Académique Documents
Professionnel Documents
Culture Documents
Scheme of Presentation
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Sector
4. 5. 6. 7.
What Matters in Code of Corporate Governance Issues Recommendations Question & Answers
Corporate Governance?
Corporate Governance involves a set of relationships between a companys management, its board, its shareholders and other stakeholders. (OECD Principles Define Corporate Governance Comprehensively, 2004)
Accountability
Fairness Transparency Responsibility & integrity Efficiency and effectiveness Balance between International Standards and
PSE
Pursues of efficiency and social distributional objectives
Agency issues
Multi agency - concerned about self-interested behavior by managers and politicians / bureaucrats
Incentives/ Discipline
Transparency
Now greater demand for: Openness and accountability in government, with Greater willingness to challenge decisions Stakeholders Participation
CCG
Commercialization Privatization
Composition of Board Role of Chairman and CEO Responsibilities, Power and Function of Board Related Party Transaction Board Capacity Building Board Committees Qualification of CFO and Company Secretary Directors Report Conflict of Interest Internal Control Board Committees Remuneration of Board Self Evaluation
Issues
More focused on independence than specialization /
Mechanism Ministerial Responsibilities of Members of Board of Directors Influence of Ministry / GoP Unresolved Sector specific issue
Corporate Governance could not work in power sector
Recommendations
Directors
Skilled Based Nomination Process
Sector Specialist instead of Generalist Professional
Discipline
Establishing clear terms of reference for Board Sub-Committees
Performance
Performance Contract between BoD and GoP
Sector Entities Mandatory Third Party Corporate Governance Audit Establishment of Holding Company to formulate Policy and monitor Performance
Help construct talent pool for all sector
Department
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