CORPORATE GOVERNANCE | ROLE OF BOARD OF DIRECTORS
What is Corporate Governance? Corporate governance refers to the system by that firm’s area unit managed and controlled. It encompasses the relationships among a company’s shareholders, a board of directors, and senior management. These relationships offer the framework inside that company objectives area unit set and performance is monitored. Three classes of people area unit, thus, a key to company governance success: initial, the common shareholders, who elect the board of directors; second, the businesses board of administrators themselves; and, third, the highest government officers light-emitting diode by the chief officer (CEO).
The board of administrators the essential link between shareholders and managers is probably the foremost effective instrument of fine governance. The oversight of the corporate is ultimately their responsibility. The board, once in operation properly, is additionally associate freelance check on company management to make sure that management acts within the shareholders’ best interests.
ROLE OF BOARD OF DIRECTORS IN CORPORATE GOVERNANCE
The board of directors sets company-wide policy and advises the business executive and alternative senior executives, who manage the company’s everyday activities. In fact, one amongst the board’s most necessary tasks is hiring, firing, and setting of compensation for the business executive. Boards review and approve strategy, important investments, and acquisitions. The board conjointly oversees in operation plans, capital budgets, and also the company’s monetary reports to common shareholders. Usually, in the boards, there are ten or two members, with the company’s business executive often serving as chairman of the board. In Britain, it’s common for the roles of chairman and business executive to be unbroken separate and this idea is gaining support within then us.
CORPORATE SOCIAL RESPONSIBILITY (CSR)
Maximizing investor wealth doesn’t mean that management ought to ignore company social responsibility (CSR), like protective the patron, paying truthful wages to staff, maintaining truthful hiring practices and safe operating conditions, supporting education, and becoming concerned in such environmental problems as clean air and water, it’s acceptable for management to contemplate the interests of stakeholders aside from shareholders, These stakeholders embody creditors, employees, customers, suppliers, communities within which an organization operates, and others. Solely through attention to the legitimate considerations of the firm’s numerous stakeholders will the firm attain its final goal of increasing investor wealth?
Over the previous few decades property has become a growing focus of the many company social responsibility efforts. In a sense, firms have perpetually been involved with their ability to be productive, or property, within the future but, the idea of sustained ability has evolved to such associate extent that it’s currently jewel by several businesses to mean meeting wants the requirements of this while not compromising the flexibility of future generations to fulfill their own needs. Therefore, a lot of and a lot of steps to handle problems like temperature change, oil depletion, and energy usage.
SARBANES-OXLEY ACT OF 2002
There has been revived interest in company governance during this last decade caused by major governance breakdowns, that light-emitting diode to failures to stop a series of recent company scandals involving Enron, WorldCom, world Crossing, Tyco, and various others. Governments and restrictive bodies around the world still specialize in the problem of company governance reform. One sign of the seriousness of this concern was that Congress enacted the Sarbanes-Oxley Act of 2002 (SOX).
Sarbanes-Oxley mandates reforms to combat company and accounting fraud, and imposes new penalties for violations of securities laws. It conjointly incorporates a range of upper standards for company governance and establishes the general public Company Accounting Oversight Board (PCACB). The Securities and Exchange Commission (SEC) appoints the chairman and also the members of the PCAOB. The PCAOB has been given the ability to adopt auditing, internal control. Ethics, and revelation standards for public corporations and their auditor’ likewise as investigating and discipline those concerned.