In this course we will explore the legal framework and fiduciary duties governing directors, including distinctions between executive, non-executive, and independent directors. The duty of care will be discussed, emphasizing risk balancing and compliance. The course will also cover the broad responsibilities and decision-making processes that directors are entrusted with. Shifting focus to company secretaries, we will examine their role within statutory requirements, responsibilities in record-keeping, communication facilitation, and ensuring regulatory compliance. Collaboration between directors and company secretaries will be emphasized, backed by practical scenarios. This session will also explore evolving corporate governance trends, including considerations for environmental, social, and governance (ESG) factors. We will also consider technological advancements shaping governance practices.

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DR ADRIAN CUTAJAR is a financial services professional focusing extensively on corporate law, regulatory and compliance matters. Adrian acts as compliance officer and company secretary for licence holders authorised by the Malta Financial Services Authority (MFSA) as well as international groups established in Malta. He acted as company secretary of Global Capital plc., a financial services group (including its Maltese regulated subsidiaries), listed on the Malta Stock Exchange as well as local banks. Adrian holds a doctorate in laws with a specialisation in financial services.  Since 2003, Adrian advised clients with respect to MFSA applications, on-going regulatory obligations, listings, corporate financing transactions, company re-organisations and VC funding. Adrian is a co-founder and executive director at Artio, a boutique firm based in Malta providing corporate, fiduciary and compliance services to regulated entities and large groups established in Malta. For the past 10 years, Adrian has also developed training programmes for officers of Maltese companies focusing on corporate law, obligations of directors under Maltese law, corporate governance and regulatory developments