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Analyze corporate governance
Corporate governance essay introduction
Corporate governance essay introduction
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1. Question 1 Presentation of Financial Statement A critical review is conducted on Michael Hill International Ltd.’s (MHI) corporate governance disclosures in the 2014 Annual Report for Year ended 30th June 2014. To evaluate and determine whether the company complies the requirement of each of the Nine Principles of Corporate Governance (Securities Commission New Zealand, 2011) listed below as the sub-titles. 1.1. Directors should observe and foster high ethical standards First of all, the board adopts the overall principles of Directors’ “Code of Proper Practice for Directors”, and considers that the policies and procedures of its corporate governance are consistent with NZX Corporate Governance Best Practice Code (MHI, 2014). Corporate code of ethics is published in the MHI’s annual report and training is provided to employees on the details in the concerns of all stakeholders of the company including employees, customers, business partners, shareholders, communities, property and assets, and governments. Conflicts of interests are clearly stated within the code of ethics along with the measurement for the acceptance of gifts (Securities Commission New Zealand, 2011). A speaking up …show more content…
There are total of eight directors which the number of executive and no-executive directors is not well balanced with two executive and six non-executive directors. Additionally, four directors meet formal criteria for “independent directors” (Securities Commission New Zealand, 2011). The board possesses wide range of skills and knowledge from each directors such as jewellery retailing, marketing, property development, investment management, interior layouts design, and accounting (MHI, 2014). Every director holds abundant experience in the particular field of expertise that benefits the board to have 360° view of managing a business, and better perspectives of its development and work more effectively and
Brooks, L.J. (2007) Business & Professional Ethics for Directors, Executives & Accountants. Mason, OH: Thomson South-Western.
Lowe’s begins their manual with an Introduction that includes employees’ and Board of Directors’ together. Lowe’s feels employees’ are equal and expects their executives to follow the same rules of conduct. Lowe’s includes ethics and code of conduct together as a framework of principles’ to guide employees’ in their day-to-day conduct. (Lowe's Internal, 2010)
The corporation’s business is carried out by its management, under the direction of the Board of Directors. The Board, and each committee of the Board, has complete access to management. Also, the Board and committee member’s has access to independent advisors as each considers necessary or appropriate. Mallor, Barnes, Bowers, & Langvardt (2010) state that the Board of Directors also, issues shares, Adopts articles of merger or sha...
Bibliography: Turnbull, S. (1997). Corporate governance: its scope, concerns and theories. Corporate Governance: An International Review, 5 (4), pp. 180--205.
Brooks, L., Dunn, P. (2012) Business & Professional Ethics for Directors, Executives & Accountants. 6th Edition. Thompson South-West.
The corporate governance within Ben & Jerry’s can be identified to use the two-tier management system as their board of directors is independent from the management (Benjerry.com, 2015). However, it can be argued that the board of directors from Unilever also act as board of directors for Ben & Jerry’s when it comes to financial and economic decisions, as well as the right to fire or hire the CEO at any given time. Ben & Jerry`s board of directors has the power to protect the brand, changes in product standards, introduction of new products and marketing decisions (Edmondson, 2014:
This report aims to evaluate how M&S applies the expectations and requirements of corporate governance based on their recent annual report, review of composition of...
Seawell, Buie 2010, ‘The Content and Practice of Business Ethics’, Good Business, pp. 2-18, viewed 22 October 2013, .
Solomon, J (2013). Corporate Governance and Accountability. 4th ed. Sussex: John Wiley & Sons Ltd. p.7, p9, p10, p15, p58, p60, p253.
The Board of Directors is consisted of 11 members: James M. Elliot, the Chairman of the Board, 3 inside members and 7 outside members. The economy is stable and profitable, but that also means a lot of competition in the market. This poses a great opportunity for the company to grow and gain more of the market share. The only foreseeable real threat that the company will face is new competitors in the market.
The Australian Stock Exchange’s (ASX) Corporate Governance Council (2014) defines corporate governance as “A framework of rules, relationships, systems and processes within and by which authority is exercised and controlled within corporations”. One goal of corporate governance is for the board members to increase shareholder value (Tricker 2015). In order to achieve this, it is important that the board act appropriately and justly so that the best interest of investors are protected. This report will explore the effectiveness of JB Hi-Fi’s corporate governance. JB Hi-Fi is Australia’s largest home entertainment retailer, selling a variety of products at discounted prices. Over the years, they have maintained a substantial
As a consequence of the separate legal entity and limited liability doctrines within the UK’s unitary based system, company law had to develop responses to the ‘agency costs’ that arose. The central response is directors’ duties; these are owed by the directors to the company and operate as a counterbalance to the vast scope of powers given to the board. The benefit of the unitary board system is reflected in the efficiency gains it brings, however the disadvantage is clear, the directors may act to further their own interests to the detriment of the company. It is evident within executive remuneration that directors are placed in a stark conflict of interest position in that they may disproportionately reward themselves. The counterbalance to this concern is S175 Companies Act 2006 (CA 2006) this acts to prevent certain conflicts arising and punishes directors who find themselves in this position. Furthermore, there are specific provisions within the CA 2006 that empower third parties such as shareholders to influence directors’ remuneration.
Organizations that only have top management as the board members are more susceptible to accounting malpractices. Members of the board should preferably own shares in the company to ensure diligence when it comes to the interests of the company. Apart from the Board of Governors, there should also be an audit committee in place to oversee the financial dealings of the bank. Members of the board and the audit committee should have basic financial knowledge. Some of the members should also be experts in finances so that they can detect any anomaly that may take place in terms of financial reporting. An overhaul of the regulatory framework is required to empower authorities to intervene immediately, and make improvements. New technology is required. Manual antiquated processes should be eliminated because this causes greater human error and poor
The Code of Ethics of the professional accounting bodies in Australia and its fundamental principles ………………………………………………………………………….…………3
The board membership, irrespective of executive or non executive membership, is very crucial in the governance and management of the company. However, as the duties and responsibilities of directors vary according to their type of directorship; the rewards should also match the responsibilities carried out and be in line with the performance shown over period of time.