4237125 corporate-governance

Corporate Governance-The Biology of Incorporated Businesses

Table of contents
Executive Summary.............................................................................................................1
Corporate Governance.........................................................................................................2
Components of corporate governance.................................................................................3
The Board of Directors (BOD)........................................................................................4
The CEO, Company Secretary and CFO.........................................................................5
Reporting and Meetings...................................................................................................9
The System of good corporate governance....................................................................11
............................................................................................................................................12
Corporate governance in Pakistan.....................................................................................12
PICG at Present..............................................................................................................14
PICG Code of Corporate governance............................................................................15
Corporate Governance Case studies..................................................................................20
The Lubrizol Corporation..............................................................................................20
Cairo and Alexandria stock exchange (CASE)..............................................................21
Cases in Pakistan............................................................................................................26
Conclusion.........................................................................................................................28
Bibliography......................................................................................................................29

Executive Summary
Corporate governance is the set of policies, people, laws, regulations and
reporting of corporate business entities. It is a primary focus of regulators in
today’s world. Sound corporate governance brings prosperity to the
masses in the economy by raising investor confidence and proper
management of the investments. Good corporate governance is vital for
organisations to survive.

© Institute of Business Management, Karachi – Spring 2008

1

The major components of corporate government are; the Board of
Directors, the Executive Offices, Regulators, Reports, Upper Management,
and Company Policies. The flow of corporate governance comes from
the top through the board, it is moulded into the organisation through the
CEO and reflected in the reporting process with transparency. The over all
flow is influenced by external stakeholders.
Corporate governance in Pakistan is still at the developing stage. The
regulators mainly; the Securities and Exchange Commission of Pakistan
and the State Bank of Pakistan, are constantly engaged in developing
corporate governance in the country. The government has formed an
institute of corporate governance which promotes good corporate
practices through various means.
Cases of poor corporate governance can be found around the world.
They are mostly connected to fraudulent practices. The other major
malpractices were; irregularities in accounts, non-compliance with law,
nepotism, and exploitation of minority share holders.

Corporate Governance
The term corporate governance refers to all the activities, policies,
personnel, regulations and reporting which is related to the control of the
company’s actions. Corporate governance is done through all those
individuals who have a controlling influence in a corporation such as
creditors or stock holders. It focuses on reducing principal-agent problems
and undermines stakeholders view in company operations.


2

Corporate governance is at the centre of attention in today’s business
world. This is greatly due to the large number of stakeholders whose
wealth and interests are at stake in the business. What has further
highlighted corporate governance today has been the increasing
influence and awareness of these stake holders. With out sound corporate
governance a business cannot survive.
Corporate governance is not just related to core business activities. Good
corporate governance caters to various other issues present in the society.
Corporations today have developed a concept of corporate social
responsibility. The major components of corporate governance comprise
of company policies, Board of Directors, the role of the CEO, creditors,
Stockholders, regulators, reporting and maintaining overall transparency
about the business operations.
Corporate governance can be both good and bad. The Securities and
Exchange Commission try’s to ensure that sound corporate governance is
maintained in all businesses by regulating corporations. Further business
expansion is also dependent on sound corporate governance.

Components of corporate governance
Corporate governance is not just related to human elements. As
mentioned earlier, it comprises of all the policies, practices, activities,
individuals and stakeholders of the business. The Major components of
corporate governance could be stated as:


3

•

The Board of Directors

•

The Upper Management

•

The Stock holders

•

The Regulators and other Stakeholder institutions

•

Reporting

•

Company Policy

•

Company Activity

•

The CEO, Company Secretary, and CFO

•

Meetings

The Board of Directors (BOD)
Good corporate governance is always trickled down from the top of the
organization. Therefore the role of the board of directors plays a
significant role in the overall corporate governance of any organization.
The BOD is responsible for developing policies and communicating the
company objectives to the operational levels. These objectives must be
developed in line with the regulations and demands of the various stake
holders. The BOD appoints a chief executive officer (CEO) to play an
intermediary role between the principal (Owners) and the Agents
(Management and Employees) in order to achieve company goals.

The BOD must be of sufficient size and must be fully aware of shareholder
and other stakeholder objectives apart from the business environment.
The BOD primarily is consisting of individuals who have a significant share
of ownership in the entity. However other directors maybe hired if felt
necessary. Those members of the BOD who are also shareholders are
termed ‘Non-Executive Directors’, whereas the directors who are


4

specifically hired on the basis of need and are not shareholders to the
business are called ‘Executive directors’. There is no specified mix of the
number of executive and non-executive directors in the board. However
the regulators have assigned the minimum number of directors to a
specified number which varies from country to country. The selection of
the Directors is done through elections at company meetings on defined
time intervals.

The CEO, Company Secretary and CFO
Three of the most crucial executive offices are; Chief Executive, Chief
Financial Officer (CFO), and the Company secretary. These offices are run
through high ranked personalities who posses sound knowledge of running
corporations. The regulators keep close checks on these officers and their
selection process is the outcome of several scrutinizing procedures. The
selection of these individuals is done through an election process and the
final approval is given by the regulators after assessing the various
eligibility requirements such as qualification and experience. All of these
individuals have tremendous responsibility and are to be held
accountable for approximately all of the company activities. They are
also given the highest remunerations and authority.

They must be well aware of all the rules and regulations defined in the
country’s corporate law.
The CEO plays the most significant role in managing the organisation and
the principal-agency relationship. The CEO is the highest paid individual
and is responsible and accountable for all business activities and


5

performance. A good CEO is pivotal for the prosperous functioning of the
organisation. An effective CEO must possess sufficient qualification and
skill to communicate Board objectives to the lower layers of the hierarchy
and to execute them in to performance.
The appointment of the CEO is done by the BOD, however once the BOD
has selected a CEO he is finally approved by the relevant regulatory
body. Much scrutiny is done on the character, skills and abilities,
qualification and experience of the CEO before he is appointed. The CEO
is accountable to the directors and should be held responsible for all
performances of his subordinates.
The Company Secretary is another key figure in the corporate
governance structure of an organisation. The company secretary is
primarily responsible for ensuring that shareholder interaction with the
regulator and company offices are in line with the rules and regulations
laid out in the corporate law. The company secretary is also responsible
for maintaining interaction with shareholders and regulators, the CS must
communicate to the relevant members the schedules of meetings,
elections, results and other announcements.

The regulators have defined certain qualifications for a person to be
legible as a candidate for Company secretary.
The Chief Financial Officer is perhaps the most important post after the
CEO. The CFO has a significant amount of power and say in the company
and is in charge, accountable and in control of all the company’s
financial activities. The CFO must also be approved by the Securities and


6

Exchange Commission, and is also required to possess suitable financial
qualifications in order to hold the office of CFO. CFO’s are usually the
second highest ranked officers in organisations and receive a healthy
remuneration.

The Regulators
The regulators are usually comprised of a number of government
institutions which try to ensure that the best methods of corporate
governance are being practiced in an organisation. The Regulators are of
two types; 1) Primary Regulatory Bodies, 2) Secondary Regulatory Bodies.
Primary Regulatory Bodies are those regulators that are the same for all
businesses regardless of the industry. The securities and exchange
commission of Pakistan (SECP) is one such example. The SECP is the
primary regulator for limited liability companies. Each corporation must
register itself with the SECP in Pakistan. The companies are also obliged to
provide a number of documents and information to the SECP.

Secondary regulators are those regulators which are industry specific. For
example the State Bank of Pakistan for the Banking industry. These
regulators are responsible for developing rules and regulations in order to
maintain best practices in the respective industry. e.g. the ‘ Food and
Drug administration’ is the regulator for the companies in the food and
drug industry of the United States, or the Karachi Port Trust as a regulator


7

for all shipping lines calling the Karachi Port. The primary task of all
regulators is to monitor, generate and enforce laws, and to take suitable
action for any deviations from the defined laws and codes of
governance.
Other External Stake Holders
Apart from the BOD, Executives, Regulators and upper Management
there are various other elements which play a key role in a company’s
corporate governance. The extent of their role is defined by the influence
or controlling interest they hold in the organization. Some of the major
indirect corporate governors are:
⇒ Creditors
⇒ Customers
⇒ Society
⇒ Media
⇒ The general public
⇒ Other rights groups

Many provisions are provided in the corporate law to increase in the
influence of these stake holders in the corporate governance of the
company. The provisions are based on the magnitude of the stake these
parties possess. e.g. the creditors are given a right to assign their
candidate on the BOD just to ensure that the money of the creditors is


8

being utilized properly. Similarly, minority shareholders are also allowed to
nominate their candidate for a Board Seat.

Reporting and Meetings
Reporting company performance is an essential element for good
corporate governance. The best corporate governance practices require
a comprehensive and transparent reporting system.
There are some conflicts in this regard occurring between the various
components of the corporate governance. The cost of mailing reports to
each and every shareholder is seen at times burdensome, especially
when it is of reporting to a small shareholder.
Reporting nonetheless is considered as a very important part of corporate
governance. The companies have to report about company
performance not only to shareholders, but to almost all the relevant stake
holders. e.g. the Regulators, Creditors, general public and other rights
groups. The regulators have made certain reports mandatory to be
published and delivered to concerned individuals and institutions on
specified time intervals.

Some of the major reports that are published are:
⇒ Annual Reports
⇒ Quarterly reports
⇒ Reports for the regulators

9

⇒ Reports for the stock exchanges
⇒ CSR Reports
⇒ Marketing Reports
⇒ Investment Reports
⇒ Performance evaluation Reports

The Annual report and quarterly reports are considered to be the most
significant reports for all stake holders. They provide a thorough financial
analysis, performance analysis and information that is vital for investors,
regulators and the general public.
Contents of the annual and quarterly reports are:
⇒ Financial statement
⇒ Auditors report
⇒ Directors, CEO and CFO’s Report
⇒ Statement of ownership equity
⇒ Dividend Policy disclosures
⇒ Any other reports considered to be necessary for the stake holders

The CFO plays a crucial role in the reporting process. The financial
statement are the major part of the report and consist of the Balance
Sheet, the Income Statement, statement of cash flows, statement of
owners equity, financial derivatives and notes attached to the report
which assist in comprehending the report, the dividend policy must also

10

be elaborated in the report. These statements have to be approved by
both the CFO and CEO, however they are more relevant to the CFO.
Maintaining transparency and integrity in the reports is what is considered
as the key feature for good corporate governance practices. Timely
publication; delivery to the relevant institutions and individuals, and report
presentation are vital elements for good reporting. There is increasing
debate on the extent to which the reports are window dressed and
influenced by biasness.

The System of good corporate governance

Board of directors develop policies and direct
management with primary focus on Shareholder
benefit and Stakeholder view


11


CEO acts as a bridge between BOD and Management
in implementation of policies
Regulators
influence
governance
in order to
provide
benefit to the
masses

Management performs activities with good
business savvy, objectivity and integrity

Good Corporate governance

Corporate governance in Pakistan
Corporate governance is rapidly developing in Pakistan. In 2002 the state
bank of Pakistan launched a project for developing the Pakistan institute
of corporate governance. The idea was to encourage sound and strong
corporate governance in the Pakistani corporate sector. The motive


12

behind the project was based on the fact that; investor confidence in the
economy is dependent on the quality of corporate governance of
institutions.
It was felt that the existing business schools were not providing sufficient
focus on developing strong corporate governance. The institute of
corporate governance would focus on:
•

Training of SECP’s own staff

•

Staff of the stock exchanges

•

To impart training to the directors

•

And promote awareness about good corporate governance

The project was executed in collaboration with the UNDP. The PICG was
developed to form a bridge between two prominent stake holders in the
corporate world, namely; 1) The Regulators, 2) The Corporations.

Experts suggested that the PICG’s role could be further facilitated by the
following aspects:
•

Training of Corporate Secretaries, the CEOs and possibly the CFOs

•

Preparation of research reports on corporate issues and matters


13

•

The PICG magazine to contain articles, guidelines and reviews on
various corporate matters

•

PICG to develop expertise to mediate in conflicts resolution in
corporate matters

•

To Provide other resource material for promoting sound corporate
governance

PICG at Present
The PICG at present is operating as a not-for profit organization, limited by
guarantee and without share capital. Its setup has been structured
through a public-private partnership, the shareholders include, in addition
to the Securities and Exchange Commission of Pakistan ( SECP), the State
Bank of Pakistan ( SBP), the three Stock Exchanges in Pakistan, the
Banking, Insurance Associations and Apex bodies of the chambers and
NBFI’s, Professional bodies of Accountants & Company Secretaries,
Academia, and the Corporate Sector.

♦

The PICG offers a membership program. Members obtain facilities

such as:
•



Being associated with high level corporate networking.

Source: www.picg.org.pk


14

•

Access to the latest thinking and best practices in Pakistan,
Commonwealth countries and elsewhere in the world.

•

The opportunity to help influence and improve Corporate
Governance standards in Pakistan.

Members of the Institute are able to:
•

Play a part in achieving the Institute's mission

•

Participate in and vote at the annual meeting

•

Be eligible for election to the PICG Board and working committees

•

Attend meetings, roundtable discussions, workshops, programs and
other PICG activities, at concession rates

•

Enlist your name and biographical details on the PICG website

•

Participate in workshops on developing guidelines.

•

Participate in Workshops to focus on issues and develop positions

•

Participate in Workshops for experience sharing

•

Avail opportunities for delivery of a talk on a relevant subject

•

Avail opportunities for authoring a paper on a relevant subject

•

Avail opportunities for organizing and designing a forum or an event
or a project.

PICG Code of Corporate governance
The PICG has developed a code of corporate governance. The code is
available on the PICG website and is expected to be adopted by all


15

corporations. The code of governance is a 12 page document and can
be summarised as follows: 1
According to Sec 37 of SECP, all listed Companies should comply with the
Code of Corporate Governance. All listed Companies should encourage
effective representation of independent non-executive directors including
those who represent minority interests. Under this they may seek that
minorities have rights in electing the directors. The Corporate may also
publish the notice of general meetings. A statement from minority
candidate must be submitted which includes the profile of the minority
candidate. The information may also be provided regarding shareholding
structure and copies of registered members.
The Board should also include at least one independent director
representing the equity interest of Banking Company, Development
Financial Institutions, Non-Banking Financial Institutions (including
Modarba, Leasing Company or Investment Bank), Mutual Fund or
Insurance Company.

That Executive directors i.e. working or is a whole time director, should not
be more than 75% of the elected directors including the Chief Executive.
1

Source: PICG Code of Corporate Governance


16

Elected directors are also responsible to give them consent of the act
performed in aligned to their duties and power under relevant Laws,
"Memorandum of Association", and regulations of Stock Exchange in
Pakistan.
Qualification and Eligibility to Act on a Direction:
A person who is serving as a director of a listed company should be
registered as national tax payer other than if he is a non-resident. He has
not been convicted as a defaulter or in any banking company or stock
exchange. And that no person is elected or nominated as a director if he
or his spouse is engaged in business of stock brokerage.
Tenure of Office of Director
The tenure of office for the elected director is three years. A casual
vacancy shall be filled up within thirty days.
Responsibility, Powers and Functions of Board of Directors
Objective judgment should be there in every action of the directors for
the best interest of the company. A statement of ethics & Business
practices should be prepared, signed by all directors and acknowledged
by all employees.

Board of directors should formulate a Vision statement incorporating
corporation's strategy and objective. They are responsible for a system of
sound internal control at each hierarchy level. Appointment,


17

remuneration and terms and conditions of employment of Chief Executive
and other Executive directors are determined and approved by board of
directors. The chairman of listed company is elected from non-executive
director for whom the board of directors clearly defines the roles and
responsibility.

Meeting of the Board:
The chief executive officer is liable to conduct and preside over meetings
of the board of directors and that all directors should meet at least once
in every quarter of the financial year. Agenda of meeting should be
circulated not less than seven days, except in case of emergency
meetings. The chairman is responsible that the minutes of meetings are
satisfactorily recorded and the director has power to append the notes to
the minutes, which if not given his rights may approach SECP.

Orientation Courses:
An orientation course is conducted for directors to acquaint them with
their duties and responsibilities.

Chief Financial Officer (CFO) and Company Secretary:


18

CEO is responsible for appointments, remuneration and terms and
conditions of employment of CFO, company secretary and head of
internal audit with the approval of board of directors and that these shall
not be removed except by CEO with approval of BOD.
Qualification of CFO and Company Secretary:
A CFO is appointed if he is a member of recognized body of Professional
Accountants and that he is a graduate from Recognized University having
at least 5 years of experience in handling Corporate and Financial affairs
in Listed Companies, or Banks or Financial Institutions.
A Company secretary shall also be a member of a recognized Body of
professional Accountants, a member of recognized Body of Corporate /
Chartered Secretaries, a person holding Masters Degree in Business
Administration, or Commerce or being a Law graduate recognized by
HEC and having 2 years of experience.

Corporate and Financial Reporting Framework:


19

It should include director's report to shareholders, including Financial
Statements, proper Books of Accounts, appropriate Accounting policies,
International Accounting Standards, a system of Internal Control,
significant evidence that the business is a Going Concern, summarized
key operating and Financial dates of last six years, significant plans and
decisions, Dividends paid, and if not then a reason should also be
furnished, number of Board Meetings held during year including
attendance of each director.
Disclosure of Interest by a Director Holding Company's Shares:
A director having any relationship of another listed Company shares
should notify in writing to the Company's secretary of his intentions.
Auditors not to hold Shares:
Auditors should not involve in buying of Company's shares or may not ask
their spouse or any other relatives to buy Company's Shares.

Corporate Governance Case studies
The Lubrizol Corporation


20

The Lubrizol Corporation has a history of maintaining good corporate
governance practices. Some examples of Lubrizol history of good
practices include:
For more than 20 years, Lubrizol’s Board has consisted of at least 75% nonemployee directors and only non-employee directors have been
members of the key Board Committees. For more than 10 years, Lubrizol’s
outside Board members have met regularly without management present
and the Chair of the Organization and Compensation Committee has
acted as the lead director. For more than 15 years, Lubrizol has had
written Board of Directors Governance Guidelines, and in 2000 the
company first published them verbatim in Lubrizol proxy statement, long
before the law required their publication.
Since the founding of the Company, ethics has been a cornerstone for
Lubrizol success. Lubrizol current Ethics program has been in existence
since 1994 and Lubrizol Chief Ethics Officer regularly has provided reports
to the Audit Committee. In recent days, the company has been asked to
make presentations to numerous entities including public companies and
educational and governmental institutions on Lubrizol Ethic’s program.
The company is proud of its history of good corporate governance
practices and considers these practices not only good for Lubrizol
shareholders, but also for Lubrizol employees, customers and suppliers.

Cairo and Alexandria stock exchange (CASE)
In 2004 and 2005, the Cairo and Alexandria Stock Exchange (CASE) was
the world’s best performing emerging markets exchange, driven by


21

Egypt’s impressive economic growth. Newsweek magazine named it one
of the world’s ten best stock markets for 2005.
Booming capitalization and good liquidity were the reward for the
exchange’s tough decision to demand more disclosure from listed
companies and to weed out those companies not considered investor
grade. Tellingly, after the CASE instituted new disclosure rules, about one
third of companies de-listed from the exchange.
But the first to gain from increased transparency are the companies
themselves, stresses CASE management. “This is for the benefit of the
company, not of the exchange. We tell our members that if you do this,
investors will reward you. They will hold your shares even in the bad
moments. This rang a bell with them,” says Shahira Abdel Shahid, advisor
to the CASE chairman.
Ms Abdel Shahid points to Orascom Telecom, Commercial International
Bank and Orascom Construction Industries as examples of companies
that have gained from better disclosure.

In mid-2002, the CASE implemented new rules that set the minimum
standard of transparency, focused mainly on reporting requirements.
“Before this, there was no emphasis on disclosure in exchange rules,” she


22

explains. “There is more understanding by the new regulator that
transparency is important – the case was different in the past.”
“We inherited a lot of companies that were listed simply for tax benefits.
So we set about to weed these companies out,” says Ms Abdel Shahid.
The exchange backed up the new rules with aggressive fines and
suspensions from trading, encouraging many illiquid companies to de-list.
New rules this year will set the corporate tax rate at 20 per cent for all
companies, eliminating any tax breaks for listed companies. “We expect
a lot of voluntary delisting as a result. But we are happy with this. We will
have fewer but better capitalized companies,” she says.
At the end of September 2005, there were 765 CASE-listed companies,
down from 1,151 at the end of 2002. But during the same period, market
capitalization more than tripled to US$ 67 billion, from US$ 21 billion.
Most of the exchange’s efforts to promote transparency have been
aimed at the top companies that make up the CASE 50, which account
for 80 per cent of trading volume. Some of these initiatives have
subsequently been extended to the CASE 100 companies, which account
for nearly all of the exchange’s trading.
Some of the steps taken have made disclosure easier for companies. For
instance, a web-based filing system for CASE 30 companies has replaced
paper forms and faxes. But most of the CASE’s efforts are focused on

Education and training. In 2003, the exchange appointed a head of
disclosure. To encourage compliance, the CASE designated an analyst for


23

each industry sector to meet with listed companies and explain the new
rules and their benefits. “Our main message is that investors seek
information,” says Ms Abdel Shahid. Today, nearly all CASE 50 companies
have an investor relations officer (IRO).
Perhaps the most important initiative has been the exchange’s Investor
Relations and Corporate Governance Committee, which is made up of
representatives from ten CASE-listed companies. “These are the
companies best in disclosure. They act as the blue chip companies to
their peers,” says Ms Abdel Shahid. The committee plays a
communications and advisory role, and also sponsors events and
publications. Membership involves both company chairmen and their
IROs, and Ms Abdel Shahid characterizes participation as “very active.”
Separately, the CASE audit committee has met with all of the CASE 50
companies to explain the role of audit committees in good corporate
governance.
Besides contributing to good market performance, the CASE’s push to
increase member quality has recently earned it full membership in the
World Federation of Exchanges, alongside markets such as NYSE, Nasdaq
and LSE. “This is an upgrade for us, and we are the only Arab stock market
to be a member,” says Ms Abdel Shahid.


24

It has also encouraged a broader investor culture in Egypt “There is now
more space dedicated in local newspapers to the stock exchange, and a
class of financial journalists has emerged,” she says.
Along side the CASE’s efforts to improve transparency; other Egyptian
initiatives are also focused on promoting good corporate governance.
The Egyptian Institute of Directors, with support from the World Bank and
the International Finance Corporation, has created a voluntary code of
corporate governance and runs training courses for directors of listed and
unlisted companies. “This shows that Egypt is on the right track,” says Ms
Abdel Shahid.
Future CASE initiatives will likely include an annual disclosure award, similar
to one given by the Malaysian stock exchange. The exchange would also
like to dedicate more attention to fighting insider trading through
changes in trading rules and courses for company directors


25

Cases in Pakistan
The Taj Company was involved in poor corporate governance practices.
The company was running a ponzi scheme through which it was able to
receive huge amounts of deposits illegally. What was far more
disappointing was the religious affiliation the company had attached with
its name. Even 15 years after their fraudulent practices have been
stopped; the company still owes heavy liabilities to over 25000 people.

Crescent Bank Fraud
The entire board of directors and CEO Anjum Saleem of Crescent
Standard investment bank were legally stopped from running their offices
on evidences of suspected fraud and irregular accounting. External
Auditors had predicted a missing amount of over Rs.6 Billion, apart from
illegal maintenance of parallel accounts, concealment of bank assets,
un-authorized massive funding of group companies, unlawful investments
in real estate and stock market, etc. the SECP took legal action against
the companies officers, although much of the actions taken were
criticized as insufficient.


26


ENGRO Group of Companies
SECP was at the receiving end of immense criticism once it had allowed
Fertilizer giant ENGRO to establish its subsidiary ENGRO Foods. Critics
believed that the company was associated with the urea business and
were tremendously concerned about the extent to which hygiene
requirements for the industry would be met by ENGRO foods. However
SECP counter argument was based on the fact that ENGRO has had a
rich history of sound corporate governance which satisfied SECP that
ENGRO will be responsible in regards to hygiene issues associated with
ENGRO foods. Time proved that Engro’s corporate governance was in
good practice and has led to the success of ENGRO food’s with products
such as Olper’s Milk.


27


Conclusion
Corporate governance is an inevitable phenomenon of corporate
businesses. Whether it is good or bad is determined by the performance of
the components. Good corporate governance is being promoted in
almost all parts of the world. The benefits sound corporate governance
brings are:

o Increase in investor confidence
o Economic prosperity
o Transparency in business activities
o Better management of investment of the masses

Corporate governance is at the evolutionary stage in developing
countries. However that does not mean that poor corporate governance
is not present in the developed world. With cases such as the Enron
bankruptcy, it is quite evident that corporate governance mal-practices
are present everywhere. Major issues in corporate governance are Ethical
dilemmas, Window Dressing, Board Composition, and interaction with
minority shareholders.


28


Bibliography

o www.wikipedia.com

o Pakistan Institute of Corporate Governance
(www.picg.org.pk)
o ICAP Corporate Law Text Book

o Pakistan Business Review article- changing role of the board
of directors
Special thanks to: Mr.Humayun Zafar; Visiting faculty IoBM for his precious
inputs.


29

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