You are on page 1of 35

BASEL COMMITTEE

ON BANKING
SUPERVISION
(BCOBS)
Belgium, Canada, France, Germany,
Italy, Japan, Netherlands, Sweden,
Switzerland, the United Kingdom
and the United States
The present Chairman of the
Committee is Stefan Ingves,
the committee is located in
Basel, Switzerland
Systems Auditability
and Control Report
(SAC Report)
The Institute of Internal
Auditors issued the report in
1977
This report is used by both
internal and external
auditors
It was replaced by
the Electronic System
Assurance and Controls (eSAC)
C A D B U RY R E P O RT I N
C O R P O R AT E G OV E R N A N C E
CADBURY COMMITTEE
The Cadbury committee was set-up in
May 1991 by the financial reporting
council of the London stock exchange
The committee published its
report in December 1992
Adrian Cadbury is the chairman of the
Cadbury committee
He was born on April 15, 1929 and
died on September 3, 2015
He joined the Cadbury business in
1958
Became a chairman of Cadbury in
1965
He was a Director of the Bank of the
England from 1970 – 1994
He retired as a chairman of Cadbury
in 1989
The code of best practices has been
divided into 4 sections
Role of Board of Directors
BOD is a team of people elected by
the corporation`s shareholders
The board should meet regularly, retain full
and effective control over the company and
monitor the executive management
The board should include the non-executive
directors of sufficient caliber and number for
their views to carry significant weight in the
board`s decisions
All directors should have access to the secretary
of the company, who is responsible for ensuring
that the board procedures are followed and that
applicable rules and regulations are complied
with
Roles of Non-Executive
Directors
A non-executive director is a member of a
company`s board of directors and typically
does not engage in the day to day
management of the organization but is
involved in policy making and planning
exercises
Non-executive directors should bring on
independent judgment to bear on issues of
strategy, performance, resources, including
key appointments, and standards of conduct
Non-executive directors should be
appointed for specified terms and
reappointment should not be
automatic
Non-executive directors should be
selected through a formal process
and both this process and their
appointment should be a matter
for the board as a whole
Dealing with their Remunerations
Reward for employment in the form
of pay, allowances, benefits,
bonuses and cash incentives etc.
Future service contracts should not
exceed 3 years without
shareholders approval and that the
companies act should be amended
inline with it
Shareholders require that the
remuneration of directors
should be both fair and
competitive
The annual general meeting
provides the opportunity for
shareholders to make their views
on such matters as directors benefit
known to their board
Recommendations made by the
committee
A single person should not be vested with
the decision making power, i.e., the role of
the chairman and chief executive should be
separated clearly
The non-executive directors should act
independently while giving their judgment on
issue of strategy, performance, allocation of
resources, and designing the code of conduct
A majority of directors should be independent
non-executive directors, i.e., they should not
have any financial interests in the company
The term of the Directors can be extended
beyond three years only after the prior
approval of the shareholders