Konsep dan model tadbir urus korporat Islam serta perbandingan tadbir urus korporat

Islam dan konvensional

Definition of corporate governance

The term "corporate governance" clearly has its origins from the Greek word
"kyberman" meaning to steer, guide or govern. This passed from Greek to Latin as gubernare
and Old French "governor", But this word has been defined in different ways organizations or
committees, according to their own ideological concerns.1

The meaning of governance can also be referred to as the act or process of governing.
In addition to that, it is also defined as the way in which an enterprise or body of people is
governed and to the rules and regulations for governing implemented by people in authority
and power.2 These general definitions on governance signify that organizations operations
need to be managed by people of authority within that organization.

There is also quote by Sam Hakim at LARIBA 2002 conference, he explains

corporate governance as, “In the practical sense, corporate governance involves the nuts and
bolts of how corporations should fulfil their responsibilities to their shareholders and other
stakeholders. Corporate governance is the mechanism by which agency problems of
corporation stakeholders, including the shareholders, creditors, management, employees,
consumers, and the public at large are framed and sought to be resolved. Transparency,
accountability, and adequate disclosure are three essential ingredients in corporate
governance”.3

Therefore, it can be concluded from the above discussion that corporate governance is
crucial to ensure that corporations or financial institutions are operating in accordance with
the codes and regulations that have been provided by the particular jurisdiction.

Corporate Government from The Islamic Perspective

The Islamic religion relates directly to all aspects of life and have been called the way
of life including how to conduct the commerce and trade. Shariah covers not only religious
rituals, but also many aspects of day-to-day life, politics, economics, banking, business or

1
Hassan. R. (2014). Corporate Governance Practice in Islamic Institutions. Kuala Lumpur: IBFIM. p. 3.
2
Cheah Foo Seong, L. L. S. (2009). Corporate Governance in Malaysia: Principles and Practices. Kuala
Lumpur: August Publishing, p. 2.
3
Abu-Tapanjeh, A. M. (2009). Corporate Governance from the Islamic Perspective: A Comparative Analysis
with OECD Principles. Critical Perspectives on Accounting, p. 5. doi:10.1016/j.cpa.2007.12.004
contract law, and social issues end-to-end. In Islam, it has Al-Quran and Al-Hadith that have
been the rule and can be said as Islamic corporate governance to be the rule for Islamic
corporations or Islamic financial institutions. Rightly points out here that, “Islam always
encouraged trade and commerce as long as it is conducted within the framework of Holy
Quran, and the word of Allah as revealed to his prophet Muhammad SAW.4

In addition, Muslims have their Shariah Law that direct them to conduct their business
like to be fair, honest and just toward others. Accumulating wealth of oneself is allowed
under the constraint restrictions of Islamic ethics. As an explanation everything that exists in
this universe includes what belongs to humans i.e., all kinds of property, all of them are
absolute belongs to Allah SWT and humans are only entrusted to govern, manage and
preserve it temporarily.5

Yet, despite considerable interest in the topic of corporate governance recently by

organizations such as the Islamic Development Bank, little is written on corporate
governance structures and there is not even yet a unified expression in Arabic to represent the

meaning of corporate governance.6 This shows that Islamic corporate governance has existed
for a long time since 1400 years ago which was named as the Madinah Charter and became
the practice of previous Islamic governments, but it was not named or classified only. it can
be proven again with the existence of the code of corporate governance named as the
Cadbury Report that just appeared in 1992.7

As a result of this discussion, Islamic corporate governance has existed for a long
time since the opening of the city of Medina 1400 years ago, which has been named as sharia
law, especially Muamalat sharia law or Fiqh Muamalat by the latest scholars. In addition, the
definition of corporate governance is also almost the same as the definition of Fiqh Muamalat
that is the part of Fiqh dealing with relations between people, such as the Islamic commercial
law and it is the area of Fiqh which governs the review process for Islamic financial products

4
Abu-Tapanjeh, A. M. (2009). Corporate Governance from the Islamic Perspective: A Comparative Analysis
with OECD Principles. Critical Perspectives on Accounting, p. 10. doi:10.1016/j.cpa.2007.12.004
5
YAZID AHMAD, I. A. I. (2016). Konsep Harta Menurut Perspektif Undang-Undang Islam dan Undang-
Undang Sivil : Satu Tinjauan. MALIM; Jurnal Pengajian Umum Asia Tenggara, 7, p. 129.
6
Abu-Tapanjeh, A. M. (2009). Corporate Governance from the Islamic Perspective: A Comparative Analysis
with OECD Principles. Critical Perspectives on Accounting, p. 10. doi:10.1016/j.cpa.2007.12.004
7
Hassan. R. (2014). Corporate Governance Practice in Islamic Institutions. Kuala Lumpur: IBFIM. p. 1.
from the perspective of Shari'ah-compliance and does not have legal force in countries
without explicitly Islamic legal systems that cover commercial transactions.8
Corporate Governance in The Quran and Hadith
The Quran for instance, in a lengthy explanation in verses 282 of Surah al-Baqarah,
states a detailed, step-by-step process for transacting:

‫ب بِالْ َع ْد ِل‬ ِ ‫ِ ِإ‬ ‫ِإ‬ ِ َّ

َ ‫ين َآمنُ واْ َذا تَ َدايَنتُم ب َديْ ٍن ىَل‬
ٌ ‫َأج ٍل ُّم َس ًّمى فَ ا ْكتُبُوهُ َولْيَكْتُب بَّْينَ ُك ْم َك ات‬ َ ‫يَا َُّأي َه ا الذ‬

َ‫ب َولْيُ ْملِ ِل الَّ ِذي َعلَْي ِه احْلَ ُّق َولْيَت َِّق اللَّهَ َربَّهُ َوال‬
ْ ُ‫ب َك َما َعلَّ َمهُ اللَّهُ َفْليَكْت‬
َ ُ‫ب َأ ْن يَكْت‬
ِ
َ ‫َوالَ يَْأ‬
ٌ ‫ب َكات‬
‫يع َأن مُيِ َّل ُه َو َف ْليُ ْملِ ْل‬ ِ ِ ‫يبخس ِمْنه َشيًئا فَِإن َك ا َن الَّ ِذي علَي ِه احْل ُّق س ِفيها َأو‬
ُ ‫ض عي ًفا َْأو الَ يَ ْس تَط‬
َ ْ ً َ َ َْ ْ ُ ْ َ َْ
‫ان مِم َّن‬
ِ َ‫يدي ِن ِمن ِّرج الِ ُكم فَ ِإن مَّل ي ُكونَ ا رجلَ ِ َفرج ل وامرَأت‬
َ ْ َ ٌ ُ َ ‫َ ُ نْي‬ َْ ْ َ
ِ ِ
ْ ‫َوليُّهُ بِالْ َع ْدل َو‬
ْ َ ‫استَ ْش ِه ُدواْ َش ِه‬

ْ‫الش َه َداء ِإ َذا َم ا ُدعُ وا‬ ِ ِ

ُّ ‫ب‬ ْ ‫ُّه َداء َأن تَض َّل ِإ ْح َدامُهَا َفتُ َذ ِّكَر ِإ ْح َدامُهَا‬
َ ‫اُألخَرى َوالَ يَْأ‬ َ ‫ض ْو َن م َن الش‬
َ ‫َت ْر‬
ِ َّ ِ‫ند اللَّ ِه وَأْق وم ل‬ ِ ُ ‫والَ تَس َأموا َأن تَكْتُب وه ص غِريا َأو َكبِ ريا ِإىَل َأجلِ ِه َذلِ ُكم َأقْس‬
‫لش َه َادة َو َْأدىَن‬ َُ َ َ ‫ط ع‬ َ ْ َ ً ً َ ُ ُ ُْ ْ َ
ِ ِ ‫جِت‬ َّ ‫ِإ‬
َ ُ‫اح َأالَّ تَكْتُب‬
‫وه ا‬ َّ
َ ‫َأال َتْرتَ ابُواْ ال َأن تَ ُك و َن َ َار ًة َحاض َر ًة تُ د ُيرو َن َها َبْينَ ُك ْم َفلَْي‬
ٌ َ‫س َعلَْي ُك ْم ُجن‬
ِ
َ‫وق بِ ُك ْم َو َّات ُق واْ اللَّه‬
ٌ ‫ب َوالَ َش ِهي ٌد َوِإن َت ْف َعلُ واْ فَِإنَّهُ فُ ُس‬ َ ُ‫َأش ِه ُدواْ ِإ َذا َتبَ َاي ْعتُ ْم َوالَ ي‬
ٌ ‫ض َّار َك ات‬ ْ ‫َو‬
ِ ٍ ِ
ٌ ‫َويُ َعلِّ ُم ُك ُم اللَّهُ َواللَّهُ ب ُك ِّل َش ْيء َعل‬
‫يم‬
The meaning: “O believers! When you contract a loan for a fixed period of
time, commit it to writing. Let the scribe maintain justice between the parties.
The scribe should not refuse to write as Allah has taught them to write. They
will write what the debtor dictates, bearing Allah in mind and not defrauding
the debt. If the debtor is incompetent, weak, or unable to dictate, let their
guardian dictate for them with justice. Call upon two of your men to witness.
If two men cannot be found, then one man and two women of your choice will
witness—so if one of the women forgets the other may remind her.1 The
witnesses must not refuse when they are summoned. You must not be against
writing ˹contracts˺ for a fixed period—whether the sum is small or great. This
is more just ˹for you˺ in the sight of Allah, and more convenient to establish
evidence and remove doubts. However, if you conduct an immediate

8
https://wiki.islamicfinance.de/index.php?title=Fiqh_Muamalat
 transaction among yourselves, then there is no need for you to record it, but
call upon witnesses when a deal is finalized. Let no harm come to the scribe or
witnesses. If you do, then you have gravely exceeded ˹your limits˺. Be
mindful of Allah, for Allah ˹is the One Who˺ teaches you. And Allah has
˹perfect˺ knowledge of all things.”
The verses highlight the importance of proper record-keeping, so no party involved
suffers injustice. The message behind this verse is the need for transparency and disclosure in
business dealings. These in essence are two of the important underlying principles of
“contemporary” corporate governance.
Another important ingredient of corporate governance is accountability. On this
matter, one hadith by Prophet Muhammad SAW suggests:

‫ول َع ْن َر ِعيَّتِ ِه‬

ٌ ‫اع َو ُكلُّ ُك ْم َم ْسُئ‬
ٍ ‫ُكلُّ ُك ْم َر‬
The meaning: “Each one of you is a guardian, and each guardian is
accountable to everything under his care”
If this tradition is translated into modern business dealings, all persons involved in business
transactions are indeed accountable for all their actions.