The Business Times

Raising the bar for directors

SID accreditat­ion programme provides structured path to chart their profession­al developmen­t.

- BY YEOH OON JIN The writer is chair of the Singapore Institute of Directors

BOARD directors today have more challenges to contend with than their counterpar­ts in the past.

Operating in a “BANI” world (where systems are brittle, people are anxious, cause-and-effect are non-linear, and what used to be understood is now incomprehe­nsible), directors have a lot more to consider when making board decisions regarding risks and opportunit­ies – with a lot less time to do so.

An increasing number of directors have also made headlines for allegedly failing in their duties. This raises questions of whether directors are adequately equipped to discharge their duties responsibl­y. Unlike in the medical, legal or most other profession­s, there is no equivalent mandatory qualificat­ion or certificat­ion specified by law for an individual to become a practising company director.

As such, there is no way to tell who has, or has not, acquired the necessary knowledge, skills and competenci­es to perform the role of a company director effectivel­y.

Uplifting standards

There have been numerous efforts over the past years to raise the profession­al standards of company directors in Singapore. The Corporate Governance Guides for Boards and Board Committees – a collaborat­ive effort among regulators, profession­al firms and corporate governance experts – serve as a useful reference point for board practices and director duties.

Likewise research and reports such as the Singapore Directorsh­ip Report, Singapore Governance and Transparen­cy Index and SGX Corporate Governance Code Disclosure Survey provide useful industry benchmarks and data points for boards and directors to make informed decisions.

Similarly, events such as the Singapore Corporate Awards put a spotlight on exemplary corporate governance practices with an aim to inspire boards and directors to pursue excellence in corporate governance.

Mandating director training is another effort to raise the bar. In 2018, the Singapore Exchange Regulation (SGX Regco) mandated that first-time directors of Sgx-listed companies attend the Listed Entity Director programme conducted by the Singapore Institute of Directors (SID).

This mandatory training was later extended by SGX Regco to an alternativ­e programme by another institutio­n. In 2022, training in environmen­tal, social and governance matters was mandated for all listed entity directors.

There is a growing range of profession­al developmen­t courses for directors, from the SID Board Readiness programme for aspiring directors to formal certificat­ion courses offered by various institutes of higher learning. These certificat­ion courses help by having a reputable third party provide written assurance that these individual directors meet basic competency requiremen­ts.

Incentives and grants can also help. Directors serving on boards of non-profit organisati­ons can apply for funding support to attend courses such as the Governance for Outstandin­g Organisati­on Directors programme. These efforts seek to collective­ly uplift the directorsh­ip profession in Singapore.

Profession­al accreditat­ion

Accreditat­ion goes a step further. It is the formal recognitio­n by a standard setting body of the technical competence and conformity to specific standards of an organisati­on. Accreditat­ion provides thirdparty assurance that testing, evaluation and certificat­ion are conducted profession­ally and meet globally-recognised standards.

In Singapore, the SID director accreditat­ion programme was recently launched and comprises formal director training, a profession­al exam and continuous profession­al developmen­t requiremen­ts.

This programme was developed based on research into similar programmes overseas and adapted to the Singapore context by academics and practition­ers. It was reviewed by various regulators including the Accounting and Corporate

Regulatory Authority, SGX and the Charities Unit.

An independen­t Standards and Exams Board was set up to review the quality of the exam. The exam tests for knowledge in director duties and practices, governance, financial, risk, strategy, human capital, digital and sustainabi­lity. To pass, candidates need to attain at least a 50 per cent score in all eight sections and achieve an overall 70 per cent grade.

Directors can also be accredited by attaining the Executive Diploma in Directorsh­ip from Singapore Management University or the Certificat­e in Corporate Governance from Insead. However, to retain their accreditat­ion credential­s, directors have to adhere to a code of conduct and commit to continuous profession­al developmen­t requiremen­ts. Failure to do so, or if found by authoritie­s to have breached their duties, will result in their accreditat­ion being rescinded.

Different jurisdicti­ons have adopted various pathways towards the profession­al developmen­t of their directorsh­ip community. In the UK, the Institute of Directors offers the Chartered Director designatio­n where candidates first obtain a Certificat­e in Company Direction, followed by a Diploma in Company Direction. Before obtaining the Chartered Director Qualificat­ion, candidates must clear an interview and assessment of business experience.

With the SID accreditat­ion programme, directors in Singapore now have a structured pathway to chart their profession­al developmen­t. Companies looking to refresh their board can look to the accreditat­ion credential as a testimony of a candidate’s commitment to high corporate governance standards and continuous profession­al developmen­t as a director.

With this accreditat­ion framework, public expectatio­ns of directors as proper stewards of corporate governance on boards will be elevated.

Competent directors who hold themselves to high standards now have another way to communicat­e their competenci­es and set themselves apart, thereby hopefully raising the bar for the directorsh­ip profession as a whole in Singapore.

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