Governance - Technical Notes Flashcards
What is the pneumonic for concepts underpinning corporate governance?
HARDFORIJIT
What does HARDFORIJIT stand for?
Honesty Accountability Responsibility Diversity Fairness Openness Reputation Integrity Judgement Independence Transparency
What is integrated thinking?
Leadership philosophy or main guiding principle that underpins integrated reporting. Integrated thinking requires leaders to think much more broadly about how the organisation affects and is affected by its environment and over a longer timeframe.
What are the 7 aims of integrated reporting?
- Quality
- Efficient
- Enhance accountability
- Short, medium and long term value
- Aimed at private sector
- Comparability
- More than just a summary
What are the six capitals
Financial (funds) Intellectual (knowledge) Social (norms and values) Human (motivations/skills) Manufacturing (materials) Natural (resources)
What are the content elements of integrated reporting?
- Organisational overview
- Governance
- Business Model
- Risks and opportunities
- Performance
- Outlook
- Strategy and resource allocation
- Basis of preparation
What are the roles and responsibilities of board of directors?
Policy and strategic decisions Monitoring and controlling activities Leadership Raising profile Maintaining relationships with shareholders
What are the advantages of a unitary board?
Less agency costs
Quicker decisions
NEDs cannot be excluded
Experience of NEDs - better decision making
What are the advantages of a two tier board?
Less familiarity, greater objectivity
NEDs needed less regularly
Less regular meetings
NEDs may start developing strategy
What are the 4 things to remember for NEDs?
Strategy
Scrutinise
Risk
People
What are some advantages of NEDs?
Full potential Oversee process Protecting shareholders Outside experience Advice Additional business connections Independence
What is the CEO’s role?
Running organisation
Implementing decisions
Developing risk strategies
Reviewing structure
What is the Chairman’s role?
Lead Board effectiveness Public face Representative Communication with shareholders
Which three committee are required? Which one is optional?
Audit (3 NEDs)
Remuneration
Nomination
Risk - optional
What is the public sector based on?
Efficiency
Effectiveness
Economy