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Corporate Governance Principles
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Fiduciary Duty
Fiduciary duty refers to the legal obligation of one party to act in the best interest of another. In corporate governance, directors and officers have a fiduciary duty to the shareholders to act loyally and care for the company's well-being.
Whistleblower Policies
Whistleblower policies are established to provide employees and other stakeholders with a mechanism to report unethical or illegal activities within an organization. These policies are critical in corporate governance as they help uncover wrongdoing and protect individuals who report it.
Board of Directors
The Board of Directors is responsible for overseeing management and the strategic direction of the company. They play a critical role in corporate governance by holding management accountable and ensuring the company's activities align with the interests of shareholders.
Stakeholder Engagement
Stakeholder engagement is the process of involving individuals or groups who are affected by or can affect a company's operations. It is important for corporate governance as it can lead to more sustainable and ethical decision-making, reflecting a broader range of interests.
Regulatory Compliance
Regulatory compliance in corporate governance refers to adherence to laws, regulations, and guidelines applicable to a company's business activities. Compliance helps businesses avoid legal penalties and promotes a culture of legality and ethical behavior.
Transparency
Transparency in corporate governance is the openness that a corporation maintains with its shareholders and the public. It involves disclosing financial reports, governance practices, and other material matters, which is crucial for building trust and preventing fraud.
Conflict of Interest Policies
Conflict of interest policies are designed to prevent and manage situations where an individual's personal interests could potentially interfere with company decisions. These policies are essential in corporate governance for maintaining the integrity and objectivity of business decisions.
Risk Management
Risk management in corporate governance is the process of identifying, assessing, and controlling threats to an organization's capital and earnings. It is important because it helps safeguard the company's assets and ensures long-term sustainability.
Separation of Powers
The separation of powers within a corporation ensures that no single individual or group has unrestricted control over the entire organization. This separates the management of the organization from its ownership, which is important for preventing abuse of power and protecting shareholder interests.
Executive Compensation
Executive compensation is how top executives are rewarded for their work, often including salaries, bonuses, and stock options. In corporate governance, ensuring that compensation aligns with company performance and shareholder interests is crucial to prevent excessive risk-taking and maintain fairness.
Internal Control Systems
Internal control systems are processes and procedures designed to ensure the reliability of financial reporting, compliance with laws and regulations, and effective and efficient operations. They are integral to corporate governance as they help detect and prevent errors, fraud, and mismanagement.
Shareholder Rights
Shareholder rights include voting on major decisions, access to information, and receiving dividends. Protecting these rights is a fundamental aspect of corporate governance, as it empowers shareholders and ensures their ability to influence the company's direction.
The Agency Problem
The agency problem arises when there is a conflict of interest between the goals of principals (shareholders) and agents (managers). Effective corporate governance practices mitigate this problem by aligning their interests, ensuring managers act in the best interest of the shareholders.
Audit Committee
The Audit Committee is a subset of the Board of Directors. Its main function is to oversee the financial reporting and disclosure process, ensuring accuracy and compliance with laws and regulations. This is crucial for maintaining investor confidence and the integrity of financial markets.
Corporate Social Responsibility
Corporate Social Responsibility (CSR) refers to a company's efforts to manage the social, environmental, and economic effects of its operations responsibly. It is significant in corporate governance as it impacts a company's reputation and can ultimately affect its financial performance and sustainability.
Shareholder Activism
Shareholder activism is when shareholders take an active role in influencing a company's behavior by exercising their rights as owners. Corporate governance frameworks must ensure that shareholders have the power to influence management decisions, promoting accountability and positive change.
Succession Planning
Succession planning involves preparing for future changes in leadership, ensuring that there are qualified candidates ready to fill key roles. In corporate governance, this ensures continued effective management and leadership, which is vital for a company's stability and long-term success.
Minority Shareholder Protection
Minority shareholder protection involves safeguarding the rights and interests of shareholders who hold a smaller portion of a company's shares. Effective corporate governance ensures that minority shareholders are treated fairly and that their rights are not infringed upon by those in control.
Ethical Business Practices
Ethical business practices involve conducting business in a manner that is fair, ethical, and compliant with legal standards. Strong corporate governance promotes a culture of integrity and adherence to high ethical standards to build reputation and trust with stakeholders.
Performance Measurement
Performance measurement in corporate governance refers to the evaluation of a company's progress and success in achieving its strategic objectives. Robust performance measurement systems are important as they provide accountability, help in decision-making, and align the interests of managers with those of shareholders.
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