July 27, 2009 Ms.

Thelma Ekiyor Executive Director West Africa Civil Society Institute Accra Dear Ms. Ekiyor, Workshop in Corporate Governance for CSOs Workshop Report We are pleased to submit to you our report on the training in Corporate Governance for Executive Directors and Board Members of various Civil Society Organisations in Liberia. The training sessions were held from July 6-9, 2009 at PAs Rib House, Monrovia. Our report is structured into five (5) sections with this Transmittal letter as Section 1. The rest are as follows: Section 2 Section 3 Section 4 Section 5 Introduction and Course Objectives Course Content and Delivery Summary of Workshop Evaluation by Participants Observations and Recommendations

We trust that you will find the contents of this report useful. We would like to thank WACSI for the opportunity to be of service. We look forward to carrying out other Training and HR/Organisational services for your Institute in the future. Please do not hesitate to contact the undersigned or Ibrahim Assani on Tel: 021-244602/913179, Fax: 021-244568 or e-mail: psyconhr@gmail.com, if you have any queries. Yours truly,

Bill Puplampu, PhD, C.Psychol DIRECTOR

Training Report

2.0

INTRODUCTION AND COURSE OBJECTIVES

PsyconH.R was contracted by WACSI to run a training programme in Corporate Governance for 15 to 21 Executive Directors and Board Members of Civil Society Organisations (CSOs) in Liberia. The highly interactive workshop, which ran for 4 days, gave participants the opportunity to raise, discuss and analyse issues, and make suggestions for implementing appropriate and effective governance structures within CSOs in Liberia. 2.2 Course Objectives and Approach

WACSI had specific goals and objectives that they expected the Corporate Governance training to achieve. These objectives were to provide: Standard guidelines to be used as a point of reference on CSO corporate governance issues in Liberia Tools that will enable easier and effective implementation of agreed standards and practices Scope for strengthening institutional capacity to build effective governance structures.

In addition to these overall objectives, each session/topic had its own specific objectives.

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3.0

TRAINING CONTENT AND DELIVERY

3.1 Introduction The objectives specified by WACSI as well as the findings from previous diagnostic reviews informed the design of the workshop materials. The workshop was designed to spread across 16 different areas/ topics over the 4 days. The topics covered during each session are shown below:

Day 1 Mon, 6/07/09 Facilitated by Prof. John B.K. Aheto Topic 1 Topic 2 Topic 3 Topic 4 Accountability, Transparency & Legitimacy for NGOs Financial Statements & Reporting Financial Statements Internal Controls & Audits

Day 2 Tue, 7/07/09 Facilitated by Prof. John B.K. Aheto Topic 5 Topic 6 Topic 7 Topic 8 Budgetary Control and Financial Management Budgeting Budget Cycle Financial Management

Day 3 Wed, 8/07/09 Facilitated by Dr. Bill B. Puplampu Topic 9 Topic 10 Topic 11 Topic 12 Topic 13 Introduction to Corporate Governance What is Corporate Governance? Boards & Management Duties & Responsibilities of a Board Board Management Relationship

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Day 4 Thurs, 9/07/09 Facilitated by Dr. Bill B. Puplampu Topic 14 Topic 15 Topic 16 Directorship Failures Legal & Regulatory Issues Board Meetings & Committees

3.2 Delivery The delivery of the course was executed in a structured, interactive and highly practical manner. The initial two days were devoted to the financial aspects of Corporate Governance, and the remaining two days covered the core concepts of Corporate Governance. The course was delivered using the lecture format with PowerPoint projection, interspersed with discussions and breakout sessions for group exercises. Questions, issues, as well as attempts to seek clarification or further understanding were used as a basis for discussions and emphasis on some core points. 3.3 Issues Emerging During the programme, participants interacted constructively with the facilitators. This led to the identification of a range of issues and possible solutions that would enable CSOs achieve their objectives in terms of effective corporate governance. Below are summarised details of the issues raised: The opening discussion on Accountability, Transparency and Legitimacy for CSOs brought to light by the facilitator the need for CSOs to be accountable for their actions and decisions in their operations. He added that accountability and transparency in organisations are the tools needed to ensure efficiency and effectiveness. The facilitator led the discussion and urged CSOs to lead by example in their various societies in the area of accountability, transparency and legitimacy as organisations who have a responsibility to demand accountability from others. The facilitator alluded to the fact that lack of accountability, transparency and legitimacy affects the credibility, trust and public confidence in and activities of CSOs. Participants were made to recognise the importance of incorporating mechanisms of transparency into the normal operations of CSOs in order to ensure and guarantee legitimacy. The facilitator also stated that legitimacy is critical in ensuring and enhancing performance and productivity of CSOs and also contributes significantly in strengthening relationships between CSOs and their stakeholders. The session also delved into financial statements and reporting, internal controls and audits, budgetary control and financial management. In subsequent discussions on topics such as board and management, duties and responsibilities of boards, board management relations, directorship failures, legal and regulatory issues, board meetings and committees, the facilitator raised very important issues that were of relevance to the participants. He stressed the need for all CSOs to be headed by an effective board that would be responsible for exercising leadership, enterprise, integrity and judgement in directing the organisation to achieving its stated objectives and values. This point was emphasised further by participants who recognised boards as the highest decision making entity. Participants were of the view that policies and procedures are
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necessary and should be developed by CSOs to guide and assist in effective corporate governance. The majority of participants revealed that their boards were non-functional or inactive and were neglecting their role in the governance of their organisations. The facilitator stressed the importance of management of CSOs being accountable to their Boards. He further indicated that, actions and decisions made by management have both ethical and financial implications within CSOs. 3.4 Exercises As part of our methodology in delivering this training, participants undertook both individual and group exercises that would further enhance their understanding of the concepts and issues being discussed under each topic. Participants were clustered into groups to brainstorm during the Board decision making exercise. There was a general consensus between the groups regarding the duties and responsibilities of the Board. We provide the responses of participants below. Participants suggested that: Boards of CSOs should be responsible for policy formulation and planning, fund raising, selection of C.E.Os, budget approvals and reviews. Decisions such as staff recruitment, budget management, reporting, programme implementation and other day to day operations should be delegated by the Boards. During the exercise, participants were made to understand that the primary function of Boards is to understand and approve the C.E.Os plans and strategies and also define clearly when, how and why Boards should intervene in the affairs of CSOs. The facilitator stressed the need for participants to develop effective communication systems and also ensure mutual respect and cordial working relationships between Boards and Management in order to achieve the objectives of the organisation. There was an exercise on a simulated Board meeting to examine issues such as misappropriation of funds by an Executive Director. Another exercise simulated a meeting between a frustrated Executive Director and the Chair of an inactive Board.

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4.0 4.1

SUMMARY OF WORKSHOP EVALUATION BY PARTICIPANTS Introduction

Participants were given the opportunity to assess the course by filling out an evaluation questionnaire. All the participants at the workshop expressed their views and these are summarised below: Table I: Assessment of Corporate Governance Course on various dimensions Areas of Assessment Whether objectives for attending the workshop were met Satisfaction with course manual Satisfaction with delivery The Lectures Method adopted for the The Discussions training The Exercises Very Satisfied 75% 63% 81% 88% 75% 63% Satisfied 19% 37% 19% 6% 19% 31% Not satisfied 6% No Response 6% 6% 6% Total 100% 100% 100% 100% 100% 100%

Table II: Please describe how the various course modules have helped you: Ratings Satisfactory Not at all 6% 6% 38% -

Aspects/Areas of Governance Section 1- Accountability, Legitimacy and Transparency for NGOs Section 2- Introduction to Corporate Governance Section 3- Boards and Management Section 4- Legal and Regulatory Issues

A great deal 94% 94% 94% 56%

No Response 6% 6%

Total

1 2 3 4

100% 100% 100% 100%

Table III: Duration of the Course Too Long Too Short 31% About Right 69% No Response Total 100%

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The following points indicate why participants expectations were met based on assessment of facilitators on their delivery of training programme, how participants intend to implement what they have learnt from the training to enhance their organisation and how the course manual for the training may be improved. Facilitators delivery and engagement: Highly knowledgeable Their way of presentation reflected their years of experience They were able to use demonstrations to explain difficult topics Facilitators were interactive and encouraged participant participation Facilitators built rapport with participants How course material can be improved: It needs to be clearer and visible for reading Better printing quality It needs to be updated as issues discussed were not in the manual There should have been pictures to allow better understanding Increasing the number of illustrations and exercises Inclusion of case studies How participants intend to implement what they have learnt from the training: Engage other stakeholders Initiate training programmes Evaluate roles and responsibilities of boards Put in place strategic plans Initiate periodic workshops Capacity building for board members Implement policies to enhance work of the organisation Accept the challenge to implement policies Engage board in best practice and board management relationship NB: These are the summarized statements of participants captured on the evaluation sheets. Please find the comments and views on the photocopies of the evaluation forms attached as appendix.

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5.0 5.1

OBSERVATIONS AND RECOMMENDATIONS Introduction

We detail below a number of observations and recommendations. Observations Participants appeared to find the training programme very useful. This was evident from the active participation and lively discussions as well as other relevant contributions and comments made by participants. There were however some concerns noted by the facilitators regarding the attitudes of some participants towards the training programme. Participants were generally late for the training programmes. The daily schedule was set to run from 8.30 5pm, but due to lateness most sessions started around 9.30 am. This situation affected the programme of activities scheduled for each day. The facilitators were also made to understand that, up to 21 participants were scheduled to attend the workshop; however the numbers of participants averaged between 13 and 15 on each day. It was also observed that participants spent time on their mobile phones and browsing the internet until the facilitators made it clear that the use of such devices were not acceptable during the training programme. 5.2 Recommendations

Based on our interaction with course participants, issues raised by participants, their declarations and our professional understanding, we make the following recommendations: Participants have to start making a modest contribution to their training cost as a commitment measure. WACSI should inform participants to concentrate and take all subsequent training programmes seriously to ensure training effectiveness. All participants to future training programs should be made to understand that the certificates would only be issued to those who attend all the sessions. Participants may be encouraged to submit before hand, details of real cases or issues confronting them which they would wish to be specifically addressed.

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