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The Courage to Govern and Not Afraid of Going to Jail

Should a Director Go to Jail for Not Being Diligent? Singapore's Companies Act Section 157 raises a difficult question: where should we draw the line between director accountability and encouraging directors to take responsible business risks? Singapore directors should understand something important: diligence is not merely a matter of good practice. It is a legal duty. Under s157(1) of the Companies Act, a director must act honestly and use reasonable diligence in discharging the duties of office. A breach can also constitute a criminal offence under s157(3). You don't necessarily have to steal money, commit fraud or personally benefit. A failure to exercise the reasonable diligence required of a director can itself expose you to criminal liability. Nor does criminal liability under s157 necessarily depend on first establishing financial loss to shareholders. This makes Singapore noteworthy when compared with jurisdictions such as the UK and New Zealand, where breach of the ...

6 Ways to have High Performing Boards

The Best Boards Don't Just Govern. They Make the Company Better. When people think about a high-performing board, they often think about compliance, controls and oversight . But that is only the beginning. As business becomes more complex, boards face increasing pressure from shareholders, regulators, employees and society. CEOs, meanwhile, expect their directors to contribute independent judgment, strategic perspective and experience—not simply attend meetings and approve resolutions. So what separates a board that merely functions from one that genuinely creates value ? 1. A Board Is Not a Collection of Impressive CVs You can put ten highly accomplished people around a table and still have an ineffective board. A high-performing board is a team . That requires the right mix of experience, expertise, personalities and perspectives. But diversity alone is not enough. Directors must be willing to challenge one another while maintaining mutual respect. Boards need both anal...

As Successful as a Successful Movie

A movie's success depended upon the setting, the mood, the script, the skills of the director, and the overall talent of the cast. Same for a company. 1. Setting. Setting here refers to the v ision, mission and goals of the business. If your business has no goals and vision, the setting will be one of ad hoc. It also includes the structure, rules and boundaries. 2. Mood , which is simply morale and the connection feeling in the company. If people feel connected, their morale will be high, and motivation is not an issue. 3. Script . This is your company's plans and operations manual on how people perform their roles. It also includes the day-to-day operational conversation script , how people speak in a consistent and professional way. 4. Skills of Director . This is the skillfulness of the leaders . Skillfulness is more than having skills, it is doing things mindfully and with conviction . Of course the more trained the leaders are, the more skillfull they can do the...