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CORPORATE GOVERNANCE

RESPONSIBILITIES AND MARKETING


PLAN
Chapter 2
INTRODUCTION
It is important to recognize that good
corporate governance is based on principles
underpinned by consensus and continually
developing notions of good practice.

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RELATIONSHIP BETWEEN SHAREHOLDERS /
OWNERS AND OTHER STAKEHOLDERS

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ACCOUNTABILITIES

Financial performance

Financial transparency

Stewardship

Quality Control

Composition of the board of directors


and the nature of its activities

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PARTIES INVOLVED IN CORPORATE GOVERNANCE:
THEIR RESPECTIVE BOARD ROLE AND SPECIFIC
RESPONSIBILITIES

Shareholders
• Provide effective oversight through election of
board members, approval of major initiatives
such as buying or selling stock annual reports on
management compensation, from the board.
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PARTIES INVOLVED IN CORPORATE GOVERNANCE:
THEIR RESPECTIVE BOARD ROLE AND SPECIFIC
RESPONSIBILITIES

Board of Directors
• The major representative of stockholders to
ensure that the organization is run accordingly to
the organization’s charter and that is proper
accountability.
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SPECIFIED ACTIVITIES

Overall Operations

Performance

Compliance / Legal
Conformance

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PARTIES INVOLVED IN CORPORATE GOVERNANCE:
THEIR RESPECTIVE BOARD ROLE AND SPECIFIC
RESPONSIBILITIES

Non-Executive or Independent Directors

• The same as the broad role of the entire board of


directors

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PARTIES INVOLVED IN CORPORATE GOVERNANCE:
THEIR RESPECTIVE BOARD ROLE AND SPECIFIC
RESPONSIBILITIES

Management
• Operations and accountability, Manage the
organization effectively; provide accurate and
timely reports to shareholders and other
stakeholders.
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PARTIES INVOLVED IN CORPORATE GOVERNANCE:
THEIR RESPECTIVE BOARD ROLE AND SPECIFIC
RESPONSIBILITIES

Audit Committees of the BODs


• Provide oversight of the internal and external
audit function and the process of preparing the
annual financial statements as well as public
reports on internal control.
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PARTIES INVOLVED IN CORPORATE GOVERNANCE:
THEIR RESPECTIVE BOARD ROLE AND SPECIFIC
RESPONSIBILITIES

Regulators (a. Board of Accountancy)

• Set accounting and auditing standards dictating


underlying financial reporting and auditing
concepts; set the expectations of audit quality
and accounting quality.
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PARTIES INVOLVED IN CORPORATE GOVERNANCE:
THEIR RESPECTIVE BOARD ROLE AND SPECIFIC
RESPONSIBILITIES

Regulators (b. Securities and Exchange Commission)

• Ensure the accuracy, timeliness and fairness of


public reporting of financial and other information
for public companies.

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PARTIES INVOLVED IN CORPORATE GOVERNANCE:
THEIR RESPECTIVE BOARD ROLE AND SPECIFIC
RESPONSIBILITIES

External Auditors
• Perform audits of company financial statements
to ensure that the statements are free of material
misstatements including misstatements that may
be due to fraud.
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PARTIES INVOLVED IN CORPORATE GOVERNANCE:
THEIR RESPECTIVE BOARD ROLE AND SPECIFIC
RESPONSIBILITIES

Internal Auditors
• Perform audits of companies for compliance with
company policies and laws, audits to evaluate the
efficiency of operations, and periodic evaluation
and tests of controls.
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