Corporate Governance and Internal Controls Course

Legalogix Academy presents a comprehensive Governance & Internal Controls Training designed to help financial institutions, EMIs, and other organizations establish effective governance structures, manage risks, and maintain robust internal controls. This program aligns with international and EU-level regulations (EBA, ESMA) and Lithuanian regulatory guidelines (Bank of Lithuania—BoL).


Who Should Attend

  • Board members, C-level executives, and senior managers in regulated financial institutions

  • Compliance officers, internal auditors, and risk management professionals

  • Anyone seeking to strengthen or update their understanding of governance and internal control best practices

Key Features

  • Practical Focus: Real-world examples and scenarios illustrate governance challenges and solutions.

  • Interactive Learning: Scenario-based exercises, case studies, and quizzes encourage active participation.

  • Up-to-Date: Reflects the latest European regulatory frameworks and Lithuanian legal requirements.

  • Expert-Led: Delivered by professionals with extensive experience in governance, compliance, and risk management.


Detailed Training Plan

Module 1: Fundamentals of Governance & Internal Control

1.1 Introduction to Corporate Governance Principles
1.2 Importance of Good Governance for Financial Institutions
1.3 Governance Terminology: Internal Control, Compliance, Accountability
1.4 Overview of Governance Regulatory Framework (EBA, ESMA, BoL)

Module 2: Governance System & Structure

2.1 Single-tier vs. Two-tier Governance Structures
2.2 Board Composition: Executive, Non-executive, Independent Directors
2.3 Formulating Effective Governance Policies & Procedures
2.4 Documenting Governance Structures and Responsibilities

Module 3: Roles & Responsibilities of Management Bodies

3.1 Board Member Duties, Liabilities, and Expectations
3.2 Clear Definition & Documentation of Management Roles
3.3 Suitability Assessment & Competence Requirements (EBA/ESMA)
3.4 Ensuring Appropriate Management Turnover and Succession Planning

Module 4: Internal Control Environment

4.1 Establishing Effective Internal Controls & Policies
4.2 Implementing the Three Lines of Defense Model
4.3 Ensuring Independent Internal Audit Function
4.4 Regular Reporting and Feedback to Management & Board

Module 5: Risk Management Framework

5.1 Board Oversight of Risk Management Strategies
5.2 Defining and Monitoring Risk Appetite & Limits
5.3 Regular Risk Reporting and Communication
5.4 Ensuring Risk Culture and Awareness at All Levels

Module 6: Compliance Management & Culture

6.1 Establishing a Compliance Function: Structure & Responsibilities
6.2 Role & Responsibilities of Compliance Officers
6.3 Developing & Sustaining a Strong Compliance Culture
6.4 Staff Training, Awareness, and Continuous Compliance Education

Module 7: Conflicts of Interest & Remuneration

7.1 Identifying, Managing & Mitigating Conflicts of Interest
7.2 Transparent Remuneration & Incentive Policies
7.3 Aligning Incentives with Long-term Governance Objectives
7.4 Reporting and Disclosure of Governance-related Information

Module 8: Outsourcing & Third-party Governance

8.1 Oversight & Control of Outsourced Activities (EBA/BoL expectations)
8.2 Preventing Empty Shell Companies & Excessive Outsourcing Risks
8.3 Monitoring & Reporting on Outsourced Services
8.4 Contractual Requirements & Exit Strategies

Module 9: Sanctions & Restrictive Measures Governance

9.1 Governance Arrangements for Sanctions Compliance (EU/UN)
9.2 Internal Controls and Procedures for Sanctions Screening
9.3 Board Oversight of Restrictive Measures Implementation
9.4 Documenting and Auditing Sanctions Compliance Activities

Module 10: Effective Board Meetings & Decision-making

10.1 Structuring and Documenting Effective Board Meetings
10.2 Ensuring Transparency & Accountability in Board Decisions
10.3 Managing Board Agendas & Decision-making Procedures
10.4 Crisis Management & Decision-making Scenarios

Module 11: Governance Case Studies & Practical Scenarios

11.1 Analysis of Real-world Governance Failures & Successes
11.2 Practical Exercises: Board Decision-making & Crisis Response
11.3 Scenario Analysis: Conflicts of Interest & Ethical Dilemmas
11.4 Lessons Learned & Recommendations for Improved Governance

Module 12: Governance & Internal Controls Assessment & Certification

12.1 Knowledge Checks and Quizzes per Module
12.2 Final Examination & Governance Certification


Learning Outcomes

  • Develop a foundational understanding of corporate governance principles and frameworks

  • Implement effective internal controls and risk management strategies

  • Clearly define and manage responsibilities at the board and senior management levels

  • Establish robust compliance functions and foster an ethical governance culture

  • Identify and mitigate conflicts of interest through transparent remuneration and accountability

  • Oversee outsourcing and sanctions compliance to meet European and Lithuanian regulatory expectations

Certification

Participants who complete the final assessment in Module 12 will receive a Legalogix Governance & Internal Controls Certification, indicating a strong proficiency in establishing and maintaining robust governance structures and internal controls.

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