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Corporate Governance Document
"I need a corporate governance document outlining board responsibilities, including quarterly performance reviews, annual shareholder meetings, and compliance with Sarbanes-Oxley Act. Include a 3-year strategic plan and risk management framework."
What is a Corporate Governance Document?
A Corporate Governance Document outlines how a Philippine company makes decisions, handles oversight, and protects stakeholder interests. It sets clear rules for board operations, shareholder rights, and management responsibilities in line with the Securities and Exchange Commission's requirements and the Revised Corporation Code.
This essential blueprint helps businesses maintain transparency, manage risks, and follow local compliance standards. It typically includes policies on board meetings, executive compensation, internal controls, and disclosure practices - creating a framework that builds investor confidence while promoting ethical business conduct across Filipino enterprises.
When should you use a Corporate Governance Document?
Companies need a Corporate Governance Document when expanding operations, seeking investors, or preparing for SEC compliance reviews. It's particularly crucial during initial public offerings, mergers, or when Philippine regulators increase their oversight of your industry sector.
This document becomes essential during board transitions, shareholder disputes, or when establishing new management structures. Many Filipino businesses create or update their governance documents while pursuing partnerships with foreign investors, applying for major loans, or responding to market changes that demand stronger internal controls and transparency measures.
What are the different types of Corporate Governance Document?
- Compliance Certificate On Corporate Governance: A formal attestation required by the SEC that confirms a company's adherence to Philippine corporate governance standards. Perfect for annual reporting, stock exchange listings, or demonstrating regulatory compliance to stakeholders. Companies can customize sections on board composition, risk management practices, and internal control measures based on their specific industry and operational needs.
Who should typically use a Corporate Governance Document?
- Board of Directors: Approves and oversees the Corporate Governance Document, ensuring it aligns with company strategy and SEC requirements
- Corporate Secretary: Drafts and maintains governance documents, coordinates updates, and ensures proper documentation
- Compliance Officers: Monitor adherence to governance policies and report violations to management
- Legal Counsel: Reviews and updates policies to maintain alignment with Philippine regulations
- Shareholders: Benefit from transparent governance practices and may vote on major policy changes
- Executive Management: Implements governance policies in daily operations and reports to the board
How do you write a Corporate Governance Document?
- Company Information: Gather your SEC registration details, business structure, and stockholder information
- Board Structure: Document current board composition, committees, and reporting lines
- Risk Assessment: Review major operational risks and existing control measures
- Stakeholder Input: Collect feedback from key departments on governance needs
- Regulatory Review: Check latest SEC memorandums and Philippine Stock Exchange requirements
- Documentation: Our platform generates compliant governance documents, ensuring all mandatory elements are included
- Internal Validation: Get board approval and document formal adoption procedures
What should be included in a Corporate Governance Document?
- Board Structure: Clear definition of board composition, roles, and committee frameworks
- Shareholder Rights: Detailed voting procedures and protection mechanisms
- Compliance Framework: SEC reporting requirements and regulatory adherence protocols
- Risk Management: Internal control systems and oversight procedures
- Disclosure Policies: Rules for transparent communication of material information
- Ethics Guidelines: Code of conduct and conflict resolution procedures
- Accountability Measures: Performance evaluation criteria and reporting mechanisms
- Amendment Process: Procedures for updating governance policies
What's the difference between a Corporate Governance Document and a Corporate Compliance Document?
A Corporate Governance Document differs significantly from a Corporate Compliance Document in several key aspects, though both play crucial roles in Philippine business operations.
- Scope and Purpose: Corporate Governance Documents establish the overall framework for company leadership and decision-making, while Compliance Documents focus specifically on regulatory adherence and internal controls
- Content Focus: Governance documents outline board structures, stakeholder rights, and strategic oversight, whereas compliance documents detail specific regulatory requirements and procedural controls
- Implementation Level: Governance operates at the strategic level, guiding overall company direction, while compliance works at the operational level, ensuring day-to-day regulatory adherence
- Updating Frequency: Governance documents typically require less frequent updates, focusing on fundamental principles, while compliance documents need regular revision to match changing regulations
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