The Chairman of the Board is Primus Inter Pares (the first among equals or first among peers) on the Board of Directors of every company and typically elected by members of the Board of Directors who also determine the period for which he/she is to hold office. In other jurisdictions, the Chairman of the Board […]
There is no correct answer to the frequently asked question as to the optimal Board size, simply because the answer depends on a varying number of factors. Striking a balance in the size of the Board highlights the direct relationship between the size and complexity of an organization and the size of its Board as […]
“The battle for financial statement integrity and reliability depends on balancing the pressures of multiple stakeholders, including management, regulators, investors and the public interest” American Institute of CPAs. The Audit Committee is widely recognized as an important mechanism required to ensure good corporate governance.Section 359 (3) & (4) of the Companies and Allied Matters Act […]
Efforts towards strengthening corporate governance have seen regulators around the world enact Codes to improve ethical standards in business. A common theme in the Codes is the independence of the Boards of Directors that oversee corporate managers. The crux of the Agency theory upon which corporate governance is based, is the existence of an independent […]
“A leader takes people where they want to go. A great leader takes people where they don’t want to go but ought to be”. – Rosalynn Carter, Former First Lady of the United States. Successful corporate performance is founded on commitment to basic ethical principles aligned as much as possible to the interests of all […]
Increasingly, regulators, shareholders, and other stakeholders expect the Board of Directors to reflect the diversity of its broader stakeholder group and even society in general. A growing number of jurisdictions are encouraging – and some, particularly in Europe, are mandating – quotas regarding the percentage of women required on the boards. Only recently, Apple amended […]
To answer this question, it is necessary to have a good understanding of the roles and the duties of a Company Secretary. The Company Secretary is by Law an officer of the Company. When acting as an agent of the Company, he owes a duty to act in good faith in the best interest of […]
“A good reputation is more valuable than costly perfume” Ecclesiastes 7:1 (The Holy Bible) A few years ago, when CEOs had to answer the question “What are the major risks facing your organization?” many of them were quick to list political (environmental), operational, regulatory and human capital as the top four. Rarely did they consider […]
Institutional Shareholders and indeed individual shareholders are key stakeholders in any organization and play a significant role in corporate governance. The focus here is on Shareholder Associations and how managing them effectively is an important aspect of stakeholder management which is essential to the success of every company. The emergence of “independent” Shareholder Associations in […]
Transparency and disclosure are cornerstones of corporate governance and the bedrock of regulatory compliance. In response to recent corporate governance scandals, regulators have adopted a number of regulatory changes to achieve increased transparency. One component of these changes has been increased disclosure requirements. For example, the Sarbanes- Oxley (SOX) Act, adopted in response to Enron, WorldCom […]