GROUP NO.10 ‡ ‡ ‡ ‡ ‡ ‡ Ashish Tabhane Prasad More Tanaji Chaugule Sachin Patil Sandip Mahara Parag Nimbekar 1453 .


CONCEPT ‡ Corporate Governance may be defined as a set of systems. transparency and accountability. It is the system by which companies are directed and controlled. . It is about promoting corporate fairness. processes and principles which ensure that a company is governed in the best interest of all stakeholders.

 Statutory and legal compliances. It ensures:  Transparency in business transactions. 'good corporate governance' is simply 'good business'.  Commitment to values and ethical conduct of business. .  Protection of shareholder interests.‡ In other words.

. following the recommendations of Kumarmangalam Birla Committee Report.ORGANIZATIONAL FRAMEWORK It consists of ‡ Ministry of of Corporate Affairs (MCA) ‡ Securities and Exchange Board of India (SEBI) The first formal regulatory framework for corporate governance was established by the SEBI in February 2000 .

2004. to bring more transparency and accountability in the provisions of corporate governance.LEGAL FRAMEWORK ‡ The important legislations for regulating the entire corporate structure and for dealing with various aspects of governance in companies are Companies Act. . ‡ introduced and amended. 1956 and Companies Bill.

1996 . 1992 ‡ Depositories Act.SEBI introduced: ‡ the Securities Contracts (Regulation) Act. 1956. ‡ Securities and Exchange Board of India Act.

‡ with a view to protect the interests of investors in the securities markets as well as to maintain the standards of corporate governance in the country. .

GUIDELINES/PRINCIPLES AT INTERNATIONAL LEVEL Reports and Recommendations of the International Committees/ Associations ‡ Cadbury Committee Report-The Financial Aspects of Corporate Governance (1992) ‡ Greenbury Committee Report on Directors' Remuneration (1995) ‡ Hampel Committee Report on Corporate Governance (1998) .

Principles of Good Governance and Code of Best Practice. London Stock Exchange (1998) ‡ CalPERS' Global Principles of Accountable Corporate Governance (1999) ‡ Blue Ribbon Report (1999) ‡ King Committee On Corporate Governance (2002) .‡ The Combined Code.

‡ Sarbanes Oxley Act (2002) ‡ Higgs Report: Review of the role and effectiveness of non-executive directors (2003) ‡ The Combined Code on Corporate Governance (2003) ‡ ASX Corporate Governance Council Report (2003) ‡ OECD Principles of Corporate Governance (2004) .

‡ The Combined Code on Corporate Governance (2006) ‡ UNCTAD Guidance on Good Practices in Corporate Governance Disclosure (2006) ‡ The Combined Code on Corporate Governance (2008) .

. namely:‡ Quality of audit.SUGGESTIONS AND OPINIONS There is a greater need to increase awareness among entrepreneurs about the various aspects of corporate governance. which is at the root of effective corporate governance. There are some of the areas that need special attention.

such as. ‡ Quality and effectiveness of the legal. financial reporting. administrative and regulatory framework. . about remuneration package. auditing. internal controls. ‡ There should be proper financial and nonfinancial disclosures by the companies. etc.‡ Role of Board of Directors as well as accountability of the CEOs and CFOs.

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