Training and Certification for the Board of Directors

After the Sarbanes Oxley Act and the Basel ii Accord, there is a lot of discussion in the corporate world about the new liabilities of the CEOs and the CFOs.

Today we understand that many organizations have underestimated the vital role of he board of directors.

The board has the obligation to understand, to evaluate, to exercise oversight, to review and approve corporate actions.

More than ever, organizations need directors who are aware of the risks and prepared to take on the duties and functions of the boardroom.

After a legal action, the directors have to provide evidence that they have exercised due diligence. They have to provide evidence that they made informed decisions, that they had learned all material information before making a business decision (there is "good faith" only in case of an informed decision).

For example, the cost of Basel ii, Advanced Approach, often exceeds US$ 200,000,000. This is not a fixed cost. Financial organizations have several options. There are always different courses of action.

It is possible to spend the above sum of money, only to learn that your "Advanced Approach" is not so advanced, or that you do not have the corporate governance elements in place. If the supervisors do not accept your advanced approach, the firm and the shareholders will lose hundreds of millions of dollars. And, you can prevent that.

Risks to serving directors have risen exponentially after the new Basel Capital Accord, the US Sarbanes Oxley Act, the European Sarbanes Oxley (8th Company Law Directive, E-SOX), the Japanese Sarbanes Oxley (Financial Instruments and Exchange Law, J-SOX), the European Union's Financial Services Action Plan (FSAP) that includes MiFID (Markets in Financial Services Directive, and so many other Acts, Directives, Regulations.

The members of the board have to understand the new environment and the new responsibilities in order to protect their reputation and wealth and their organization. They have to be aware of the risks and to perform their duties according to the highest principles and implementation practices. But, they can do more: They can use compliance as a competitive advantage