&T Chamber of Industry  and the T&T Stock Exchange. Then in 2014 was the development of the Professional Development Programme. Last year, we launched it with a Certificate in Corporate Governance and the certificate is the first in a three-step process to qualification as a chartered director. Now we are launching the second cohort in May,” he said.

    He said in April the institute had the inspection visit of the Accreditation Council of T&T.

    “We are seeking registration as a first step and then accreditation of the course. It is a two-step process there and we are now awaiting the decision of the council. They want to know if we have an educational system in place that has quality management standards in place. Is the exam process in such a way that the person who is examining is not the same person who is teaching it? We believe we have met all the criteria,” he said.

    The director of education at the institute is Dr Chris Pierce, who was previously the director of professional development and standards at the Institute of Directors in London. 

    “It is not the same programme as the Chartered Director Programme in the UK but it has the same structure and we are utilising similar qualification criteria. But the content is at a global level where there are specific legal and best practice guidelines for the Caribbean. When you do this you know what the standards are in T&T and how it compares internationally.”

    He compared the course to similar programmes in the UK and Canada. 

    The UK programme offers 13 days of training, while Canada’s programme offers 12 days compared to the CCGI’s nine days.

    “Ours is nine days face-to-face not including interviews and portfolios. The cost to do it with the CCGI is US$7,000 compared to US$21,916 with the UK and$17,177 with the Canadian course. The $7,000 covers step 1 and step 2 of the certificate and diploma programmes. We think that this is very high quality and it is built for the long run.”

    He said the aim is that people who qualify as chartered directors will demonstrate that they have the knowledge, the skills and the experience.

    “As a director of a company who engages in this programme you are demonstrating to your stakeholders that you are a professional  and successful because you have professionals directing it. In the same way there are chartered accountants, why not have professional qualifications for directors as well. Frequently when you look at boards some people wonder what qualifies that person to take on the responsibility. Now you can have the answer. The person may not be a subject matter expert but if you are a non-executive director you know how to direct and control the organisation. Before you would have to go to the UK, Canada or South Africa and now you can do it in the Caribbean.”

    He said a graduate of this course can be trusted to be on a board.

    “The person will act with independent judgment, the person will compare options before he or she makes decisions and take decisions in ethical and transparent ways. They also have the full knowledge of how organisations work.”

    On May 26, another set of professionals for the chartered director programme will be launched.

    “Also, on May 27, we have a corporate governance master class specifically on the topic on ethics and corporate responsibility. This is not part of the chartered programme, this is more in depth,” he said.

    Organisational risk

    Kravatzky said the graduates of this programme are qualified to deal with the risks in their organisations. 

    “A risk is any event that will prevent you from achieving your objective. In order to know what to look for, you need to know how your organisation works, what is its business model and its value chain. Where do you create value and everywhere you create value you must make sure that nothing interferes with it. If you cannot create a business model for your organisation, then you are not in a position to manage risk,” he said.

    As a qualified director, he said the candidate will know how to draw up a business model and analyse a value chain.

    T&T, like many other countries, has directors who lack the skills necessary to make a proper contribution on boards.

    “T&T—as all the other countries in the region—have important business to conduct in public and private. 

    However, the business schools do not give these qualifications. You go to the universities and other areas and they do not give you that. They give you other valuable things. The skills and knowledge to operate as a board director is the entire body of knowledge you need and, as in other professions, this is the place where there is a professional code of conduct. It is the same way there are schools for chartered accountants.” 

    Given the nature of T&T’s economy as a small developing country, he said professional training for board members are now even more important.

    “It is important for small island economies where you have a one degree of separation, that you have professional standards that you can refer to. A lot of board members are under tremendous pressure in public and private institutions. If you are not sure of what you are doing or you do not have a professional background, then it means you are taking all the pressure.”

    Published: Thursday, May 21, 2015 -

     http://www.guardian.co.tt/business-guardian/2015-05-21/moving-forward-tt%E2%80%99s-disclosure-standards-still-low

  • 27 Apr 2015 5:44 PM | Deleted user

    Port Of Spain, April 17, 2015| Chartered Director Program making steady strides across Caribbean

    IMG_8220.JPG

    Pictured Above the CCGI Board and CEO (L-R): Ronnie Bissessar, Desiree Gobin-Seecharan (CEO), Vincent Hippolyte,
    Dr Axel Kravatzky, Marlon Yarde, Leslie Clarke, Fé Lopez-Collymore. Missing from picture are Dennis Brown, Clarence Faulkner, Arnold Niranjan, and Jacqueline Quamina



    At the 2nd  Annual General Meeting held on April 17, 2015 at the Courtyard by Marriott, CEO Desiree Gobin-Seecharan of the Caribbean Corporate Governance Institute (CCGI) boasted an upward trend in membership and the Institute’s Chartered Director Program - the first of such kind in the Caribbean, and the fourth in the world. “We are excited about our membership growth, we experienced a 66% increase in individual membership and growth of over 30% in organizational membership to achieve 134 members, as we move into our third year of operations” said CEO Desiree Gobin Seecharan.


    The first cohort in CCGI’s Certificate in Corporate Governance, the first of three steps in its Chartered Director Program, will complete the programme in June 2015 by demonstrating requisite knowledge, through an examination. The organization has also made significant strides in its accreditation process. “The Institute has successfully completed all steps towards being registered with the Accreditation Council of T&T (ACTT). The Institute thereby does not only comply with laws and regulations, but also demonstrates best practice through quality assurance and proper governance of the regions gold standard in Corporate Governance education” said Chairman Dr Kravatzky.


    The AGM also saw the appointment of new board members. The newly appointed and returning directors to the Board are as follows:


    Newly Elected

    Ronnie Bissessar

    Attorney-At-Law

    Trinidad & Tobago

    Vincent Hippolyte

    Managing Director

    Water & Sewerage Company Inc. (WASCO)

    St . Lucia

    Jacqueline Quamina

    General Counsel/Corporate Secretary

    Republic Bank Trinidad and Tobago

    Trinidad & Tobago

    Returning Board Members

    Dennis Brown

    Accountant / Financial Consultant

    Jamaica

    Leslie Clarke

    Managing Director of Murphy Clarke Financial Limited

    Trinidad & Tobago

    Clarence Faulkner

    Managing Partner, Pension Management Interactive Inc.

    British Virgin Islands

    Fe Lopez-Collymore

    Corporate Secretary, Guardian Holdings Limited

    Trinidad & Tobago


    Axel Kravatzky (Chairman)

    Principal Consultant and Director of Syntegra Change Architects Limited

    Trinidad & Tobago

    Arnold Niranjan

    Partner, Advisory Services, Ernst and Young

    Trinidad & Tobago

    Marlon Yarde

    CEO and General Manager, Barbados Stock Exchange Inc & Barbados Central Securities Depository Inc.

    Barbados


    The Caribbean Corporate Governance Institute (CCGI) is the first and only non-profit membership  organization dedicated to advancing corporate governance across the Caribbean. CCGI provides world-class training, professional development, regional corporate governance standard development and networking for Directors, Senior Executives, Investors, and Regulators.


    For further information contact:

    Tamaisha Eytle| Caribbean Corporate Governance Institute

    14 Alcazar Street

    Port of Spain, Trinidad & Tobago

    T:   +1.868.221.8707 (TTO)

    M: +1.246.283.4314 (BAR)

    M: +1.868.774.3306 (TTO)

    M: +1 (876) 818-3789 (JAM)

    tamaisha.eytle@caribbeangovernance.org

    www.caribbeangovernance.org



  • 20 Mar 2015 1:16 PM | Deleted user

    Are Jamaican corporate boards living up to their responsibility of being accountable to stakeholders and shareholders? How do Jamaican laws compare to others in the Caribbean and to international best practices?

    These and other burning issues will be explored during the 2015 groundbreaking workshop to be hosted in Jamaica by the Caribbean Corporate Governance Institute (CCGI).  Entitled ‘Corporate Governance…  Board Accountability,  Disclosures, Audits and Evaluations’, the workshop is scheduled to take place on Thursday, February 12,  at the Jamaica Pegasus Hotel in Kingston between 8:30 a.m. and 4:30 p.m.

    The workshop which will be addressed by experts in the field of corporate governance will share primary research findings and provide examples and guidance for effective accountability. Some other topics which will be covered include: Guidance on how boards can demonstrate accountability and what shareholders need to look for; as well as guidance on how and what to disclose about an organisation’s corporate governance practices. 

    Lead facilitator at the workshop will be  Dr. Axel  Kravatzky, Chairman, CCGI ,  and  founding Chair of the first and only non-profit membership organization dedicated to best practice Corporate Governance in the Caribbean.

    Among the other  distinguished speakers and panelists are:  Mr. Dennis Brown, CCGI, Director and Council Member of the Institute of  Chartered Accountants of Jamaica (ICAJ); Mr. David Hall, President, Institute of Internal Auditors; 
     
    Ms. Suzanne Ffolkes-Goldson, Attorney-at-Law and Lecturer in Law, UWI Mona Campus; and Ms. Carolyn DaCosta, Group Compliance Manager and Company Secretary, Jamaica Money Market Brokers Group (JMMB).
    The one-day Corporate Governance Workshop will be targeting Corporate Secretaries, Directors, Internal and External Auditors, Senior Managers, Chairpersons, as well as  Corporate Governance Committee Members.

    Cost for  the workshop is  US$100.00  (Members) and US$120.00 (Non-Members) and includes Lunch and Coffee Breaks. Persons wishing to participate may register on line at events@caribbeangovernance.org  For further information contact: Desiree Gobin-Seecharan +1 (868) 221-8707 (CCGI); Maxine Brown (876)978-6709 and Janet Morrison, (876)330-0332


  • 23 Nov 2014 10:41 AM | Administrator

    Published in Sunday Business Guardian

    The recent announcement of the possible purchase by Cable & Wireless Communications Ltd of Columbus International Inc and the appointment of a new board of directors at Trinidad Cement Ltd (TCL) have each created challenges for the boards of Telecommunications Services of T&T (TSTT) and TCL; the principal challenge of the boards is to assure the respective shareholders, employees and other stakeholders that the directors, consistent with their fiduciary duties pursuant to section 99 (1) and (2) of the Companies Act Chapter 81:01 are looking after the best interest of the companies.

    This statement by the Caribbean Corporate Governance Institute (the Institute) addresses the corporate governance issues in a general and not in any company specific manner consistent with the enabling legislation and international best practice.

    It is now almost one year that the T&T Corporate Governance Code 2013 (“the code”) was launched by the Institute and its Partners, the T&T Chamber of Industry & Commerce and the T&T Stock Exchange. It is submitted that the code underscores and provides guidance in respect of the corporate governance issues, in particular, as in the present cases where a board of directors has, or might be facing the potential of having, directors nominated by competitors on their board.

    There are three specific corporate governance issues namely: 
    (i) ensuring that the all directors individually and collectively satisfy their fiduciary duties to the company of which they are directors, 
    (ii) ensuring that all potential conflicts of interest are disclosed by directors and 
    (iii) ensuring that confidential and strategic information in relation to the companies remain confidential.

    The code identifies five principles and contain 24 recommendations (download for free at CCGI: www.caribbeangovernance.org); this statement focuses on the practical implementation of the recommendations.
    This is in the context that the code is designed to be a report on the application of the principles and recommendations. Or, to put it another way, it explains why and what you have done otherwise. 

    Principle 1 is concerned with the establishment of a framework for effective governance and states:
    • Every company should be headed by an effective board, which is collectively responsible for the long-term success of the company.
    • In general, no director should have any doubt about the fact that the law and best practice requires that every director is a fiduciary only to the company on whose board he serves irrespective of who nominated him and how he was voted onto the board.

    Recommendation 1.1 states that the board should establish and make publicly available a clear outline of its roles and responsibilities, including any formal delegation to management. The guidance on this recommendation states that every board should have a formal charter. The board should fulfill certain functions, including: (i) monitoring and managing potential conflicts of interest of management and board members.

    Therefore, the first thing that the board should establish is a charter; the charter should include (but not be limited to) how related party transactions are handled, the process of disclosure and communications with shareholders and stakeholders and a risk management framework; the charter should also address the process of review and approval of corporate strategy. These are all important considerations for the cases referred to above.

    Recommendation 1.3 states that the board should demonstrate ethical leadership, which includes commitment to high ethical standards and responsible decision-making. In the guidance for this recommendation it then states that every company should adopt a written code of conduct that clarifies the standards of ethical behavior required of the board, management and employees.

    Recommendation 1.5 states that the board should take into account the legitimate interests and expectations of all stakeholders. The guidance is that the board should formalise its strategies for achieving transparency, balance and equity in stakeholder engagement.

    The general thrust, therefore, of the best practice recommendations in the code is for the board to be clear on its purpose and where its loyalty lies and then to design, formalise and publish its approach to governance consistent with this purpose.

    Such an approach creates clarity and transparency and avoids potential conflicts of interests and builds confidence amongst all stakeholders; moreover companies which adopt these progressive governance and disclosure policies are more attractive to investors and are likely to attract a premium on their share value.

    Other principles identified in the code have implications with respect to the issues that are being discussed and on the basis that the code is a holistic document It is noteworthy that there are interrelationships between the respective principles. We will now briefly refer to these principles.

    Principle 2: there should be a balance of independence and diversity of skills, knowledge, experience, perspectives and gender among directors so that the board works effectively. The main thrust here is that when composing the board, the principal consideration should be the skills, perspectives, independence and knowledge that adds value to the board’s deliberations. 

    The board’s work is complemented by its various committees including the audit committee and the nominations committee; in respect of the latter, the majority of its members should be independent as defined in the code. There must also be a rigorous, transparent, and formal annual evaluation of (the boards) own performance and that of its committees and the individual directors.

    Principle 3: All directors should act honestly and in good faith in the best interest of the company, ahead of any other interests. The code offers a definition of independence in the guidance to recommendation 3.1. Moreover the board should undertake an assessment of its independence on an annual basis and disclose in the annual report each non-executive director it considers to be independent.

    The guidance is that a director is not independent if he represents a significant shareholder, to be considered as a person who either alone or with one or more affiliates or connected parties is entitled to exercise 20 per cent (or such other percentage as may be determined relevant on a case by case basis) or more of the voting power at any general meeting of the company. 

    Recommendation 3.3 states that members of the board and senior management should disclose to the board whether they, directly or indirectly or on behalf of third parties, have a material interest in any transaction or matter directly affecting the company.

    Principle 4: the board should present an accurate, timely, balanced and understandable assessment of the company’s performance, position and prospects. The key here is disclosure, audit, the approach taken to manage all the risks of the organisation and reporting on the application of the code, its principles and recommendations.

    Principle 5: the board should promote constructive relationships with all shareholders that facilitate the exercise of their ownership rights and encourage their engagement with the company. The key here is that all shareholder rights, including minority shareholders rights, are respected.

    This statement represents the views of the Institute and not necessarily those of its individual members or partners and it is being issued consistent with the Institutes’ mandate to comment on corporate governance issues in the Caribbean.

    The Caribbean Corporate Governance Institute (CCGI) is a non-profit, professional membership-based organisation serving directors, investors and other corporate governance stakeholders throughout the Caribbean.

Powered by Wild Apricot Membership Software