The document discusses various aspects of corporate governance such as definitions, models, importance, and obligations. It defines corporate governance as involving relationships between management, board, shareholders, and stakeholders. It describes two main models - the market model which prioritizes shareholder rights, and control model with enduring stakeholder relationships. The document emphasizes corporate governance provides structure for setting objectives and ensures interests of shareholders, employees, suppliers and communities are protected. It outlines obligations to investors, employees, customers and society to build trust and accountability through codes of conduct, compliance, and ethical practices.
Chapter 4 – Business Ethics, Corporate Social Responsibility, Corporate Gover...UAF_BA330
Powerpoint from textbook Business Law - the ethical, global, and e-commerce environment to accompany BA 330 course at the University of Alaska Fairbanks.
Chapter 4 – Business Ethics, Corporate Social Responsibility, Corporate Gover...UAF_BA330
Powerpoint from textbook Business Law - the ethical, global, and e-commerce environment to accompany BA 330 course at the University of Alaska Fairbanks.
Business Ethics by Shaw Test Bank
Business Ethics by Shaw,Exam and Quizzes
Complete Exam and Quizzes Chapter 1 – 11, A++ Graded With Description!!!
Chapter 1
The Nature of Morality
Chapter 2
Normative Theories of Ethics
Chapter 3
Justice and Economic Distribution
Chapter 4
The Nature of Capitalism
Chapter 5
Corporations
Chapter 6
Consumers
Chapter 7
The Environment
Chapter 8
The Workplace (1): Basic Issues
The business system government, markets, and international tradeJubayer Alam Shoikat
,
the business system government
,
markets
,
social darwinism
,
and international trade
,
mixed economy
,
criticisms of free trade and utility
,
free trade and utility
,
economic systems
,
locke’s state of nature
,
criticism of marx
,
“free” markets and trade
,
free markets and utility
,
criticisms of free markets and utility
,
keynes’ criticism of smith
11 The Strategy of International BusinessBrent Weeks
To evaluate industry structure, firm strategy, and value creation
To profile the features and functions of the value chain
To assess how managers configure and coordinate a value chain
To explain global integration and local responsiveness
To profile the types of strategies firms use in international business
Business Ethics by Shaw Test Bank
Business Ethics by Shaw,Exam and Quizzes
Complete Exam and Quizzes Chapter 1 – 11, A++ Graded With Description!!!
Chapter 1
The Nature of Morality
Chapter 2
Normative Theories of Ethics
Chapter 3
Justice and Economic Distribution
Chapter 4
The Nature of Capitalism
Chapter 5
Corporations
Chapter 6
Consumers
Chapter 7
The Environment
Chapter 8
The Workplace (1): Basic Issues
The business system government, markets, and international tradeJubayer Alam Shoikat
,
the business system government
,
markets
,
social darwinism
,
and international trade
,
mixed economy
,
criticisms of free trade and utility
,
free trade and utility
,
economic systems
,
locke’s state of nature
,
criticism of marx
,
“free” markets and trade
,
free markets and utility
,
criticisms of free markets and utility
,
keynes’ criticism of smith
11 The Strategy of International BusinessBrent Weeks
To evaluate industry structure, firm strategy, and value creation
To profile the features and functions of the value chain
To assess how managers configure and coordinate a value chain
To explain global integration and local responsiveness
To profile the types of strategies firms use in international business
This presentation is for my students under Master in Business Administration Course code of Business Policy MBA106. The information is all about the roles and managing of corporate under the corporate governance.
Introduction to the concepts of corporate governance. Prepared for students with L2 English studying in the United Arab Emirates. Includes information and student activities.
it include meaning importance objective merits of corporate governance because in today`s scneario it is very important for company to work with the principle of corporate governance for the survival of the company.
CH -11 CORPORATE GOVERNANCE AND OTHER STAKEHOLDERSBibek Prajapati
CH -11 CORPORATE GOVERNANCE AND OTHER STAKEHOLDERS
FOR CS PROFESSONAL, CA,CMA, MBA
Stakeholder Concept
• Recognition of Stakeholder Concept In Law
• Stakeholder Engagement
• Stakeholder Analysis
• Types of Stakeholders
• Caux Round Table
• Clarkson Principle of Stakeholder Management
• Governance Paradigm and Stakeholders
• Stakeholders provide resources that are more or less critical to a firm’s long-term success. These resources may be both tangible and intangible. Shareholders, for example, supply capital; suppliers offer material resources or intangible knowledge; employees and managers grant expertise, leadership, and commitment; customers generate revenue and provide infrastructure; and the society builds its positive corporate images.
• A director of a company shall act in good faith in order to promote the objects of the company for the benefit of its members as a whole, and in the best interest of the company, its employees, the community and the environment.
• Stakeholder engagement leads to increased transparency, responsiveness, compliance, organizational learning, quality management, accountability and sustainability. Stakeholder engagement is a central feature of sustainability performance.
• Primary stakeholders are those whose continued association is absolutely necessary for a firm’s survival; these include employees, customers, investors, and shareholders, as well as the governments and communities that provide necessary infrastructure.
• Secondary stakeholders do not typically engage in transactions with a company and thus are not essential for its survival; these include the media, trade associations, and special interest groups.
• Customers are considered as the king to drive the market and they can sometimes exercise influence by consolidating their bargaining power in order to get lower prices.
• The lenders put a check and balance on the governance practices of an organization to ensure safety of their fund and as a societal responsibility.
• The organization which builds a mutually strong relationship with its vendors improves its overall performance in the marketplace.
• The society provides the desired climate for successful operation of a company business. If society turns against the company, then business lose its faith in the eyes of other stakeholders be it government or customer.
Oprah Winfrey: A Leader in Media, Philanthropy, and Empowerment | CIO Women M...CIOWomenMagazine
This person is none other than Oprah Winfrey, a highly influential figure whose impact extends beyond television. This article will delve into the remarkable life and lasting legacy of Oprah. Her story serves as a reminder of the importance of perseverance, compassion, and firm determination.
The case study discusses the potential of drone delivery and the challenges that need to be addressed before it becomes widespread.
Key takeaways:
Drone delivery is in its early stages: Amazon's trial in the UK demonstrates the potential for faster deliveries, but it's still limited by regulations and technology.
Regulations are a major hurdle: Safety concerns around drone collisions with airplanes and people have led to restrictions on flight height and location.
Other challenges exist: Who will use drone delivery the most? Is it cost-effective compared to traditional delivery trucks?
Discussion questions:
Managerial challenges: Integrating drones requires planning for new infrastructure, training staff, and navigating regulations. There are also marketing and recruitment considerations specific to this technology.
External forces vary by country: Regulations, consumer acceptance, and infrastructure all differ between countries.
Demographics matter: Younger generations might be more receptive to drone delivery, while older populations might have concerns.
Stakeholders for Amazon: Customers, regulators, aviation authorities, and competitors are all stakeholders. Regulators likely hold the greatest influence as they determine the feasibility of drone delivery.
Artificial intelligence (AI) offers new opportunities to radically reinvent the way we do business. This study explores how CEOs and top decision makers around the world are responding to the transformative potential of AI.
The Team Member and Guest Experience - Lead and Take Care of your restaurant team. They are the people closest to and delivering Hospitality to your paying Guests!
Make the call, and we can assist you.
408-784-7371
Foodservice Consulting + Design
Senior Project and Engineering Leader Jim Smith.pdfJim Smith
I am a Project and Engineering Leader with extensive experience as a Business Operations Leader, Technical Project Manager, Engineering Manager and Operations Experience for Domestic and International companies such as Electrolux, Carrier, and Deutz. I have developed new products using Stage Gate development/MS Project/JIRA, for the pro-duction of Medical Equipment, Large Commercial Refrigeration Systems, Appliances, HVAC, and Diesel engines.
My experience includes:
Managed customized engineered refrigeration system projects with high voltage power panels from quote to ship, coordinating actions between electrical engineering, mechanical design and application engineering, purchasing, production, test, quality assurance and field installation. Managed projects $25k to $1M per project; 4-8 per month. (Hussmann refrigeration)
Successfully developed the $15-20M yearly corporate capital strategy for manufacturing, with the Executive Team and key stakeholders. Created project scope and specifications, business case, ROI, managed project plans with key personnel for nine consumer product manufacturing and distribution sites; to support the company’s strategic sales plan.
Over 15 years of experience managing and developing cost improvement projects with key Stakeholders, site Manufacturing Engineers, Mechanical Engineers, Maintenance, and facility support personnel to optimize pro-duction operations, safety, EHS, and new product development. (BioLab, Deutz, Caire)
Experience working as a Technical Manager developing new products with chemical engineers and packaging engineers to enhance and reduce the cost of retail products. I have led the activities of multiple engineering groups with diverse backgrounds.
Great experience managing the product development of products which utilize complex electrical controls, high voltage power panels, product testing, and commissioning.
Created project scope, business case, ROI for multiple capital projects to support electrotechnical assembly and CPG goods. Identified project cost, risk, success criteria, and performed equipment qualifications. (Carrier, Electrolux, Biolab, Price, Hussmann)
Created detailed projects plans using MS Project, Gant charts in excel, and updated new product development in Jira for stakeholders and project team members including critical path.
Great knowledge of ISO9001, NFPA, OSHA regulations.
User level knowledge of MRP/SAP, MS Project, Powerpoint, Visio, Mastercontrol, JIRA, Power BI and Tableau.
I appreciate your consideration, and look forward to discussing this role with you, and how I can lead your company’s growth and profitability. I can be contacted via LinkedIn via phone or E Mail.
Jim Smith
678-993-7195
jimsmith30024@gmail.com
2. Corporate governance
• Introduction:
Corporate governance involves a set of relationships between a
company’s management, its board, its shareholders and other stake
holders
Corporate governance also provides the structure through which the
objectives of the company are set.
7/9/2014
2
kiran.shetty763@gmail.c
om
3. Definitions
• Corporate governance can be viewed as set of arrangements internal
to the corporation that define the relationship between the owners
and managers of the corporation.
• Monks and Minow(2001)- corporate governance is the relationship
among various participants in determining the direction and
performance of corporations. The primary participants are the
shareholders, the management, and the board of directors
7/9/2014kiran.shetty763@gmail.c
om
3
4. OECD(ORGANIZATION FOR ECONOMIC
AND CO OPERATION DEVELOPMENT)
• Corporate governance is the system by which business corporations
are directed and controlled. the corporate governance structure
specifies the distribution of rights and responsibilities among
different participants in the corporations, such as the
board,managers,shareholders and stakeholders.
7/9/2014kiran.shetty763@gmail.c
om
4
5. Significance and importance of
corporate governance
• Changing the ownership structure: ownership structure of the
company has been changed in the recent years. public financial
institutions,mututal funds are the single largest shareholder in most
of the large companies. They force the management to use the
corporate governance.
• So they frame consumer friendly policies in order to protect all
social groups and to protect the governance.
• Importance of social responsibity:
The board of directors have to protect the interest of the stakeholders
including (customers,employees,sharholders,suppliers,local
communities).
This is possible only if they use corporate governance.
7/9/2014kiran.shetty763@gmail.c
om
5
6. • Growing number of Scams:
in recent years, many scams, frauds happening in the entire world.
Misuse of public money is happening in the financial institutions.
In order to avoid these scams many companies have started using
corporate governance.
Indifference on the part of shareholders:
in general shareholders are inactive in the management of their
companies. They only attend annual general meeting. Shareholders
associations are not strong. Directors misuse their power so in order
to curb their activity corporate governance is requried.
7/9/2014kiran.shetty763@gmail.c
om
6
7. • Globalization: most of the companies are selling their goods in
global markets. So they have to attract foreign investor and foreign
customers. They have to follow foreign rules and foreign
regulations. Without corporate governance it is impossible to
eneter,survive and succeed in the global market.
• Takeovers and Mergers:
Today, there are many takeovers and mergers in the business world.
Corporate governance is required to protect the interest of all the
parties during takeovers and mergers.
• SEBI(securities exchange board of India):
SEBI has made corporate governance compulsory for certain
companies. It is done to protect the interest of the shareholders
7/9/2014kiran.shetty763@gmail.c
om
7
8. Benefits of corporate governance
• Good corporate governance ensures corporate success and
economic growth.
• Strong corporate governance maintains investors confidence, as a
result of which, company can raise capital efficiently and effectively.
• it lowers the cost of capital
• There is a positive impact on the share price
• It provides proper inducement to the owners as well as managers to
achieve objectives that are in interests of the shareholders and the
organization.
7/9/2014kiran.shetty763@gmail.c
om
8
9. • Good corporate governance also minimizes wastages, corruption,
risks, and mismanagement.
• It helps in brand formation and its development.
• It ensures an organization to manage in a manner that fits the best
interests of all.
7/9/2014kiran.shetty763@gmail.c
om
9
10. Two models of corporate governance
• Market model or outsider (shareholder) model
• Control model or insider (stakeholder) model
• 1. Market model:Mathematical representation of
the interaction among various participants,
economic forces, and choices made. There are
hundreds or even thousands of market models
that attempt to explain or predict the behavior of
one or more aspects of a market.
7/9/2014kiran.shetty763@gmail.c
om
10
11. characteristics
• A priority to market regulation
• The owners of firms tend to have a transitory
interest in the firm.
• The absence of close relationships between
shareholders and management.
• The existence of an active market for corporate
control takeovers, particularly hostile ones.
• The primacy of shareholder rights over those of
other organizational groups.
7/9/2014kiran.shetty763@gmail.c
om
11
12. 2. Control Model or insider
(stakeholder) model
• The priority to stakeholder control
• The owners of firms tend to have an enduring
interest in the company
• They often hold position on the board of
directors or other senior managerial positions
• The relationships between management and
shareholders are close and stable
• There is little by way of a market for corporate
control
7/9/2014kiran.shetty763@gmail.c
om
12
13. OECD ON corporate governance(orgn
for economic co-operation and
development)
• Corporate governance is based on conducting
the business with all integrity and fairness
the following are the few points that has to be
considered
1. Rights and equitable treatment of
shareholders:orgn should respect the rights of
shareholders
7/9/2014kiran.shetty763@gmail.c
om
13
14. • 2. Interests of other stakeholders: orgn should
recognize that they have legal,contractual,social,and
market driven obligations to non shareholder
stakeholders including
employees,investors,creditors,suppliers,customers
• 3. Role and responsibilities of the board: the board
needs sufficient relevant skills and understanding to
review and challenge management performance
7/9/2014kiran.shetty763@gmail.c
om
14
15. • 4.integrity and ethical behavior:
Integrity should be a fundamental requirement in
choosing corporate officers and board members.
Orgn should develop a code of conduct for their
directors
5.Disclosure and transparency:
Orgn should clarify and make publicly known the
roles and responsibilities of board and
management to provide stakeholders with a level
of accountability
7/9/2014kiran.shetty763@gmail.c
om
15
16. Issues in corporate governance
• Duties of directors: The CG(Corporate
governance) aimed to build on the director
duties as defined in statutory and case law duties
of directors.
• Composition and Balance sheet of the board
• Remuneration and Reward of directors
• Reliability of financial Reporting and External
Auditors
7/9/2014kiran.shetty763@gmail.c
om
16
17. • Board responsibility for Risk management and
internal control
• Shareholders rights and responsibilities
• Corporate social responsibility and business
ethics
7/9/2014kiran.shetty763@gmail.c
om
17
18. Obligation to society
• CSR also known as corporate responsibility,
corporate citizenship, responsible business,
Sustainable responsible business is a form of
corporate self regulation integrated into a
business model
• The below points justify the obligation towards
society
7/9/2014kiran.shetty763@gmail.c
om
18
19. 1. Potential business benefits: the scale and nature of
the benefits of CSR of an orgn can vary depending
on the nature of the business. There is a strong
positive correlation between social/environmental
performance and financial performance.
2.Human resources:
A CSR program can be an aid to recruitment and
retention, particularly within the graduate student
market. Potential recruits often ask about a firm’s
CSR policy during the recruitment
7/9/2014kiran.shetty763@gmail.c
om
19
20. 3. Risk Management: Managing risk is a central
part of many corporate strategies. Reputation
that take decades to build up can be ruined in
hours through incidents such as corruption
scandals or environmental accidents. They
minimize the risks involved in managing
governments, courts
7/9/2014kiran.shetty763@gmail.c
om
20
21. 4. Brand differentiation:
In crowded market places, companies strive for a
unique selling propositions that can separate
them from the competition in the minds of
consumers.CSR play a vital role in building
ethical values
7/9/2014kiran.shetty763@gmail.c
om
21
22. 5. License to operate:
Corporations keen to avoid interference in their
business through taxation or regulations. By taking
substantive voluntary steps, they can persuade
governments.
6.Stakeholder priorities:
Increasingly, corporations are motivated to become
more socially responsible because their most
important stakeholders expect them to understand
and address the social and community issues that
are relevant to them.
7/9/2014kiran.shetty763@gmail.c
om
22
23. Obligations to investors
• The principles for responsible investments
1. Address employee social governance(employee social
governance) issues in investment policy statements
2. Support development of employee social governance
related tools, metrics and analysis
3. Assess the capabilities of internal investment
managers to incorporate ESG issues
4. Assess the capabilities of external investment
managers to incorporate ESG issues.
5. Encourage academic and other research on this theme.
6. Advocate ESG training for investment professionals
7/9/2014kiran.shetty763@gmail.c
om
23
24. Obligation to employees, customers
and managerial obligation
1. Code of conduct
• Awareness of the areas of ethical risk
• Honest and ethical conduct, including the ethical
handling of actual or apparent conflicts of interest
between personal and professional relationships.
• A culture of honesty and accountability
• Full ,fair,accurate ,timely and understandable
disclosure in reports and documents that the
company files or submits to regulators and in
other public communications made by the
company.
7/9/2014kiran.shetty763@gmail.c
om
24
25. • Compliance with applicable government
laws,rules,regulations and company policies
2.Compliance with law
the co expects all directors. Officers and employees to
comply with all applicable laws, rules and
regulations and to be able to recognize potential
liabilities, seeking legal and advice where
appropriate
The co expects all directors, officers and employees to
comply with this code and all other company
policies
7/9/2014kiran.shetty763@gmail.c
om
25
26. 3. Disclosure of information:
It is the company’s policy to make full, timely and
complete disclosure of important information
concerning its activities.
4.Accounting records and practices-
The company’s books and records will reflect all
company transactions in an accurate and timely
manner. In particular all funds and assets will be
properly recorded
7/9/2014kiran.shetty763@gmail.c
om
26
27. 5.Prohibited payments-Directors, officers and
employees are prohibited from paying or
accepting any bribe, kickbacks or any other
unlawful payment or benefit to secure any
concession, contract or any other favorable
treatment.Directors,officers and employees will
report any such attempted actions in accordance
with clause 14
7/9/2014kiran.shetty763@gmail.c
om
27
28. 6. Fair dealing
Each director, officer and employee shall
Endeavour to deal fairly with the company’s
customers,suppliers,competitors and employees.
No director, officer and employee is permitted to
take unfair advantage of anyone through
,manipulation, abuse of privileged information,
misrepresentation of material facts or any other
unfair dealing practice
7/9/2014kiran.shetty763@gmail.c
om
28
29. 7. Conflicts of interest
A conflict of interest occurs when an individual’s private interest
interferes in any way or even appears to interfere with the
interests of the company as a whole. A conflict arises when a
director fails to perform his basic duty or obligations
8.Corporate opportunities:
Directors, officers and employees are prohibited from a)taking
for themselves personally opportunities that are discovered
through the use of corporate property, information or position
b)Using corporate property, information of position for
personal gain.
c)Competing with the company,directors,officers and employees
owe a duty to the co to advance its legitimate interests when
the opportunity to do so arises.
7/9/2014kiran.shetty763@gmail.c
om
29
30. 9.Use of corporate property
• The co assets must not be misappropriated for
personal use by directors, officers or employees.
• Directors, officers and employees shall protect
the company’s assets and ensure their efficient
use.
7/9/2014kiran.shetty763@gmail.c
om
30