Chapter 1 Principle And Issues In Corporate Governance Flashcards
What is meant by corporate governance
A system by which companies are directed and controlled
Corporate governance framework
Legislation
Codes
Policy’s
Company structure
Framework of corporate governance
Rules based approach
Hybrid approach
Principles based approach
Principle based approach is
A voluntary set of rules like comply or explain
Good governance is RAFT
Transparent
Accountable
Fair
Relaible
Theories of corporate governance
Agency theory - management
Principle theory - shareholders
1. Shareholder primacy theory
2. Stakeholder theory
S172 seeks to combine the two
Conflicts are:
Moral hazard
Earning retention
Time horizon
Level of effort
Approach’s of corporate governance
Shareholder approach
Stakeholder approach
Inclusive shareholder approach
Enlightened shareholder approach
Difference between the shareholder vs stakeholder approach
- Maximum wealth for its shareholders v creating opportunities for employees
- Self/interested wealth maximisers vs diverse with difference objectives, time horizons and preferences
3.
S171
Act with their powers
S172
To promote the success of the company
S177
Declare any interests in a proposed transaction
S173
Independent judgement
S174
Must act with reasonable care, skill and diligence
S175
Avoid conflicts of interest
S176
Not to accept gifts from third parties