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Balances: The case of ICD
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Jesus P. Estanislao

The Institute of Corporate Directors (ICD) is an advocacy for raising the standards of corporate governance practice in the Philippines.

It is not selling any particular product; rather, it sells "proper practices in corporate governance" that should be aligned with "best practices" that financial markets are increasingly demanding in this day and age. While it has been set up as a not-for-profit organization, ICD knows that over the long haul it must earn enough to sustain itself. In this regard, it should not disregard the financial aspect, although it can not give it first nor exclusive importance.

Accordingly, the first and perhaps the most important facet ICD considers should be "learning and growth." It exists to help corporate directors, some of whom become Fellows of the Institute, learn more about what the proper practices of corporate governance are, and how they can keep themselves up to date with the best practices elsewhere. It has to give a lot of importance to the continuing education of corporate directors, most especially the ICD Fellows. But to be able to do so, ICD must maintain close and effective ties with the International Corporate Governance Network and the other sources of the latest information on the emerging and evolving set of best practices at the global level (e.g. the Global Corporate Governance Forum at the World Bank, and Yale University’s Ira Millstein Center). It also has to remain active in the Institutes of Directors in East Asia Network (a loose consortium ICD set up in 2001 with its peer institutes in East Asia).

The next facet to consider should then follow naturally, and that is its "infrastructure." This consists of the quality of the materials it prepares for the continuing learning of corporate directors. The cases it writes, the learning materials it produces, the professional directors program it runs: All these need to be equated with excellence. Furthermore, the more corporate directors it can get actively involved in addressing practical questions that arise out of trying to observe proper corporate governance principles within the Philippine setting, the better as well as wider its infrastructure becomes. In this regard, the different corporate governance circles – for chairpersons, for family owned corporations, for government owned corporations, for corporate secretaries, and above all for companies committed to high standards of corporate governance – that were initiated at ICD’s Mactan Working Session need to be fully taken care of and competently serviced.

Through those corporate governance circles, ICD should then be able to take better care of its different "constituencies." Corporate directors, starting with those who have become Fellows of the Institute, are its primary constituency; but they are not the only ones. Government regulators and the key "reputational agents" that can help advance the cause of corporate governance reforms in the Philippines, e.g. the business media, the courts, etc., are equally important. ICD needs to constantly and convincingly reach out to them.

Finally, as a result of its increasingly more effective ability to take care of its constituencies, ICD should be able to address the "financial" facet. How can it attract the necessary resources to sustain itself over the long haul? How much can it be paid for its training services? What grant support can it deserve through the quality of the work it carries out as an advocacy group for proper corporate governance practices? Above all, how much continuing support would the Fellows of ICD be willing to extend to it?

It is clear that ICD can not worry about obtaining financial resources without at the same time worrying about other equally important facets. ICD needs to strike a proper, delicate balance between "learning and growth," its "infrastructure," its ability to serve its "constituency," and finally its "finance." Being able to serve its constituency in a more excellent and effective manner, it should then be in a good position to secure its "financial" base. This is the type of balance it needs to keep in order to sustain it as a strong institution moving forward into the long future.

 

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