Governance "Juku" (One Day Director Training Course)

This is a one-day training session led by experts from various fields, including Nicholas Benes, the progenator of the Corporate Governance Code (CGC), to acquire the essential knowledge required for directors and auditors (officers). It is ideal as the first step in compliance according to CGC [Principle 4-14]. Additionally, this knowledge is indispensable for those aiming to become executive officers or department heads.Case studies based on real examples and lively discussions in small groups are the features of the Governance “Juku”! Let’s take home tips that are useful in the real world!

In addition, graduates of the Governance “Juku” can register with the “Director Bank.” The Executive Bank, which stores information on the skill sets of external director candidates, serves as a valuable resource for companies and agents looking for suitable candidates.

Register Here

Overview of the one-day executive training

15Target： Directors, Corporate Auditors, Executive Officers, General Managers, those in charge of governance, and others interested in governance
Capacity： Max 20 Students (15 in April 2025）
Time： 9:00～17:00
Fee： General Admission ¥95,000 (Tax Included)

The use of “Privileges” for Supporting Members will end on May 31, 2025. The “Privileges” will only apply to courses held before May 31. (Please note that the “Privileges” will not be applied to courses held after June 1.)
Location：

Cicom Brainsラーニング・センター会議室
〒101-0021　東京都千代田区外神田1-18-13 秋葉原ダイビル7F
https://www.cicombrains.com/about/access.html

Course Contents

I) How to acquire “executive power"
  • Shared awareness of issues among participants
  • What is “executive power?”
  • Origin and Definition of Governance
  • Obligations and responsibilities of directors as defined in the Companies Act
  • Difficulties in reforming corporate culture and the importance of top management’s actions
  • best practice
  • Corporate Law Rules and Practices Related to the Board of Directors
  • The most important knowledge directors should have in mind – duties and responsibilities
  • Shareholder derivative actions, principles of business judgment
  • Discussion of real-life examples of misconduct. What would you do if you were there?”
  • Recent changes in the legal system and case law. Possible changes that can be expected in the future. Key issues to watch for when the law is still unknown.
  • Risks to the Company in Misstatement Cases
  • Risks for individual board members and actions to be taken
  • Misstatements in the ESG Era
  • The Relationship between the Board of Directors and Information from Examples (Enterprise Risk Management)
  • The relationship between governance and superiority as a global company
  • Accounting irregularities at overseas subsidiaries
  • Corporate Steering from the Drama of Internal Conflict
  • Investor Testimonials (video)
  • discussion
  • Next Steps
  • summary

The course is not limited to legal knowledge, but aims at acquiring knowledge in a wide range of areas necessary for governance in a rapidly changing and internationalized business environment. In addition to lectures, the course is interactive, with small groups of participants exchanging opinions and learning from each other through case studies. The content of the lectures is subject to change in order to incorporate the latest trends. Please understand that some content may be changed in order to incorporate the latest trends.

Instructors

After working at J.P. Morgan for 11 years, he founded J.T.P., Inc. specializing in M&A advisory services. Since 2010, he has been a member of the Liaison Conference on Corporate Governance organized by the Financial Services Agency, which provides input to the Ministry of Justice and the Corporate Law Subcommittee of the Legislative Council of the Ministry of Justice on revisions to the Companies Act. He has served on the Board of Directors of the American Chamber of Commerce in Japan, chaired the FDI Task Force of the American Chamber of Commerce in Japan, served as a special foreign member of the Foreign Direct Investment Committee of the Cabinet Office, served on the Board of Directors of Alps, Inc. He has served as a director. Currently, he serves as an independent outside director of Advantest Corporation (Securities Code: 6857), and since 2013, he has proposed and advised on the concept of establishing a corporate governance code led by the Financial Services Agency as part of Japan’s growth strategy. He has advised companies from the proponents of the Corporate Governance Code on the best practice standards of conduct that listed companies should aim for in order for the Corporate Governance Code to be “effective.”

He graduated from the University of Tokyo Faculty of Law and worked as an assistant professor at the Tokyo Metropolitan University Faculty of Law before assuming his current position. His main areas of research and activities are corporate governance and venture business law. He is a member of the Corporate Governance Study Group of the Ministry of Economy, Trade and Industry, the Study Group on Corporate Governance Systems, and the M&A Study Group of the Economic and Social Research Institute, Cabinet Office. His publications include “Corporate Law (3rd edition co-authored by Yuhikaku 2015),” “Casebook Corporate Law (5th edition co-authored by Kobundo 2015),” “Corporate Governance that is Not a Matter of Other People’s Affairs,” “Can Corporate Law Prevent Corporate Scandals?” “Convergence of Corporate Governance and Its Background,” Law Jiho, vol. 84, no. 10 (2012), “Corporate Governance in Japan. (2012), “Strengthening the Supervisory Functions of the Board of Directors (1) (2) Outside Director and Corporate Auditor Systems, etc.,” Shojihomu No. 1941 and No. 1942 (2011).

Graduated from the University of Tokyo, Faculty of Law. Obtained LLM from Georgetown University Law Center. Admitted to the Dai-Ichi Tokyo Bar Association and the State Bar of New York. He is a certified public accountant in the U.S. and specializes in crisis management and litigation handling of accounting fraud cases. He is a SASB FSA Credential Holders and a member of the GRI LaborAdvisory Group and Economic Impact Working Group. He is a member of the GRI LaborAdvisory Group and the Economic Impact Working Group, and is an expert on sustainability disclosure standards. He is currently an outside director of Tokyo Electron Limited, Olympus Corporation, Azbil Corporation, and the Sony Education Foundation. Drawing on his own experience, he has served as a lecturer at various executive training sessions conducted by BDTI, leading discussions on risks related to securities fraud litigation, company-with-committees practices, and the relationship between sustainability topics and the board of directors.

After graduating from the University of Tokyo Faculty of Law and Sophia University Law School, he worked as an attorney at Tanabe Sogo Law Office. After graduating from the National University of Singapore (LL.M.), he was transferred to a local law firm in Singapore and returned to Japan. After returning to Tanabe Sogo Law Office, he has been involved in a wide range of corporate legal affairs, focusing on corporate law and various disputes.

Feedback from those who have taken the course

Why is training necessary? What we have learned from BDTI training

1. need to think deeply and understand what it means to be a board member
  • Reaffirmed the role of directors and the work of the board of directors. I reaffirmed the importance of the Board of Directors.
  • As I had never had such an opportunity before, each explanation and case study was very stimulating.
  • I was recently appointed as a director and did not have the proper knowledge. This training enabled me to recognize the knowledge I needed to acquire.
  • I knew the outline of corporate law, corporate governance, etc., but I had an opportunity to go into the details and learn about them systematically.
  • There was a lot of new knowledge, and many matters that I already had knowledge of but that the training had given a soul to my way of thinking.
  • All lectures were very intense.
  • It is important to be prepared as a board member, not just knowledgeable.
  • I was able to understand what I should pay attention to as a board member by listening to the specifics in each area.
  • He learned the basics of “the ability to respond immediately without paralysis in difficult situations.”
  • I thought I knew a thing or two about the field of accounting, but there were many insights into the perspective of fraud detection.
  • I was able to organize my knowledge and at the same time, through the case studies, I was able to understand and deepen my understanding of the application of the system in actual cases.
  • The lecture progressed with specific examples, which helped me gain a practical perspective.
  • He explained in an easy-to-understand manner what viewpoints and points to keep in mind, and where to watch for them, using a variety of cases as subjects.
  • It is not a one-way lecture, but a lively question-and-answer session to deepen understanding.
  • Each lecture was interesting and engaging due to the good use of concrete examples.
  • I realized again that it is very important to always keep the eye level high.
  • I would like to do my best to think about how we can permeate corporate governance in Japanese society.
  • I gained a lot of “awareness” of the responsibilities and duties I should take on in the future.
  • Learning opportunities not available in books alone.
  • The discussions were very interesting and highly stimulating, not only for the lecturers but also for the participants, who were high-level people (expertise and experience) that we do not come in contact with in everyday life.