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The Cadbury Board Structures,

1992 report Maxwell scandal Performance & Reward

The media mogul Stole £727

million from employees'
Recommendations:
pension fund when acting as
the CEO and chairman of -Board with at least 3
Maxwell Corporation Non-executive directors
(NEDs)
Polly peck -Set up of audit
committee
Asil Nadir of Polypeck
-Separation of role of CEO
acquired personal assets
and chairman
using company's money and
he sank the company into
huge debts

BCCI and Coloroll.

1995 Greenbury report The "fat cat" scandal Directors' Remuneration

The British Gas CEO raised Recommendation:

his pay by 75% and agitated Set up of remuneration and
the labour union and small nomination committee
shareholders

1998 Hampel report The Baring Bank Scandal

Nick Leeson the chief trader Consolidated the

of the bank in Singapore got
the bank into huge debts, he
hid the loss, the loss got
swollen until the bank went
bankrupt
recommendations of the
Cadbury and Greenbury
report and recommended
the creation of a
"Combined Code"of CG

1999 Turnbull report

Report was developed in Internal control and risk

response to the Baring bank management
case where poor internal
Recommendation:
control of bank led to its
Board is to annully report
collapse
on how effective its internal
 control is.

2001 Myner's report on institutional investment in the

UK

2002 Directors Remuneration Report Regulations Directors of listed

companies are to annually
produce a remuneration
report of their pay

2003 Higgs report The Enron Scandal Role and effectiveness of

Enron inflated its income and
hid its debts, company went
bankrupt and CEO was
prosecuted. Arthur Anderson
(Auditors) was shut down.
NEDs were independent
NEDs
Recommendations:
-NEDs to be drawn from a
wider pool of candidates
-Closer relationship
between NEDs and
shareholders
-At least 1/2 of board
members to be NEDs

The Parmalat Scandal: Parmalat hid its losses for years,

recorded non-existent

assets and cash was diverted to Tanzi family(the owners)

2003 Smith report Post Enron,Parmalat,WorldCom .... Clarified the role

and
responsibilities of
audit committees

2004 Updated Combined Code by FRC

2004 Tyson report Recruitment and

development of
NEDs .
Recommendation:
that companies
should widen
their search for
NEDs

2006 Updated Combined Code by FRC

2008 Updated Combined Code by FRC

2009 Walker report Recession and Financial Institution Examined 5 key
crisis areas of CG of
banks and other
financial
institutions

2010 (May) The UK CG Code

2010 (June) The UK Stewardship Code

2010 Quoted companies Alliance

(September)