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Capital Market Director Programme (CMDP) 2.0 Module 1: Corporate Governance For Capital Market Institutions
CPE Eligible 5 Points
HRDC Claimable TBC
Overview
Strong institutions are the foundation of resilient and trustworthy capital markets. In today’s environment defined by heightened regulatory scrutiny, rapid technological change and increasing stakeholder expectations, directors of licensed intermediaries face unprecedented levels of responsibility and personal accountability. This imperative is reinforced by the Capital Market Masterplan 2026–2030 (CMP4), which places governance at the core of capital market development and positions regulatory and governance excellence as a critical foundation for a vibrant, inclusive, sustainable and regionally connected capital market. To lead effectively, directors must possess a deep understanding of their fiduciary duties, regulatory obligations and the evolving landscape of risks and opportunities. Building on the four levels of competence outlined by Kiel et al. (2012)—Industry, Technical, Governance and Behavioural, the UK Institute of Directors (IoD) Director Competency Framework (2024) expands these expectations to include digital fluency, sustainability consciousness and the professionalisation of directorship. A future-ready board today must demonstrate not only technical expertise and ethical judgment, but also the agility and foresight needed to navigate shifts in market structure, regulatory direction, emerging technologies and global sustainability trends.  
Industry Intelligence and Strategic Foresight Ability to interpret market dynamics, anticipate emerging trends and position the organisation for long-term competitiveness in line with CMP4’s strategic direction on market vibrancy, regional opportunities and future readiness.
Technical and Digital Competence Fluency in digital innovation, data governance, and technology-driven decision-making to enhance oversight and resilience, reflecting CMP4’s emphasis on digital and innovation capabilities as enablers of capital market development
Governance and Behavioural Agility Strong interpersonal, ethical, and communication skills that foster collaboration, inclusivity, and trust supported by CMP4’s focus on stronger stewardship, accountability, transparency and governance excellence across the capital market ecosystem.
Sustainability and ESG Stewardship Integration of ESG principles into strategic decisions to ensure responsible conduct, long-term value creation and alignment with global sustainability priorities, consistent with CMP4’s objective of mobilising capital towards national sustainability goals and advancing a more ethical and purpose-driven market.
 
The Capital Market Director Programme (CMDP) is an exclusive programme designed to support newly appointed directors and senior leaders in strengthening market stability, integrity and inclusivity across the capital market ecosystem. The programme equips participants with essential knowledge and practical Board-level competencies to effectively discharge their fiduciary duties and strengthen governance oversight, risk management, compliance and strategic foresight. It also serves as a platform for constructive dialogue on emerging issues, including evolving regulatory requirements, sustainability priorities, digital innovation and evolving corporate governance practices.
By the end of the programme, participants will be able to:
  • LO1 appraise directors’ roles, duties, responsibilities and potential liabilities under applicable laws and regulatory requirements in strengthening Board oversight and risk governance
  • LO2 apply key MCCG principles and practical governance tools to strengthen Board oversight, prevent governance failures and directors’ liability, and support sustainable value creation through effective controls, ethical decision-making and stakeholder stewardship
Experiential learning via facilitated discussions and reflective observation of concepts, case studies and real-life experiences
  • CC03 Corporate Governance
  • CC02 Ethics and Integrity
  • CC04 Risk Management
  • FOR02 Capital Market Institutions
  • FOR03 Capital Market Intermediaries
  • FOR04 Capital Market Products Regulations
  • FOP01 Capital Market Environment
  • BOL02 Strategic Thinking

DURATION MODULES


2.5 hours

TARGET AUDIENCE


  • Newly appointed directors and directors of Capital Markets Services Licence (CMSL) holders
  • Public Listed Companies (PLCs) directors and C-Suites
 
TIME TOPICS LEARNING OUTCOMES
9.00 am   Understanding Board Responsibilities for CMSL-Licensed Entities
  • Directors’ roles, accountability and governance responsibilities as outlined in the Licensing Handbook
  • Core legal and fiduciary duties of directors, including the duty of care, skills and diligence, under applicable laws and regulations, including but not limited to:
    • Companies Act 2016
    • Capital Markets and Services Act 2007
  • Best practices in mitigating directors' liability
  • Discussion on selected recent enforcement cases, governance failures and regulatory breaches
1    
10.30 am Coffee Break   
10.45 am   Practical Governance: Applying the Malaysian Code on Corporate Governance (MCCG) for Sustainable Value
  • Understanding Malaysian Code on Corporate Governance (MCCG) key principles and recommendations
    • Board charter: Clarity of roles and responsibilities
    • Strategic planning, business oversight, and risk management
    • Succession planning for senior management
    • Stakeholder communication policy
    • Ensuring adequate internal controls and information integrity
  • Strengthening board composition with competent non-executive directors for independent oversight
  • Acting as gatekeepers in conflicts of interest, related party transactions, and whistleblowing
  • Relationship between Maqasid Shariah and corporate governance
Mitigating Directors’ Liability and Building a Strong Governance Culture
  • Common areas of director liability and how to avoid them
  • Importance of board oversight: Internal controls, compliance, risk management
Case Study Discussions: Governance failures and licensing implications  
2  
12.30 pm End of Programme