Boardroom Dynamics

About

The aim of this module is to provide the advanced knowledge, understanding and skills needed for the company secretary/governance professional to support boardroom performance by enabling both effective individual behaviours and group processes.

In recent years, due to high profile failures, maturing codes of governance, and an increasing interest in human capital intangibles, there have been increasing calls to focus on how the board works beyond the technical aspects. These are necessary but not sufficient to engender good governance. In addition therefore, an appreciation and competence in more behavioural, cultural and psychological aspects of boardroom practice is required to be an effective modern company secretary/governance professional.

This module explores these areas in detail, with a particular focus on understanding the dynamics of, and between, members of the board and how these factors contribute to an effective board and the sustainability of an organisation. In addition the module will cover what boards and company secretaries/governance professionals can do differently and how they can influence and effect change within the remit of their role.

It is recommended that students complete all other modules in the ICSA qualifying programme first to ensure they have gained the underpinning technical knowledge for successful completion of this module.

Download Boardroom Dynamics syllabus

Download Boardroom Dynamics November 2019 pre-seen (available 14 October)

 

Exam material

View recent exams to practise the different types of questions that you might face in the exam.  You can then take a look at the mark sceheme to compare the two and find out where you may need to do more study.

Boardroom Dynamics exam material
Exam sessionExam paperMark schemeExaminer's report
Sample paper Available in July Available in July
Not available for the sample paper
November 2019

Webinars

ICSA delivers a number of study support webinars for each exam session covering topics ranging from planning your study to exam strategy. You will get details of upcoming webinars via email. Each session is recorded so you can view it at a time to suit you.

Resources

After each examination session, we publish a small selection of authentic answers from the exams, complete with the grade the answer achieved. We will continue to do this following the November 2019 exam.

Boardroom Dynamics resources
Exam session Question Slides
November 2019 Available after the November exam Available after the November exam

You are able to view example answers to exams from the previous version of the qualifying programme in the ‘CSQS exam archive’ section.

Below you can find links to other resources which you can use for wider reading in your studies.

Suggested wider reading from the ICSA website

Here are some useful resources you can access using your MyICSA student member login:

The Company Secretary: Building trust through governance

In 2013 we worked with Henley Business School to explore how company secretaries help organisations create trust through governance, and the skills and knowledge that they need. 

You can download a copy of the report, watch videos summarising the findings and access a range of related filmed talks and published articles here.

Conflict and tension in the boardroom

This report was a further collaboration between ICSA and Henley Business School. The research sought to understand why tensions and conflicts arise in board rooms, and offered practical suggestions for how to harness and manage these forces.

You can download a copy of the report and view a short video here.

Next Generation Governance

This research examines the perspectives of millennial and generation Z company secretaries, in contrast to more established practitioners. We wanted to identify similarities and differences in members’ understanding of the role of governance.

You can view a video and download the report here.

The future of governance: Untangling corporate governance

Chris Hodge, ICSA Policy Adviser and former Director of Corporate Governance at the Financial Reporting Council, considers how the UK corporate governance framework has been stretched to perform a role that was never intended when the Cadbury Committee reported twenty-five years ago.

You can view a video and download the report here.

FT-ICSA Boardroom Bellwether surveys

The FT–ICSA Boardroom Bellwether is a twice-yearly survey of FTSE 350 companies that seeks to gauge the sentiment inside UK boardrooms. It canvasses the views of their company secretaries to find out how boards are responding to the challenges of the economy, market conditions and the wider business and governance environment.

Read a summary of the most recent survey and download past reports here.

ICSA Minute-taking guidance

This minute taking guidance was developed through a series of discussions with experienced minute takers from both corporate and not-for-profit sectors. It provides up to date expert advice about all aspects of the process from preparing the agenda to the storage of the finished documents, and has a wealth of handy tips about how to avoid some of the pitfalls that can face those taking minutes of meetings.

You can listen to a podcast and download the guidance here.

Effective Board Reporting

Research from ICSA and Board Intelligence suggests that, in many organisations, board packs are a barrier rather than an aid. Too often they are dominated by inward- and backward-looking detail, rather than the sort of information that will help the board to plan its future strategy. Furthermore, the sheer volume of information that board and committee members are presented with makes it unlikely they can read it all, let alone absorb it or pick out the key issues.

Download the report and related further reading suggestions here.

Other suggestions

  • The list above shows a few relevant and recent resources from the ICSA site, but you should also go to our ‘Knowledge’ page and search and investigate other guidance available here.
  • Look up introductory texts which can help give you background on areas of the ICSA syllabus you are not familiar with. For example, there are a lot of introductory books which set out to explain financial reporting to people who are not accountants. You will also find introductory texts on relevant topics like company law, risk and strategy.
  • Contact your local branch to enquire about events in your area and whether student members can attend. Check events on the ICSA website if you are able to attend in London.

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