Chapter 13 - Corporate Governance and Audits Flashcards
is the system by which business corporations are directed and controlled. It is a process by which the owners and creditors of an organisation exert control and require accountability of the resources entrusted to the organisation.
Corporate governance
is the structure that specifies the distribution of rights and responsibilities among different participants in the corporation such as the board of directors, managers, shareholders and other stakeholders. It is also the structure where company objectives are defined to attain those object and to monitor performance.
Corporate governance
can be anyone who is influenced, either directly or indirectly, by the actions of a company.
Stakeholders
Owners want accountability on such things as: (5)
- Financial performance
- Financial transparency
- Stewardship
- Quality of internal controls
- Composition of the board of directors and the nature of its activities
refers to financial statements that are clear with full disclosure and that reflect the underlying economics of the company
Financial transparency
this pertains to how well the company protects and manages the resources entrusted to it
Stewardship
has always had the primary responsibility for the accuracy and completeness of an organisation’s financial statements
Management
In some parts if the world, such as Europe, organizations issue ___________________ that delineates the organisation’s contributions to the broader goals of society.
triple-bottom-line
In a public corporation, shareholders/owners delegate responsibilities to: (4)
- Board of Directors
- Executive Management
- Operational Management
- Internal Auditors
In a public corporation, those delegated with responsibilities have accountabilities to stakeholders, namely: (4)
- Shareholders/Owners
- External Auditors
- Regulators
- Society and Others
Parties involved in corporate governance include: (7)
- Stockholders
- Board of Directors
- Management
- Audit Committees of the BOD
- Regulators
- External Auditors
- Internal Auditors
Provide effective oversight through election of board members, approval of major initiatives such as buying or selling stock, annual reports on management compensation from the board
Stockholders
The major representative of stockholders to ensure that the organisation is run according to the organisation’s charter and that there is proper accountability
Board of Directors
The specific activities of BOD include: (6)
- Selecting management
- Reviewing management performance and determining compensation
- Declaring dividends
- Approving major changes
- Approving corporate strategy
- Overseeing accountability activities
Broad role involves operations and accountability. Manage the organisation effectively; provide accurate and timely accountability to shareholders and other stakeholders
Management
Provide oversight of the internal and external audit function and the process of preparing the annual financial statements and public reports on internal control
Audit Committees of the BOD
Specific activities of management include: (5)
- Formulating strategy and risk management
- Implementing effective internal controls
- Developing financial and other reports meet public, stakeholder, and regulatory requirements
- Managing and reviewing operations
- Implementing an effective ethical environment
Specific activities of the audit committee include: (5)
- Selecting the external audit firm
- Approving any non audit work performed by the audit firm
- Selecting and/or approving the appointment of the Chief Audit Executive
- Reviewing and approving the scope and budget of the internal audit function
- Discussing audit findings with internal auditor and external auditor and advising the board on specific actions that should be taken
Regulators involved in corporate governance include: (2)
- Board of Accountancy
2. Securities and Exchange Commission
Set accounting and auditing standards dictation underlying financial reporting and auditing concepts; set the expectations of audit quality and accounting quality
Board of Accountancy
The specific activities of the BOA include: (4)
- Establishing accounting principles
- Establishing auditing standards
- Interpreting previously issued standards implementing quality control processes to ensure audit quality
- Educating members on audit and accounting requirements
Ensure the accuracy, timeliness, and fairness of public reporting of financial and other information for public companies
Securities and Exchange Commission
Specific activities of the SEC include: (4)
- Reviewing filings with the SEC
- Interacting with the FRSC in setting accounting standards
- Specifying independence standards required of auditors that report on public financial statements
- Identify corporate frauds, investigate causes and suggest remedial actions