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Corporate Governance

What is corporate governance?

Corporate governance is the framework of rules, policies, and procedures by which determines a corporation’s overall direction and performance. It typically takes into account the corporation’s various financial legal, regulatory, institutional, and ethical responsibilities to its various stakeholders.

Who oversees corporate governance? 

The board of directors typically is the topmost authority on a corporation’s governance. For the board, corporate governance becomes the playbook by which it is expected to perform its duties.

What is good corporate governance? 

In the United States and the United Kingdom, the principles of good corporate governance include: a board that is independent and not beholden to the CEO or management; a board whose members represent a diversity in age, experience and background; an organizational commitment to long-term planning and vision; a dedication to common accounting standards; a high level of disclosure and transparency; and an ongoing dialogue between the board, senior management, and all other stakeholders.

Is there just one kind of corporate governance? 

No. The good corporate governance principles described above stem from the “Anglo-American” model of corporate governance, which emphasizes the interests of shareholders. The coordinated model of corporate governance, which is prevalent in Continental Europe and Japan, emphasizes the interests of employees, suppliers, customers, and the community.

News Article

U.K. corporate governance reforms

Neil Hodge | September 12, 2017

Neil Hodge explores the government’s corporate governance reform proposals relating to executive pay; strengthening the employee, customer, and supplier voice; and large, privately held businesses.

Opinions

Fisticuffs in the pub brings down another U.K. boss

Paul Hodgson | August 15, 2017

A bar-room brawl spells the end of Automobile Association Chairman Bob Mackenzie, but also calls into question the AA’s overall corporate governance structure and approach.

News Article

The Financial Reporting Council makes its case for broader powers

Neil Hodge | April 18, 2017

An influential committee of Members of Parliament has recommended a wide-ranging series of changes aimed at boosting the powers of the U.K.’s corporate governance regulator.

Global Glimpses Blog

ICSA initiates governance sea change

Paul Hodgson | February 24, 2017

A call to overhaul the U.K. board governance system involves an unlikely alliance of organizations that underscores just how badly some camps want change. Paul Hodgson has more.

Global Glimpses Blog

Asian corporate governance codes unlocked

Paul Hodgson | February 13, 2017

The corporate governance expectations across Asia are both more widely varied, and in harmony with each other, than one might expect. But there is still a great deal of information to track. Paul Hodgson gets into the details.

News Article

FRC spells out governance flaws and bids for more powers

Neil Hodge | February 7, 2017

The Financial Reporting Council has published its annual report on corporate governance, and it looks as if boards need to do more to improve their corporate governance and reporting practices, writes Neil Hodge.

The Filing Cabinet Blog

SEC’s investor advocate details 2017 priorities

Joe Mont | December 22, 2016

With a focus on disclosure, corporate governance, and exchange listing standards, the SEC’s Office of the Investor Advocate has unveiled its work plan for 2017. Joe Mont has further details.

News Article

Slowly but surely, global governance practices are converging

Joe Mont | December 13, 2016

The United States and European Union don’t have a monopoly on corporate governance. A new study looks at how best practices are converging around the globe. Joe Mont reports.

News Article

U.K. looks to make big changes in corporate governance

Paul Hodgson | December 13, 2016

The United Kingdom seeks to update corporate governance regulations on three fronts: executive pay, the connection between boards and stakeholders, and applying the corporate governance codes of listed companies to large private firms. Paul Hodgson reports.

Global Glimpses Blog

French compliance with governance code

Paul Hodgson | November 23, 2016

Paul Hodgson provides a look at the Autorité des marchés financiers’ annual report on corporate governance and executive remuneration, which offers an in-depth analysis of compliance with the French governance code, AFEP-MEDEF.