Chpt 1 Flashcards

1
Q

What did Cadbury (1992) define as the four responsibilities of the board?

A
  1. Setting strategic aims
  2. Using leadership to implement these
  3. Supervising management
  4. Reporting to shareholders
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2
Q

Case study: Parlamat

A

Italian multinational dairy and food corporation.

Collapsed with €14 billion hole in accounts (Europe’s largest bankruptcy).

CEO sentenced 10 years in prison for fraud.

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3
Q

Case Study: Kids Company

A

Founded by Camil Batmanghelidjh in 1996.

Received high-profile support from businesses. Its collapse became political issue; £3 million emergency grant from UKG following warnings its reserves were inadequate in 2009.

Exuberance and charisma of founder misrepresented reality of financial situation.

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4
Q

Case Study: VW

A

New product lines won environmental awards and tax breaks but its 2015 diesel emissions scandal led to company spending $7.3 billion to cover costs and $4.3 billion in penalties.

Board only uncovered dishonesty just before media - accoutanble for the cultue that misguided incentivisation.

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5
Q

ICSA “Boardroom Behaviours” point on override of controls.

A

“[…] an emerging view is that the system of governance for companies is not inherently “broken”, but rather that its effectiveness has been undermined by a failure to observe appropriate boardroom behaviours.”

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6
Q

What is CIPD definition of human capital?

A

Sum of knowledge, skills and experience and other relevant workforce attributes that reside in an organisation’s workforce and drive productivity, performance and achievement of strategic goals.

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7
Q

What does the “Maturity Institute” (UK NFP professional development body) talk about?

A

“Human Governance”. It uses Toyota’s engaged and purpose-infused workforce as a benchmark employer to do this.

Human capital in the boardroom (skillset and mindset) often starting focus for investors as their proxy to assess investment risk and reward.

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8
Q

What is CIPD definition of “war for talent” (1997)?

A

The systematic attraction, identification, development, engagement, retention and deployment of those individuals with high potential who are of particular value to an organisation”

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9
Q

What did a report from EY’s corporate governance team reveal?

A

Risks recorded in the risk section of company ARA - 63% were associated with people risk and most of the remainder had a people/cultural aspect underpinning these (e.g. cyber security).

NB - most security threats (recent studies suggest over 90%) emanate from internal staff through negligence, accidental disclosure, lost or stolen devices and specific digital skills shortages.

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10
Q

State some facts on stress-related illnesses

A

Both absenteeism and presenteeism are on the rise. Often leads to chronic lack of engagement, productivity and performance.

Consequences could lead to H&S breaches - expense of relationship quality - family life and personal growth.

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11
Q

What did 2018 Gallup survey of 7,5000 full-time employees in USA reveal?

A

Over 2/3 reported feeling burnt out at work (23% ‘very often’ or ‘always’; 44% ‘sometimes’).

Financial impact of burnout in healthcare spending alone estimated $125-190 billion.

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12
Q

Case study: Arianna Huffington (former president and editor-in-chief of Huffington Post Media gRoup)

A

Broke her cheekbone as a result of a fall brought on by exhaustion and lack of sleep.

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13
Q

What did McKinsey report “Mental health in the workplace: the coming revolution” reveal?

A

COVID-19 may have provided a jolt.

Pre-existing MH challenges have been exacerbated by COVID-19.

It cited 50% increase in prevalence of behavioural health conditions.

Statistically, this makes workplace stressors as harmful to health as second-hand smoke.

Stress is a diversity issue; minorities suffer more symptoms and consequences than majority counterparts.

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14
Q

What is personal reiliance?

A

Ability to bounce back and positively withstand strain over periods of time.

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15
Q

What is the “Great Man” theory?

A

Leaders were born and not made (mostly male) or at very least required a privileged education and fast-tracked organisational trajectory.

Swoops down to rescue orgs single-handedly - media archetype.

Usually only generate short-term disruptive change and are impotent at nurturing organisational cultures for longer-term sustained value.

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16
Q

What is the “Level 4” Leader (Jimm Collins)?

A

(c.f. Great Man Theory) - leap from one failing organisation to another.

17
Q

What is the “Level 5” Leader (Jim Collins)?

A

Guides organisations from being “good to sustainably great”. Extremely tenacious but have extreme humility.

These people usually rise internally and often reluctantly pushed forward by others, rather than being externally appointed.

18
Q

Compare Tesco vs John Lewis

A

TESCO
Terry Leahy (CEO) paragon of leadership and primate architect of Tesco’s dominance. Unintentional reliance on one charasmatic leader created a relative vaccuum of responsible leadership lower down. Key contributing factor to culture of inappropriate reporting that led to scandals.

JOHN LEWIS
Andy Street (CEO) - leading example of great sustinable retailing - less visible CEO.

Tesco now has externally appointed CEO from Unilever - JL first female CEO joined a graduate trainee

19
Q

What did the London Business School research on “The Future of Work” rated as most critical for the future of organisations?

A

“Transparent and Authentic Leadership”

20
Q

What did NHS King’s Fund “The Future of Leadership” note?

A

There should be “no more heroes”.

21
Q

Which body has become increasingly influential in ethics?

A

Institute of Business Ethics

22
Q

What relevance does SA King Code have to ethics?

A

Principle 1 = governing body should lead ethically and effectively

Principle 2 = governing body should govern the ethics of the organisation in a way that supports the establishment of an ethical culture

23
Q

Case Study: Apple vs Samsung

A

In recent years, average company rating in the top 100 has declined by 1.4% - public now does not trust 2/3 of organisations measured.

Samsung (2017) - improved by 44 points, jumping to no. 26. Response to controversies had been increased transparecny and fairness.

Apple plummeted 38 places to no. 58 (2018) - encryption conflict with FBI, tax evasion and long-rumoured battery tampering and disappointing sales.

24
Q

What did Roger Steare (2012) argue?

A

Governance failures have occurred not because of a failure to understand financial risk or too little technical knowledge buet because of a lack of moral integrity and courage.

25
Q

David Walker (2009) review on “Boardroom Behaviours”

A

“It is remarkable that there is practically no guidance in the Code on the main drivers of, and factors affecting, boardroom behaviours […] Encouraging best practice boardroom behaviours are critical aspects of corporate governance, but seem currently to be a neglected area.”

26
Q

Why is board research shifting away from structural factors?

A

Rather than assuming that companies will survive because they have adopted the optimal governance structure, the research community (and practitioners) are recognising that there are additional human factors influencing how governance predicts performance.Wh

27
Q

What did one of Cross’ interviewees state?

A

“You frequently find companies where the boards didn’t work properly but they tick all the boxes in terms of structure.”

28
Q

Outline 11 Cs model of corporate governance

1 2
3 4

A
  1. Board demographics (technical/individual)
    Do directors have:
    - capacity
    - capability
    - well connected
  2. Board structures (technical, board)
    Do board and committees have appropraite:
    - configuration
    - compliance
  3. Board attributes (individual, behavioural)
    Do directors display
    - competence
    - commitment
    - character
  4. Board dynamics (board, behavioural)
    Does the board model a cultural of cohesion and challenge?
29
Q

Definition of boardroom dynamics?

A

The psychological processes that moderate structural and individual inputs to board functioning