Corporate governance refers to the system by which corporations are directed and controlled through the distribution of rights and responsibilities among shareholders, management, and stakeholders. It specifies rules and procedures for corporate decision making. The document then discusses examples of both poor and good corporate governance. It describes the Satyam scandal where the chairman admitted to falsifying accounts by billions of rupees. Subsequently, it outlines benefits of good corporate governance such as lower costs, higher share prices, and proper incentives for owners and managers. Infosys is highlighted for its large bonuses following good governance practices. ITC also emphasizes management freedom within a framework of accountability. In the end, good governance is defined as honesty, integrity and commitment between all parties involved in governing a
The Cadbury Committee report (1991) defines corporate governance as a system by which corporate are directed and controlled.
According to Salins Sheikh and Williams Ress, corporate governance is concerned with ethics, values and morals of a company and its directors.
OBJECTIVES OF CORPORATE GOVERNANCE
● To enhance long term Shareholders value
● To Protect shareholders interest
● To conduct the affairs of the company in a manner that ensure
fairness to customers, employees, investors, vendor. government
etc.
● To Maximize shareholders value
● To build up confidence and increasing the thrust of stakeholders
● To enhance efficiency and effectiveness through fair and transparent means
● To shape the growth and the future capital market
● To Minimize securities scam
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.
The Cadbury Committee report (1991) defines corporate governance as a system by which corporate are directed and controlled.
According to Salins Sheikh and Williams Ress, corporate governance is concerned with ethics, values and morals of a company and its directors.
OBJECTIVES OF CORPORATE GOVERNANCE
● To enhance long term Shareholders value
● To Protect shareholders interest
● To conduct the affairs of the company in a manner that ensure
fairness to customers, employees, investors, vendor. government
etc.
● To Maximize shareholders value
● To build up confidence and increasing the thrust of stakeholders
● To enhance efficiency and effectiveness through fair and transparent means
● To shape the growth and the future capital market
● To Minimize securities scam
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.
This presentation slides includes basic definitions to Corporate Governance (CG), Objective to Corporate Governance, Major Constituents of Corporate Governance, Participants to CG, Regulatory bodies in India for CG and Benefit of CG to organizations.
The framework of rules and practices by which a board of directors ensures accountability, fairness, and transparency in a company's relationship with its all stakeholders (financiers, customers, management, employees, government, and the community).
The corporate governance framework consists of
(1) explicit and implicit contracts between the company and the stakeholders for distribution of responsibilities, rights, and rewards,
(2) procedures for reconciling the sometimes conflicting interests of stakeholders in accordance with their duties, privileges, and roles, and
(3) procedures for proper supervision, control, and information-flows to serve as a system of checks-and-balances.
Ethics and Corporate Governance..
DEFINING GOOD GOVERNANCE
THE CHARACTERISTICS OF GOOD GOVERNANCE
NINE PILLARS – CORPORATE GOVERNANCE CODE FOR SMALL AND MEDIUM SIZED ENTERPRISES
FIVE STEPS TO IMPROVE CORPORATE GOVERNANCE
Why is good governance important?
'CSR' and 'Corporate Governance' are 2 sides of a coin, 'Sustainability' being the EDGE of that coin! Notes from my session on Corporate Governance for PG Diploma in CSR course.
It consists meaning of corporate governance, clause 49 of listing agreement, initiatives for governing practices in India and drivers for the growth of corporate governance in India.
This is a part of syllabus of the Business ethics of MBA.
The recipient of a juris doctor from the University of Illinois-John Marshall Law School in Illinois, Robert Heist is the owner and principal attorney at R. Connor & Associates, P.C. and the Chairman of the Board at Hershey Trust Company and leading the way with corporate governance as a NACD Governance Fellow. Attorney Robert Heist has practiced in the area of general corporate laws, including corporate governance, corporate compliance, and mergers and acquisitions.
This presentation slides includes basic definitions to Corporate Governance (CG), Objective to Corporate Governance, Major Constituents of Corporate Governance, Participants to CG, Regulatory bodies in India for CG and Benefit of CG to organizations.
The framework of rules and practices by which a board of directors ensures accountability, fairness, and transparency in a company's relationship with its all stakeholders (financiers, customers, management, employees, government, and the community).
The corporate governance framework consists of
(1) explicit and implicit contracts between the company and the stakeholders for distribution of responsibilities, rights, and rewards,
(2) procedures for reconciling the sometimes conflicting interests of stakeholders in accordance with their duties, privileges, and roles, and
(3) procedures for proper supervision, control, and information-flows to serve as a system of checks-and-balances.
Ethics and Corporate Governance..
DEFINING GOOD GOVERNANCE
THE CHARACTERISTICS OF GOOD GOVERNANCE
NINE PILLARS – CORPORATE GOVERNANCE CODE FOR SMALL AND MEDIUM SIZED ENTERPRISES
FIVE STEPS TO IMPROVE CORPORATE GOVERNANCE
Why is good governance important?
'CSR' and 'Corporate Governance' are 2 sides of a coin, 'Sustainability' being the EDGE of that coin! Notes from my session on Corporate Governance for PG Diploma in CSR course.
It consists meaning of corporate governance, clause 49 of listing agreement, initiatives for governing practices in India and drivers for the growth of corporate governance in India.
This is a part of syllabus of the Business ethics of MBA.
The recipient of a juris doctor from the University of Illinois-John Marshall Law School in Illinois, Robert Heist is the owner and principal attorney at R. Connor & Associates, P.C. and the Chairman of the Board at Hershey Trust Company and leading the way with corporate governance as a NACD Governance Fellow. Attorney Robert Heist has practiced in the area of general corporate laws, including corporate governance, corporate compliance, and mergers and acquisitions.
Notes of Module 5 Corporate Governance
Content
Concept of Corporate Governance
Corporate Governance in India
Objective of Corporate Governance
Features of Corporate Governance
Elements of Corporate Governance
Importance of Corporate Governance
Important Issues in Corporate Governance
Corporate Governance and Agency Theory
Reforming Board of Directors
*Birla Committee
*Naresh Candra Committee
*Narayana Murthy Committee
Bibliography
www.google.com
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Corporate governance
1.
2. Corporate governance is all about
“promoting corporate
fairness, transparency and
accountability.”
3. Corporate governance refers to the system by which
corporations are directed & controlled. The governance
structure specifies the distribution of rights &
responsibilities among different participants in the
corporation ( the board of
directors, managers, shareholders & stakeholders) &
specifies the rules & procedures for making decisions in
corporate affairs.
4.
5.
The biggest corporate scam in India has come from one of
the most respected businessmen. Satyam founder Ramalinga
Raju resigned as its chairman after admitting to cooking up
the account books.
His efforts to fill the "fictitious assets with real ones"
through Maytas acquisition failed, after which he decided to
confess the crime. With a fraud involving about Rs 8,000
crore, Satyam is heading for more trouble in the days ahead.
On Wednesday, India's fourth largest IT company lost a
staggering Rs 10,000 crore in market capitalisation as
investors reacted sharply and dumped shares, pushing down
the scrip by 78 per cent to Rs 39.95 on the Bombay Stock
Exchange.
6.
"I am now prepared to subject myself to the laws of the land
and face consequences thereof," Raju said in a letter to SEBI
and the Board of Directors, while giving details of how the
profits were inflated over the years and his failed attempts to
"fill the fictitious assets with real ones."
Raju said the company's balance sheet as of September 30
carries "inflated (non-existent) cash and bank balances of Rs
5,040 crore as against Rs 5,361 crore reflected in the
books."
7. Benefits of Corporate Governance
Good corporate governance ensures corporate success
and economic growth.
It lowers the capital cost.
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.
Good corporate governance also minimizes
wastages, corruption, risks and mismanagement.
It helps in brand formation and development.
It ensures organization in managed in a manner that fits
the best interests of all.
8. Infosys star in for a Rs.130 crore bonus
By following proper corporate governance rules and
regulation the infosys has announced bonus for the
best performing employees.
And it is also have some bigger compensation plan
for the top performers.
This Rs.130 crore bonus payout has surprised most of
the analysts too.
This is what the result if company follows the
corporate governance.
9. ITC's Corporate Governance initiative is based
on two core principles.
Management must have the executive freedom to drive the
enterprise forward without undue restraints; and this
freedom of management should be exercised within a
framework of effective accountability.
ITC believes that any meaningful policy on Corporate
Governance must provide empowerment to the executive
management of the Company, and simultaneously create a
mechanism of checks and balances which ensures that the
decision making powers vested in the executive
management is not only not misused, but is used with care
and responsibility to meet stakeholder aspirations and
societal expectations.
10. Good Corporate Governance
Good corporate governance can
be achieved when the parties to
governance perform their
respective functions in
honesty, trust, integrity, openness, g
reater responsibility, performance
orientation, mutual respect and
commitment to the company’s
goals.
11. “ The Biggest Risk In Life Is Not
Taking One.”
- Tag Line of the Movie “Gafla”
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