UNIVERSITY OF PROFESSIONAL STUDIES, ACCRA (UPSA)

UNDERGRADUATE PROGRAMMES
(Students’ Submission Cover Page)

END OF FIRST SEMESTER TAKE HOME EXAMINATION (THE) - 2021/2022 ACADEMIC YEAR
FACULTY OF MANAGEMENT STUDIES

DEPARTMENT OF BUSINESS ADMINSTRATION

LEVEL 400

BBA 403: CORPORATE GOVERNANCE

Start Date: 7:00 pm Friday, January 21, 2022

End Date: 7:00 pm Saturday, January 22, 2022

Student ID Number: 10093310

Student Digital/Physical Address: 165

DARKUMAN AVE GA-464-9095

NB: it is mandatory to affirm online your Academic Integrity (Honour Pledge) before submission

Honour Pledge for Examinations:

“I affirm that I will not give or receive any unauthorized help on this examination, and that all responses
to the questions will be my own”.

BBA 403
 SECTION A

QUESTION 1

A.

There could be a case of poor behavioural conduct or nepotism in the situation

involving Hon. Eric Owusu which is against the codes and ethics of the Bank. As stated, Hon.
Eric Owusu is wealthy and influential therefore the members of the bank may feel
intimidated by his presence which could lead to misconduct in the business. Hon. Eric Owusu
appointed his first born Mr Ernest Owusu as the financial director of the same bank he works
with. It could be said that Hon Eric Owusu is practising nepotism in the business.

It could also be said in the case of Dr. Dania Mills who is the external auditor for
Bank AAB. Dr Dania has worked as an external auditor for the Bank for over seven years
which is above the usual time or duration of an external auditor working for a particular
entity. Also, there must not be any sort of relations amongst the members of that entity and
the external auditors. Also, Mr Joseph Addo, a business partner with Dr Dania Mills has
constructed a school with funds from the Bank which could have been obtained from
unlawful acts. These acts are against the code of ethics of businesses or entities in Ghana.

Also, the reports of the bank was given to Mr Owusu by his wife, Dr Dania Mills to
go through before she finally submits it to the board chairman. This is also against the code of
ethics in the business and therefore should not be practised. This was done to make changes
to cover up their misconducts.

Mr Joseph Addo then led the audit team in presenting the reports even though Mr
Joseph has failed to pay his loans from Bank AAB. This is also against the practises of the
code of ethics of the bank.

The Board then reshuffled the audit team and introduced three new members during
the audit which is usually not done in any business.
B.

The current state of the issue must be treated as misconducts of corporate governance. Audit
reports must be submitted directly to the board without any alterations. Also, the external
audit team must not have any sort of relationship with members or persons amongst the
business they are performing the audits for. The external audit team must not present any
report for any sort of checking, review, or analysis before the formal presentation. This could
be a breach of corporate governance guidelines.

C.

The bank should hire a different audit team with the requisite skills to manage and account
for the activities of the bank. The new external audit team should not have any direct or
indirect connection with any official of the bank. So the advice is to hire any other external
audit team to manage and account for the activities of the bank.

D.

Mr Joseph Addo, who is a partner at Dania and Associate Limited clearly indicates the
relationship between himself and Dr Dania Mills who is also a member of the external audit
team. This is not in line with the guidelines of the audit process and also corporate
governance therefore the audit team must not perform the external audit for the bank.
 SECTION B

QUESTION 2

A.

i. Leadership. This is the ability of an individual to influence and guide his or her
followers or a particular group of people, therefore as the Executive Officer of the
State Interest and Governance Authority (SIGA), it is important to be decisive in the
dealings of the business. Another skill of a good leader is to be selfless in the actions
towards the business, with the will to challenge poor behaviours amongst the
members of SIGA.
ii. Openness. This has to do with how transparent your actions and decisions are in the
business. Being the Executive Officer of SIGA, the decisions and actions that are
taken have to be clear and precise to the understanding of the members of SIGA. Also
the decisions taken should not be against the laws or conducts of SIGA.
iii. Objectivity. As the Executive Officer of SIGA, it is important that the actions and
decisions taken are fair enough for the business without any discrimination or
partiality on any part of the business. The decisions have to be exact and the dealings
of the business should follow the merit principle of SIGA.
iv. Integrity. This deals with honesty, having strong moral principles. As the Executive
Officer of SIGA, it is important to follow the moral and ethical conducts of SIGA in
all dealings of the business. The decisions and actions taken should not involve any
sort of personal interest. The actions taken on behalf of the company should be in line
with that of the moral and ethical conducts of the business.
v. Accountability. This has to do with being ready with the ability to accept
responsibility for your actions. As an Executive Officer of SIGA, I would own up to
the decisions and actions taken on behalf of SIGA even when there are problems in
the business.
B.

Confidentiality under the Fundamental Ethical Principles explains the state of keeping
or protecting important or confidential information shared amongst and entity and members
of that entity. As the Executive Officer of SIGA it is important that ensuring confidential
information shared by the business is kept in high secrecy and will only be used in helping or
contributing to the activities of SIGA unless permitted by the law or authorised by the
employer to make any disclosers of such confidential information.

C.

As a Non-executive officer of SIGA, maintaining high ethical standards will be achieved

through:

i. Pointing out wrong and unlawful acts amongst members of SIGA. By this, members
found guilty of such acts will be placed under scrutiny and held responsible for their
actions. This will also help to deter other members from engaging in those acts.
ii. Strictly adhering to Code of Ethics that are installed or followed by SIGA. This has to
do with making decisions and actions that have to do with the activities of SIGA
without having any personal interests. Also making sure the decisions taken do not
negatively affect the interests of the activities of SIGA.
iii. Asking all relevant questions in line with the activities and ethics of the business. By
this, all decisions taken by the various departments of SIGA have to be in the interest
of its activities. This will also help members of SIGA become more ethical in their
actions towards the activities of SIGA.
 SECTION C

QUESTION 4

A.

The roles and duties of as a company secretary include:

i. Maintenance of records. This usually involves keeping records of important activities

and books of the company. Example is keeping records of the statutory books like
registration of members of the company.
ii. Attendance at Board meetings and also taking minutes. This is the duty of a secretary
to attend board meetings and record the activities of the meeting.
iii. Provide Legal and Corporate Governance Regulatory advice. Secretaries seek to
advice the board on the procedures in decision making.
iv. Seek to the compliance of internal regulations and legislations. Secretaries help check
that the activities or proceedings of the business in in line with the memorandum.
v. Running the registered Office. Secretaries ensure smooth and successful operations in
the activities of the business.
vi. Share Administration. Secretaries also help with the concern of the shareholders and
administration with administration of shares.
vii. Share communication. Secretaries also help with the concern of the shareholders and
administration with issuing and documentation of dividends.
viii. Health and Safety. Secretaries ensure the health and safety protocols of the business
are in line with the current state of the business.
ix. Ensuring that financial statements of the business are delivered to the right entities or
departments in the business.
x. Preparing and issuing notices concerning the activities of the business.
B.

Circumstances that could lead to termination of appointment include:

i. Retirement: This is when the company’s law states that persons should retire from
carrying the duties of the business at a certain age.
ii. Resignation. This is when directors or persons resign from office due to personal
factors or conflicts of interest. This is usually done in the form of writing.
iii. Removal of persons or directors by Shareholders.
iv. Disqualifications under Companies Code. This is when persons or directors do not
meet up with the company’s codes or they have gone against the companies codes.
v. Vacation of office. This is when a director dies or is no longer fit to carry on duties of
the business.

C.

i. Board’s own Structure and Practises. This is when the board formulates their own
policies and procedures in running the bank.
ii. Board’s Responsibilities. This includes the board inspection of the implementation of
the strategic objectives and corporate culture.
iii. Governance of group structures. This has to do with the board being able to take
overall responsibilities and also to ensure right operation of clear governance.
iv. Senior management. Senior management of the bank should carry out and manage the
bank’s activities in an acceptable and consistent manner.
v. Risk Management function. Banks should have an independent resource for treating
losses if any of such cases arises. The resources should be enough to take care of the
risks involved.