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Middle East and North Africa Corporate Governance Roundtable From Theory to Practice: Enabling IODs and Corporate Governance Centers to Promote Governance in the MENA region Remarks by: FADI SAAB Chairman, IOD Lebanon Paris, Septembre 22nd, 2014

From Theory to Practice - OECD · 2016. 3. 29. · Fadi Saab, Chairman, IOD Lebanon Paris, Septembre 22nd, 2014 Development of IODs and Governance Centers RECOMMENDATIONS (3 main

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Page 1: From Theory to Practice - OECD · 2016. 3. 29. · Fadi Saab, Chairman, IOD Lebanon Paris, Septembre 22nd, 2014 Development of IODs and Governance Centers RECOMMENDATIONS (3 main

Middle East and North Africa Corporate Governance Roundtable

From Theory to Practice:

Enabling IODs and Corporate Governance Centers to Promote Governance in the MENA region

Remarks by: FADI SAAB

Chairman, IOD Lebanon

Paris, Septembre 22nd, 2014

Page 2: From Theory to Practice - OECD · 2016. 3. 29. · Fadi Saab, Chairman, IOD Lebanon Paris, Septembre 22nd, 2014 Development of IODs and Governance Centers RECOMMENDATIONS (3 main

Middle East and North Africa Corporate Governance Roundtable

Fadi Saab, Chairman, IOD Lebanon Paris, Septembre 22nd, 2014

Development of IODs and Governance Centers:

Sustainability and Priorities?

I. GENERAL FRAMEWORK

Page 3: From Theory to Practice - OECD · 2016. 3. 29. · Fadi Saab, Chairman, IOD Lebanon Paris, Septembre 22nd, 2014 Development of IODs and Governance Centers RECOMMENDATIONS (3 main

Middle East and North Africa Corporate Governance Roundtable

CONCEPT…

The OECD Definition of Corporate Governance:

“Procedures and processes according to which an organization is directed and controlled. The corporate governance structure specifies the distribution of rights and responsibilities among the different participants in the organization – such as the board, managers, shareholders and other stakeholders – and lays down the rules and procedures for decision-making.”

Fadi Saab, Chairman, IOD Lebanon Paris, Septembre 22nd, 2014

Page 4: From Theory to Practice - OECD · 2016. 3. 29. · Fadi Saab, Chairman, IOD Lebanon Paris, Septembre 22nd, 2014 Development of IODs and Governance Centers RECOMMENDATIONS (3 main

Middle East and North Africa Corporate Governance Roundtable

THEORY…

The OECD Principles of Corporate Governance:

I. Ensuring the Basis for an Effective CG Framework II. The Rights of Shareholders & Key Ownership Functions III. The Equitable Treatment of Shareholders IV. The Role of Stakeholders in Corporate Governance V. Disclosure and Transparency VI. The Responsibilities of the Board

Fadi Saab, Chairman, IOD Lebanon Paris, Septembre 22nd, 2014

Page 5: From Theory to Practice - OECD · 2016. 3. 29. · Fadi Saab, Chairman, IOD Lebanon Paris, Septembre 22nd, 2014 Development of IODs and Governance Centers RECOMMENDATIONS (3 main

Middle East and North Africa Corporate Governance Roundtable

PRACTICE…

Main Actions by IODs, CG Centers, & Dedicated NGO’s:

I. Seeking donor assistance/technical support/financial backing II. Raising awareness, leading by example, specialized training III. Building capacity, specialized tools, execution methodologies IV. Performing assessment audits and implementation reviews V. Aligning interests from public and private sectors, banks, CMs VI. Promoting voluntary governance codes and policy guidelines VII. Lobbying for mandatory legislations and policy regulations

Fadi Saab, Chairman, IOD Lebanon Paris, Septembre 22nd, 2014

Page 6: From Theory to Practice - OECD · 2016. 3. 29. · Fadi Saab, Chairman, IOD Lebanon Paris, Septembre 22nd, 2014 Development of IODs and Governance Centers RECOMMENDATIONS (3 main

Middle East and North Africa Corporate Governance Roundtable

Fadi Saab, Chairman, IOD Lebanon Paris, Septembre 22nd, 2014

Development of IODs and Governance Centers:

Sustainability and Priorities?

II. INSTITUTIONAL STRUCTURE

Page 7: From Theory to Practice - OECD · 2016. 3. 29. · Fadi Saab, Chairman, IOD Lebanon Paris, Septembre 22nd, 2014 Development of IODs and Governance Centers RECOMMENDATIONS (3 main

Middle East and North Africa Corporate Governance Roundtable

Fadi Saab, Chairman, IOD Lebanon Paris, Septembre 22nd, 2014

Development of IODs and Governance Centers

CONCEPT (3 main factors/3 main issues)

Basic Foundations

Implementation Obstacles

Key Success Factors

Vision- Mission - Goals Entry Barriers: Public Private-Hybrid-NGOs

Professional Tools (Knowledge Base)

Prominent Membership Base

Increased Competition Market Penetration (Major Scalability)

Financial and Human Resources

Continued Sustainability Strategic Positioning (Reference Standard)

Page 8: From Theory to Practice - OECD · 2016. 3. 29. · Fadi Saab, Chairman, IOD Lebanon Paris, Septembre 22nd, 2014 Development of IODs and Governance Centers RECOMMENDATIONS (3 main

Middle East and North Africa Corporate Governance Roundtable

Fadi Saab, Chairman, IOD Lebanon Paris, Septembre 22nd, 2014

Development of IODs and Governance Centers THEORY (3 main goals)

Desired Benefits

1. Efficient Internal Organizational Structure: (Companies, SMEs, SOEs, Financial Institutions, Regulators)

2. Effective Protection of Stakeholder Rights: (Internal Setup, External Relationships, Community at Large)

3. Solid Base for Planned Future Growth: (Ownership & Management Change, Access to New Funding)

Page 9: From Theory to Practice - OECD · 2016. 3. 29. · Fadi Saab, Chairman, IOD Lebanon Paris, Septembre 22nd, 2014 Development of IODs and Governance Centers RECOMMENDATIONS (3 main

Middle East and North Africa Corporate Governance Roundtable

Fadi Saab, Chairman, IOD Lebanon Paris, Septembre 22nd, 2014

Development of IODs and Governance Centers

PRACTICE (3 main topics)

Performance Measurement

1. Internal and External Capacity Building (Provide Quality Output with Continuous Improvements)

2. Collaborating Partnerships and Coalition Networks (Combining Benefits: ‘What You Know’ and ‘Who You Know’)

3. Tangible Results and Building on Success Stories (Set the Benchmarking Standards)

Page 10: From Theory to Practice - OECD · 2016. 3. 29. · Fadi Saab, Chairman, IOD Lebanon Paris, Septembre 22nd, 2014 Development of IODs and Governance Centers RECOMMENDATIONS (3 main

Middle East and North Africa Corporate Governance Roundtable

Fadi Saab, Chairman, IOD Lebanon Paris, Septembre 22nd, 2014

Development of IODs and Governance Centers:

Sustainability and Priorities?

III. MOVING FORWARD

Page 11: From Theory to Practice - OECD · 2016. 3. 29. · Fadi Saab, Chairman, IOD Lebanon Paris, Septembre 22nd, 2014 Development of IODs and Governance Centers RECOMMENDATIONS (3 main

Middle East and North Africa Corporate Governance Roundtable

Fadi Saab, Chairman, IOD Lebanon Paris, Septembre 22nd, 2014

Development of IODs and Governance Centers

RECOMMENDATIONS (3 main levels)

Concept

Theory

Practice

Periodic Principles Revisions & Updating

Cluster Building & Network Creation

Tangible Impact on Performance Skills

In-depth Expansion from Macro to Micro

Implementation Toolkits & Systems

Feasible Application Methodologies

Sector Orientation & Specific Tailoring

Expand Coverage to all Stakeholder Types

Positive Results on all Market Segments

Page 12: From Theory to Practice - OECD · 2016. 3. 29. · Fadi Saab, Chairman, IOD Lebanon Paris, Septembre 22nd, 2014 Development of IODs and Governance Centers RECOMMENDATIONS (3 main

Middle East and North Africa Corporate Governance Roundtable

Fadi Saab, Chairman, IOD Lebanon Paris, Septembre 22nd, 2014

Development of IODs and Governance Centers:

Sustainability and Priorities?

IV. QUESTIONS FOR DISCUSSION

Page 13: From Theory to Practice - OECD · 2016. 3. 29. · Fadi Saab, Chairman, IOD Lebanon Paris, Septembre 22nd, 2014 Development of IODs and Governance Centers RECOMMENDATIONS (3 main

Middle East and North Africa Corporate Governance Roundtable

Development of IODs and Governance Centers: Sustainability and Priorities?

• Is the creation of national corporate governance centers important for countries which do not yet have one?

• What organizational structure of IODs is most conductive to their effectiveness? (i.e. governmental, private, hybrid, NGO)

• What membership development strategies and tools need to be developed and deployed to make IODs sustainable?

• How can the funding basis of CGCs and IODs become stable and sustainable? • Is the dialogue with securities regulators and stock exchanges sufficient in order to

exchange on policy priorities and stimulate change? • What training as well as research and development priorities are facing MENA

IODs and CGCs and what might be the challenges in delivering on them? • Other areas of interes…

Fadi Saab, Chairman, IOD Lebanon Paris, Septembre 22nd, 2014

Page 14: From Theory to Practice - OECD · 2016. 3. 29. · Fadi Saab, Chairman, IOD Lebanon Paris, Septembre 22nd, 2014 Development of IODs and Governance Centers RECOMMENDATIONS (3 main

Middle East and North Africa Corporate Governance Roundtable

Thank You

Fadi Saab, Chairman, IOD Lebanon Paris, Septembre 22nd, 2014