Corporate Governance Flashcards
Primary purpose of a company’s board of directors
To serve as the intermediary between the corporation’s shareholders and those executing its activities (i.e., management) and act as guardian of the organization’s resources and assets
Primary responsibility of a corporation’s management
To make the daily decisions that affect company performance
What is corporate governance?
The oversight responsibilities of different parties for an organization’s direction, operations, and performance
Purpose of corporate governance
To encourage the efficient use of organizational resources and accountability for the stewardship of those resources
4 general core principles or values of corporate governance
-Accountability
-Transparency
-Fairness
-Responsibility
Treadway Commission’s 4 recommendations to reduce fraud in financial reports
-Mandatory independent audit committee
-Written charter for audit committee
-Adequate resources and authority for the audit committee to execute its responsibilities
-Informed, vigilant, and effective audit committee members
Purpose of the Treadway Commission
To define the responsibility of the auditor in preventing and detecting fraud
6 areas of G20/OECD Principles of Corporate Governance #1
-Request for governments to have an effective legal, regulatory, and institutional framework to support good corporate governance practices
6 areas of G20/OECD Principles of Corporate Governance #2
-Call for a corporate governance framework that protects the exercise of shareholders’ rights and supports the equal treatment of all shareholders
6 areas of G20/OECD Principles of Corporate Governance #3
-Guidance regarding the effect of institutional investors and other intermediaries in stock markets and the resulting corporate governance implications
6 areas of G20/OECD Principles of Corporate Governance #4
-Emphasis on the importance of timely, accurate, and transparent disclosure mechanisms
6 areas of G20/OECD Principles of Corporate Governance #5
-Guidance regarding appropriate board structures, responsibilities, and procedures
6 areas of G20/OECD Principles of Corporate Governance #6
-Recognition of the need to integrate sustainability and resilience into the corporate governance framework through incentives for companies and investors