Chapter 7 - The governing body and strategy Flashcards
Corporate governance and strategy
What is corporate governance?
The conduct of senior officers and the structure, direction, and control of an organization, setting objectives, and regulating relationships between management, the board, and shareholders.
Corporate governance and strategy
What is the UK Corporate Governance Code?
A shareholder-led code guiding effective board practices based on principles like accountability, transparency, integrity, and sustainable success.
Corporate governance and strategy
Name the five main sections of the UK Corporate Governance Code.
Leadership, Effectiveness, Accountability, Remuneration, and Relations with Shareholders.
Corporate governance and strategy
What is the role of non-executive directors (NEDs)?
To bring independence, scrutinize management performance, ensure financial integrity, set executive remuneration, and support succession planning.
Corporate governance and strategy
Define the shareholder model of governance.
A model where shareholders have the primary right to the organization’s wealth, common in the UK and USA, focusing on returns and reduced risk for investors.
Corporate governance and strategy
Define the stakeholder model of governance.
A model where wealth is distributed among various stakeholders for long-term benefit, more common in Germany.
Corporate governance and strategy
What are the advantages of the shareholder model?
Higher returns, reduced risk, entrepreneurship, and inward investment.
Corporate governance and strategy
What are the disadvantages of the shareholder model?
Risk of short-termism, top management greed, and difficulty in monitoring management.
Corporate governance and strategy
What are the advantages of the stakeholder model?
Long-term decisions, closer management monitoring, and deterrence of high-risk choices.
Corporate governance and strategy
Describe the pluralistic governance model.
An approach where the organization is seen as belonging to all stakeholders, focusing primarily on employees’ interests, commonly seen in Japan.
Corporate governance and strategy
What is Principle O of the 2018 UK Corporate Governance Code?
The board should establish procedures to manage risk, oversee the internal control framework, and determine the nature and extent of the principal risks the company is willing to take in order to achieve its long-term strategic objectives.
Stakeholder Expectations
What is a stakeholder?
Anyone with an interest or concern in a business who expects a return, response, or action, and has the ability to disrupt the business if their needs aren’t met.
Stakeholder Expectations
What are the three categories of stakeholders?
Internal (human resources), Connected (financially linked), and External (other interested parties).
Stakeholder Expectations
What is stakeholder mapping?
A tool to assess stakeholders based on their level of power and interest in the organization, guiding how to manage relationships with them.
Stakeholder Expectations
According to Mendelow’s matrix, who are “Key Players” in stakeholder mapping?
Stakeholders with high power and high interest, such as major clients or investors, who must be fully engaged in strategy decisions.