Final report

m21q8

RSMKuwait-InternsCGTraining-June2020week1.pdf

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THE POWER

OF BEING

UNDERSTOOD

AUDIT | TAX | CONSULTING

CORPORATE GOVERNANCE TRAINING 01-Jul-20

Strictly Confidential - Property of RSM Albazie Consulting W.L.L

Corporate Governance

The Corporate Governance is a set of policies and bylaws that regulate the relationship between the Company’s Board of

Directors (BOD) and the shareholders and the other stakeholders, and provide the structure through which the Company’s

objectives and realization thereof are laid down and the parties entrusted with monitoring the performance are identified.

Therefore, Corporate Governance provide BOD and Executive Management with the motivation to achieve he objectives for

the best interests of the Company, and facilitate the effective oversight and, hence, ensure the efficient utilization of the

Company’s resources.

Corporate Governance, in general, is based on certain rules including such principles, approaches and methodologies that

address requirements for achieving the corporate governance targets.

The Company places more importance on the Corporate Governance to achieve the following:

• Strengthen the managerial efficiency

• Obtain funding at lower cost

• Enhance the supervision and audit procedures.

• Support the Company’s social responsibility

• Ensure equality, transparence and fair treatment.

• Avoid conflict of interest.

Corporate Governance

Components of Corporate Governance:

1. Strategy

2. Organizational Structure

3. Policies and Procedures

4. Job descriptions

5. Authority Matrix / Delegation of Authority

6. Reporting Mechanism

Strategy The Playing to Win framework is built on a set of five integrated choices:

The result aims to be a robust strategy that is anchored at the top by an ambition to win and that reflects

corresponding choices to develop competitive advantages, including those related to strategy execution.

Choices

How to Win

Management

Systems

Winning

Aspirations

Capabilities

Where to Play These choices and the

relationship between them

can be understood as a

reinforcing cascade, with

the choices at the top of

the cascade setting the

context for the choices

below, and the choices at

the bottom influencing and

refining the choices above.

Making choices through the cascade is not a linear process but rather an

iterative process in which parts influence each other and therefore should be

taken into account together.

Organizational Structure

Functional & Admin

reporting

Admin. reporting

only

Functional reporting

only

Key

General Manager/ CEO

Sr. Manager Business Development

CFO

Purchasing Manager

Marketing and E- Trade Officer

Chief Accountant

Warehouse Director

Sr. Sales Manager Quality Control

Supervisor IT Supervisor

Category Manager Seafood+ Meat

Category Manager Dry Foods

Category Manager Local

Sales Managers Asst. Chief Accountant

Sr. Accountants

Senior Store Supervisor

Cost Controller

Collectors

HR Officers

HR Director Sales Director

Group Organizational Structure

Key

Policies and Procedures

2- Finance Manual1- HR Manual

Authority Matrix / Delegation of Authority

Purpose & Objective

The Authority Matrix establishes a framework for delegation of authority in-line with the Company overall strategy, business framework and

organizational structure. The authority to make responsible decisions within normal and unusual business conditions, should, in the individual’s

judgement and experience be normal at the level assigned. Decisions have to be within the Company’s approved policies and procedures. The

objective of the Delegation of Authority is to ensure that appropriate financial and operational management controls are applied to the decision

process. In-line with the guiding principles underpinning the views of owners and management, whilst maintaining effectiveness of delivery,

autonomy and accountability in the authority process.

Authority Decision authorities should conform with the principles of internal control relating to the segregation of duties. Management will delegate

authorities according to the level and responsibilities of employees. These authorities will be directly and absolutely linked to the positions and

should only be exercised by individuals officially holding these positions and within the scope of his / her authority and responsibility. Authority is

described as the right to make decisions affecting the use of company resources for its benefits.

Exception Handling

In case of instances where there is a gap in understanding of the intent of the Delegation of Authority stipulation, clarifications should be obtained

from the immediate higher approval authority. In case of absence of non-availability of approving authority, the immediate higher level of

authority is responsible for reviewing / approving decisions. The replacement executive should refrain from taking decisions of long-term nature /

strategic nature and focus on ensuring the smooth running of the day-to-day operations. Should any urgent decisions be required on issues of a

more long-term / strategic nature, the replacement executive should make every effort to contact the incumbent and seek guidance

Overview of the Delegation of Authority Matrix

Authority Matrix / Delegation of Authority

Authority Description

Responsible (R) The person assigned to do the work.

Accountable/Approval (A) The person who makes the final decision and has ultimate accountability.

Consulted (C) The person who is consulted before an activity / task (where there is required information/input from

his/her side).

Informed (I) The person who is informed of an activity / task after its completion.

Types of Authority (RACI Matrix)

Authority Matrix / Delegation of Authority

Authority Description

Responsible (R) The person assigned to do the work.

Accountable/Approval (A) The person who makes the final decision and has ultimate accountability.

Consulted (C) The person who is consulted before an activity / task (where there is required information/input from

his/her side).

Informed (I) The person who is informed of an activity / task after its completion.

Types of Authority (RACI Matrix)

Authority Matrix / Delegation of Authority Example: Finance Function

Authority Matrix / Delegation of Authority Example: Human Resources Function

Job Descriptions

Job Title: Cost & Inventory Controller

Basic Information Of The Role

Department/Division: Finance

Reporting to

(Job Title): FD

Grade: 6

Job Summary & Responsibilities

Oversee cost management for our entire company by working collaboratively with various

department managers to analyze costs, assess vendor relationships, and maximize

profitability.

 Review new orders & highlight the observation to the Finance & Admin. Director.

 Check, control, & post the expired & damaged items by batch.

 Authorize items for sales after receiving the necessary result & approval from the

ministry.

 Review gross margin by items & by customer category

 Review & prepare report regarding inventory.

 Perform periodic random inventory count

 Review & analyze the cost & good received note before posting

 Monitor product stock levels and ensure they are adequate and can meet sales demands

 Monitor product movement, expiration, etc. and ensure that variances/wastage are

minimized, or within acceptable limits.

Reporting

Status: WorseningCustomer Satisfaction

Highlights: (Mention key highlights, activities, developments)

Exceptions: (Explain reasons for delays, variances, issues faced, challenges)

Next Steps & Action Plans: (Describe next steps, action plans to tackle issues/exceptions identified)

12%

23%

29%

21%

others

not at all

not so well

somewhat

very

extermely

Status: ImprovingCustomer Complaints

0 1 2 3 4 5 6 7 8 9 10

Reason 1 Reason 2 Reason 3 Reason 4

Complaints by Reason

Closed Open

Open Closed Total

20 15 35

Operational Performance - YTD MM-YYYY

Market Regulators

Publicly

Listed

Companies

Banks Investment

Companies