...Code of Corporate Governance – A Critical Comparison between Bangladesh and Malaysia James Bakul Sarkar Assistant Professor in Accounting and MBA Coordinator Faculty of Business ASA University Bangladesh E-mail: jamssarkar@yahoo.com Mob: 0171-6599599 Dewan Muhammad Nur A Yazdani Lecturer in Marketing Faculty of Business ASA University Bangladesh E-mail: dewanm@hotmail.com Mob: 0172-7681817 Md. Abdul Mannan Assistant Professor Department of Business Administration Stamford University Bangladesh Mob:0171-6418892 Code of corporate governance – A critical comparison between Bangladesh and Malaysia Abstract: Corporate governance is the way in which the corporate entities are governed. The question is: Who will determine the way- the entity itself or the regulator. Different stakeholders with quite diversified interests have stakes (interests) in the operation of business. Consequently, the business entity should not be allowed to operate in every respect in the way it likes; the regulators should come forward to impose certain restrictions and principles on the corporate affairs to upkeep the best interests of stakeholders like investors, creditors and after all the capital market. Such restrictions and principles can be termed as Code...
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...Development CG The term of corporate governance not just been introduced but it also drew attention of the public about the weaknesses of Malaysian corporate governance practice due to the Asian Financial Crisis in 1997. After 1998, the government of Malaysia decided to adopt the corporate reforms to enhance the quality of good corporate governance practice in the country. The main sources of the Corporate Governance reforms agenda in Malaysia other than Malaysian Code on Corporate governance are the Capital Market Master Plan (CMP) and also Financial Sector Master Plan (FSMP). This sources provides guidelines on the principles and best practices in corporate governance and the direction for the implementation as well as charts for the future prospects of corporate governance in Malaysia. Malaysian Code on Corporate Governance is an initiative that established by the Financial Committee on Corporate in 1998. This committee is consists of both government and also industry. MCCG was introduced on March 2000. This code brought a systematical change in structure of public and also private corporation. The principles underlying the report focus on four areas which are board of directors, directors’s remuneration, shareholders and accountability and audit. Compliance with the code is not mandatory. However, the listed companies in Bursa Malaysia are required to prepare their annual report on how they have applied the principles and best practices set out in the code and also provide the...
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...CONTENTS PREFACE i FORWARD 2 THE CODE OF BEST PRACTICES 4 Part A - The Board of Directors 4 Part B-The Shareholders 10 Part C - Audit Committee 12 Part D -Interpretation 15 Part E - Schedules 16 Schedule 1 - Specimen Terms of Reference for an Audit Committee 16 Schedule 2- Membership of the Committee 18 Schedule 3 - List of Persons and Organisations who made Written Contributions to the Final Draft of The Code 20 PREFACE Long before the highly publicized corporate scandals and failures worldwide, the global community has shown increasing concern on the issues of corporate governance. The reason for this trend is not far to seek. There is growing consensus that corporate governance, which has been defined as the way and manner in which the affairs of companies are conducted by those charged with the responsibility, has a positive link to national growth and development. Little wonder therefore that several studies and initiatives have been undertaken by countries and International Institutions on the subject “Corporate Governance”. As a result of the foregoing, several Codes of Corporate Practices and Conduct have been fashioned out and are in use in various jurisdictions. Realizing the need to align with the International Best Practices, the Securities and Exchange Commission (SEC) in collaboration with the Corporate Affairs Commission inaugurated a seventeen (17) member Committee on June 15, 2000 in Nigeria. The Committee...
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...Jashldkahsdkhalksdlakjsldkjasjdlkajlskdjlkajksjdlkajsd Asdj;ajsdkjakjsdkjaksjdkajskdjajsldkja jkajsldkjalkjsldkjlakjsdlkjalkjsdkakjsdkajlksjdlkajlskdx Collins, Ellen I have attained two undergraduate degrees in European studies and law and a Masters degree in trade, corporate governance and European law; in highly recognisable UK universities. Currently I am undertaking a full time Masters degree in Business law in one of the best UK and world universities. I am an experienced researcher and I have worked on different research projects demanding law elements from UK and other jurisdictions. In addition I have more than a year's legal work experience providing the law firm's clients with high quality legal research documents. I have an eye for perfection. It will be a pleasure to work for you. Sample Do the UK Combined Code on Corporate Governance and the legislative framework regulating Listed PLC's in the UK effectively address the problems revealed by the corporate scandals of recent times? Introduction> In UK there are the sole trader, the partnerships, the companies and the joint venture, structure businesses. For the sole trader and the partnerships because the businesses are controlled by the owners and they work for the benefit of the owners, it has not been necessary to have increased measures for the protection of the owners benefit. In the companies though that it is a different legal entity, not related to the persons that initially established it, there is...
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...Cadbury report was once referred to as The Report of The Committee on the Financial Aspects of Corporate Governance. The report was published in December 1992, following the recommendations of the Cadbury Committee. • Address concerns about the working of the corporate governance system. • The Committee made it its purpose to address the financial aspects of corporate governance and out of this produced a Code of Best Practice. The Committee • The Cadbury Committee was established in May 1991 by the Financial Reporting Council, the London Stock Exchange, and the accountancy profession. • Reasons: Increasing lack of investor confidence in the honesty and accountability of listed companies. Financial collapses of listed corporations. Auditors who signed off a set accounts which turned out be a misrepresentation of the facts, and about losing its self-regulatory role. Lack of board accountability for such matters as directors’ pay. Corporate Governance Contemporary corporate governance started in 1992 with the Cadbury report in the UK Cadbury was the result of several high profile company collapses is concerned primarily with protecting weak and widely dispersed shareholders against self-interested Directors and managers Cadbury Report 1992 The committee on the financial aspects of corporate governance’ The Code of Best Practice’ (1992) Voluntary code ▪ But for listed companies a compliance statement was required ▪ ‘Comply or explain’ – Principles...
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...Corpporate Governance & Accountability Get Tutorial by Clicking on the link below or Copy Paste Link in Your Browser https://hwguiders.com/downloads/acc-511-corpporate-governance-accountability-amaterial/ For More Courses and Exams use this form ( http://hwguiders.com/contact-us/ ) Feel Free to Search your Class through Our Product Categories or From Our Search Bar (http://hwguiders.com/ ) Table of content 1. Question 1 1. Introduce to Corporate Governance 2. Governance makes a Difference 3. Failures of Corporate Governance 4. Failures in Major companies 5. Reform of Corporate Governance 6. Conclusions 2. Question 2 1. Introduce to Cadbury Report 2. Conclusions 3.0 References Question 1 Based on the above it has been stated that “the problem is not a failure to comply with rules but a failure in governance practice”. Do you agree and why? (10 Marks) Introduce to Corporate Governance Corporate governance looks at issues pertaining to transparency, integrity, effectiveness and accountability in the management of the affairs, and all other activities of an organization. Management is concerned with the company’s operations, functions and financial performance; hence, corporate governance aims to involve the quality assurance of the operation of the board itself. The concern is for the welfare, good performance, corporate ethics and morality, as well as social and public responsibility for the good corporate citizenship. Corporate governance also involves...
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...Regulatory Framework and Legal Aspects of Corporate Governance The objective of these two sessions is to give students the opportunity to explore the concept of corporate governance. In particular, we will look at the development of the concept of corporate governance in Singapore with a focus on the regulatory framework for corporate governance in Singapore and the Singapore Code of Corporate Governance 2005 and 2012. We will also examine the various legal and regulatory mechanisms which exist to facilitate good corporate governance practice as well as other perspectives of corporate governance. We also hope to introduce to students some of the more pertinent issues and trends in this field. As part of our ‘E-learning week’, there will be online lectures for students to view. Students will also be expected to do some independent study and research into the topic, which will form the base for the mid-term written assignment. At the end of the e-learning sessions, students should have a working understanding of: • What is meant by ‘corporate governance’; • Key milestones in the development of corporate governance in Singapore; • The regulatory framework for corporate governance in Singapore; • The interaction between Company Law and corporate governance; • Key regulatory mechanisms for Corporate Governance in Singapore; and • The provisions and operation of the Singapore Code of Corporate Governance 2012 Readings Many articles have...
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...Autumn 2010 Different ApproA in corporAte Gov Relevant to PaPeR P1 Learning Centre PAGE 15 ches ernAnce Study tiPS: Despite some new additions to the Paper P1 Study Guide in June 2011, a substantial part of the Paper P1 syllabus continues to concern matters of corporate governance. Section A6 of the Paper P1 Study Guide requires to have knowledge of the different approaches to corporate governance, inter alia, the development of corporate governance codes in principles-based jurisdictions (A6(d)), the Sarbanes-Oxley Act (2002) as an example of a rules-based approach (A6(e)) and the objectives, content and limitations of corporate governance codes intended to apply to multiple national jurisdictions, namely the OECD principles of corporate governance (A6(f)). specification in something such as a code of best practice ... One thing is clear, though. Whatever the model, the public must know about it and about how it is operating in practice. Disclosure should be a central feature of any corporate governance regime. Shareholders, potential shareholders and the wider public are entitled to real, meaningful detail about the way the directors say they are carrying out their stewardship role. The annual report and, in these times, the company’s website are important forums for disclosure. Directors who take the fundamental notions of openness, integrity and accountability seriously …… will be well on the way to good corporate governance.” to US and non-US companies with a...
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...The Relationship between corporate governance and firm’s performance of Pakistan’s banking sector Ahmed Waleed M.Phill Scholar (Business Administration) National College Business Administration & Economics, Multan 1. Introduction We study the relationship between the corporate governance practices and the firm’s performance of the banking sector of the Pakistan. During the last 20 years, corporate governance issue have become essential in policy debates. Corporate governance is the framework of regulation, relationships and processes within and by which authority control the organization. A definition would be to define corporate governance. The definition which is used by Sir Adrian Cadbury, head of the Committee on the Financial Aspects...
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...Agency Codes: Exacting Duties and Responsibilities Leading To Exacting and Expanded Liabilities READ: In providing for a system of governance, a legal jurisdiction usually chooses between the principles-based approach where the code of corporate governance provides general principles (like the OECD Code), and the rule-based approach, where the duties and responsibilities are detailed out (perhaps like the Sarbanes-Oxley Act of United States). * Organization for Economic Co-operation and Development (OECD)-promote policies that will improve the economic and social well-being of people around the world. OECD provides a forum in which governments can work together to share experiences and seek solutions to common problems. We work with governments to understand what drives economic, social and environmental change. * Sarbanes–Oxley Act of 2002 also known as the 'Public Company Accounting Reform and Investor Protection Act' (in the Senate) and 'Corporate and Auditing Accountability and Responsibility Act' (in the House) and more commonly called Sarbanes–Oxley, Sarbox or SOX- It is a United States federal law that set new or enhanced standards for all U.S. public company boards, management and public accounting firms. As a result of SOX, top management must now individually certify the accuracy of financial information. In addition, penalties for fraudulent financial activity are much more severe. Also, SOX increased the independence of the outside auditors who review...
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...Table of content 1. Question 1 1. Introduce to Corporate Governance 2. Governance makes a Difference 3. Failures of Corporate Governance 4. Failures in Major companies 5. Reform of Corporate Governance 6. Conclusions 2. Question 2 1. Introduce to Cadbury Report 2. Conclusions 3.0 References Question 1 Based on the above it has been stated that “the problem is not a failure to comply with rules but a failure in governance practice”. Do you agree and why? (10 Marks) Introduce to Corporate Governance Corporate governance looks at issues pertaining to transparency, integrity, effectiveness and accountability in the management of the affairs, and all other activities of an organization. Management is concerned with the company’s operations, functions and financial performance; hence, corporate governance aims to involve the quality assurance of the operation of the board itself. The concern is for the welfare, good performance, corporate ethics and morality, as well as social and public responsibility for the good corporate citizenship. Corporate governance also involves in system to ensure that the organization’s obligations to its major stakeholders. The relationship among the many stakeholders and the way of corporation is directed and governed is therefore created. Stakeholders might include customers, employees, creditors, suppliers and distributors, the...
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...Cairo & Alexandria Stock Exchanges Working Paper Series Dr. Shahira Abdel Shahid September 2001 Corporate Governance is becoming a global pursuit: what could be done in Egypt? 1 Corporate Governance is becoming a global pursuit: what could be done in Egypt? Abstract: The paper defines corporate governance and explains the reasons for its becoming an important issue pursued by many countries in the last decade. Following, the various codes of corporate governance, used as a guidance for countries, which are set by international organizations such as World Bank, IMF and OECD are summarized. Next, the paper reviews corporate governance experiences in nine diverse, countries including both developed and emerging markets. Finally, the paper assesses corporate governance practices in Egypt, identifying existing problems and proposing recommendations in order to enhance corporate governance practices in Egypt. Acknowledgements: The Research & Markets Development Department at CASE is very pleased to present its first series of research papers that addresses an issue of both local and international importance, which is broadly examined by experts and researchers in both practice and academia. The author would like first to thank Dr. Sameh El Torgoman, Chairman of CASE, for his great support and encouragement. Dr. El Torgoman insisted that corporate governance becomes the first research working series paper to be written by Research & Markets Development, given the worldwide...
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...command-plan economy in which market mechanism are replaced by a centralized state authority into a market economy with socialist orientation through launching a political and economic reform so-called “renovation campaign” which is often understood by foreign scholars. This reform aimed to liberalize the economy as well as encourage the potential for the development of national economy such as the private economic sectors and foreign investment including foreign-owned enterprises. To boost economic development, the Enterprises Law 1999 (the National Assembly, 1999) was enacted, though it only dealt with domestic investors, being the first real step towards corporate governance and creating a legal framework for an efficient regime of corporate governance. It also can be argued that the history of corporate governance in Vietnam started with the formation of the stock market, as just one year after issuing the Enterprises Law 1999, the establishment of the stock market was marked by the official operation of Ho Chi Minh City Securities Trading Centre in 2000. However, from...
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...Corporate Governance Issues- Pre and Post financial Crisis By Unnikrishnan. P -ID No. 4317257 Session: Spring Year: 2013 Word Count: 1768 “Corporate governance is concerned with holding the balance between economic and social goals and between individual and communal goals. The governance framework is there to encourage the efficient use of resources and equally to require accountability for the stewardship of those resources. The aim is to align as nearly as possible the interests of individuals, corporations and society.” (Sir Adrian Cadbury, UK, Commission Report: Corporate Governance 1992). The concept of Corporate Governance (CG) in this corporate world has gained extra importance after the recent global financial crisis. Trading in the world has history of centuries and so do the existence of companies & business. The structure of company, its practices, the roles of key personnel, organizational behaviour, performance & goals got a new outlook in recent past when the collapse of Big firms such as Worldcom, Enron, Lehman Brothers etc. were witnessed despite their long history in business or their top ranking...
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...New Zealand Principles of Corporate Governance and Responsibility. A Global Perspective. Prepared by: Mark Gray Large businesses around the world are controlled in a variegated fashion. Whilst the Anglo American system of corporate control is heavily based on a strict structure of a Board of Directors, in itself controlled by a chairman and constituting a various number of executive and non-executive directors. Whilst the primary function of the Board has fundamentally been seen as one of accountability, monitoring and goal setting, there is large chasm of difference in Board performance, and this highlighted graphically by the numerous large scale Corporate collapses in the United States. Indeed the U.S economy has been severely affected by ‘avoidable’ corporate bankruptcies. As the United States comprises a large proportion of the largest corporations in the world, it is not surprising that it has suffered a large number of corporate failures of corporate governance (Blackmore, 2006). The speedy corporate meltdown of very large U.S corporations, the like of Lehman Brothers and Enron threw the entire U.S business community into turmoil, prompting the U.S and other governments to speedily regulate as a deterrent to all business owners. This approach is ‘rules based’ and relies heavily on legislation for business compliance and good corporate governance. Although there have been corporate failures in New Zealand, most recently...
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