position in an organization, be it a director or an officer, must be very careful about their role in the company and all the responsibilities they have should be carried out with a degree of great care and persistence. This section highlights the importance of the directors and the office they hold. S 180(2) also defines the responsibilities of a director but it provides a relief to the directors in a way that while running a huge business, sometimes directors come across such instances where they
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Events that led to Cathy Walter to take actions In January 2004 when the NAB’s FX losses were revealed, Cathy Walter, a director of NAB, proposed that the global audit firm PricewaterhouseCoopers (PwC) be sued. The fees paid to PwC for advice in 2003 were twice as large as the fees paid to its statutory auditor (KPMG). Jim Power, a PwC partner, had acted as the NAB internal auditor during 2002. He had specifically advised Walter, who was chair of the Audit Committee, that the NAB was not exposed
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products including manpower supplies to the oil and gas industries. In 2004, the enterprise was incorporated as Delima Enterprise Sdn. Bhd. Both Encik Zayed and Puan Hashimah (husband and wife) were the two principal shareholders and controlling directors of the company. The company expanded its activities into provision of engineering services while its corporate mission was to become a leading service contractor who provide quality products and excellent
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Statement. Besides, we are able to know the importance of corporate governance in the business world. A part from that, we are notice about the principle of separation of ownership and management in the company relating to the director’s fiduciary duty to the company. Plus, we need to recognize the code of ethics for Company Secretary. Last but not least, we should consider other aspects in this case to reflect the best recommendation to achieve the effectiveness and efficiency of the business management
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and has rx accepted ii. (Notes….Legal Consequences of Agency) 1. Inward Looking Consequences: relate to the relationship between the principal and the agent and are largely governed by the contracts between the parties and by the law of fiduciary duties 2. Outward Looking Consequences: relates to the relationship among the principal, the agent, and a third party and are governed by various “principles of attribution” (authority….actual/apparent) 1. Tend to be the primary focus where central issue
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Hashimah, as the controlling directors and two principal shareholders. The company activities had expanded into provision of engineering services as part of their business diversification and expansions plan. In May 2006, the company had secured a contract worth RM750, 000 to be implemented over 6 months. Encik Zayed and Puan Hashimah were not familiar with Accounting Standards and the provisions of the Companies Act 1965, including their roles and duties as Company Directors. The company had maintained
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Introduction 2 2 Body 3 2.1 How is good corporate governance achieved? 3 2.2 Why is this concept important to Australia? 4 2.3 What are the roles, responsibilities and powers of the Board of Directors, Management and shareholders? 5 2.3.1 The roles, responsibilities and powers of the Board of Directors 5 2.3.2 The roles, responsibilities and powers of the Board of Management 7 2.3.3 The roles, responsibilities and powers of the Board of Shareholder 8 2.4 How does the Board add value to
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COMPANY LAW – MINORITY PROTECTION Question: Does company law protect shareholders? Discuss. Answer: Shareholders have ultimate control of a company. However the directors run the company's business and are responsible for its management. In general shareholders cannot interfere, although they can appoint and remove directors. Some constitutional matters, such as changes of the company's name, or to its Memorandum or Articles of Association, or to put it into liquidation (when solvent), require
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Insolvency trading and director’s duties, under Corporation Acts 2001. A director will engage in insolvent trading in breach of section 588G of the Corporation Acts 2001(Cth) if the company incurs a debt and: a) The company is insolvent at the time of incurring the debt or becomes insolvent by incurring the debt; b) At the time the debt is incurred, there are reasonable grounds for suspecting that the company is insolvent or will become insolvent; c) The director is aware of such grounds or
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the last paragraph and whether or not the board of directors can use their position on the board of the Energy Cooperative for personal gains by stating "I am calling as director of the Energy Cooperative" -the board of directors are self employed consultants with no allegiance (duty) to any particular company. Each director signed something to this effect. Therefore, the ethical issue is: Is this a conflict of interest, where the board of directors would be using their positions for personal gains
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