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IMPROVING THE PROFESSIONALISM OF DIRECTORS
FEBRUARY 20, 2000 -
STAR
By: CHEAH FOO SEONG
The Registrar of Companies Corporate Directors' Training
Programme (ROC CDTP) was launched in May 2001 by the Minister of
Domestic Trade and Consumer Affairs with nominee directors of
Permodalan Nasional Berhad (PNB) in Kuala Lumpur. Since then,
the reception by directors of private companies has been rather
mixed.
According to ROC's record, there are more than 880,000 corporate
directors in more than 560,000 companies incorporated under the
Companies Act 1965. These private companies' directors will have
to go through a one-and-a-half-day training programme consisting
of six modules designed by the ROC. The language to be used may
be Malay, English, Chinese or Tamil so that directors from all
backgrounds would not be handicapped to access the training
programme.
The training is expected to enhance directors' knowledge and
understanding of corporate governance, law and practice of
company meetings, duties and responsibilities as directors, and
the awareness of economic crimes and corrupt practices.
It is estimated that to date, at least 12,000 private company
directors have gone through the programme and received their
certificate of achievement, but it is a drop in the ocean, as
there are still thousands of directors who have yet to undergo
the training waiting for some form of legal enforcement to be
instituted by a change in law.
Presently, there is no law enforcing directors to take up the
training programme. But it means something for the Ministry of
Domestic Trade and Consumer Affairs and the current Commission
of Companies of Malaysia (CCM) to take an active role in
encouraging all directors to go for training. There should be
some sort of amendment to the Companies Act 1965 or even a
legally enforceable guideline to make directors go for training
in the near future, if the CDTP is going to be successful in
ensuring all private company directors attend training.
Presently, it could be the perception of directors that training
is a waste of time from the directors' busy schedule, but from
the experience and feedback of directors who have gone through
the CDTP, most have expressed a positive response and found the
CDTP very interesting and enlightening.
Probable mechanism of enforcing directors' training With the
establishment of the Companies Commission of Malaysia (CCM)
under the Companies Commission Act 2001, it will take over the
functions and powers of the Registry of Companies and the
Registry of Businesses under a single authority. Under the new
Act, the Commission has been given functions including having
"to encourage and promote proper conduct among directors,
secretaries, managers and other officers of a corporation, and
self-regulation by corporations, companies, businesses, industry
groups and professional bodies in the corporate sector in order
to ensure that all corporate and business activities are
conducted in accordance with established norms of good corporate
governance."
This clause seems adequate to provide the CCM with the powers to
regulate directors and company secretaries. This would mean that
the CCM may draft such regulations and guidelines to enforce the
training of directors and even company secretaries. Training
should be understood as acquiring new skills and competency in
the work place. It is different in many ways from acquiring
academic knowledge and theory on a subject matter. Directors
should look at the CCM Directors' Training Programme as a
management development scheme to enhance their practices and
appreciation of their duties and liabilities as directors
besides knowing the expectation of their performances in
corporate governance.
Drucker (1955) wrote in Practice of Management that "development
must embrace all managers in the enterprise. It must aim at
challenging all managers to growth and self-development. It must
focus on performance rather than on promise, and on tomorrow's
requirements rather than of today."
Drucker's statement indicates the importance and the necessity
of preparing managers (directors included) for change in
organisations adapting to the ever- changing business
environment and legal framework.
In today's business world, the possession of relevant knowledge
(information) and using it in the most advantageous way for the
organisation will give it a competitive edge over others. A
business strategy developed by knowledge (information) will help
a company achieve what Drucker calls "purposefully
opportunistic." Therefore, a trained director will have better
knowledge (information) of good corporate governance principles
than one who is not trained. It should make him a better person
to direct the affairs of the company in relation to his
responsibilities and duties, handling of company meetings,
knowledge of what economic and commercial crimes are, and so on.
As Malaysia moves into the globalised world, the challenges of
the board and managers are many. Many new concepts, strategic
insights, tools of management and strategic issues must be
adequately understood. With a larger store of knowledge
available in all aspects of businesses, enhancing value in an
organisation and building trust and confidence seem to be
important ingredients. Directors who are in the fore-front
should keep abreast of these developments and their supporting
structure. Training and development will become more and more
important if firms want to succeed in creating wealth and
prosperity in the long run whilst addressing issues of
compliance and stakeholders' needs.
The Malaysian Institute of Management is a training provider
appointed by the ROC to conduct the CDTP. For more details on
upcoming CDTP in MIM, please contact 03-21645255 (KL),
04-2290307 (Penang), 07-3349934 (Johor Bahru) or e- mail
enquiries@mim.edu. Views expressed in the article are solely
the writer's.
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