Corporate Governance And Management

This sixth peer review of the OECD Principles of Corporate Governance analyses the corporate governance framework and practices relating to corporate risk management, in the private sector and in state-owned enterprises. The review covers 26 jurisdictions and is based on a general survey of all participating jurisdictions in December 2012, as well as an in-depth review of corporate risk management in Norway, Singapore and Switzerland. The report finds that while risk-taking is a fundamental driving force in business and entrepreneurship, the cost of risk management failures is often underestimated, both externally and internally, including the cost in terms of management time needed to rectify the situation. The reports thus concludes that corporate governance should ensure that risks are understood, managed, and, when appropriate, communicated.

The decade since the publication of the Cadbury Report in1992 has seen growing interest in corporate governance. This growth has recently become an explosion with major corporate scandals such as WorldCom and Enron in the US, the international diffusion of corporate governance codes and wider interest in researching corporate governance in different institutional contexts and through different subject lenses. In view of these developments, this book will be a rigorous update and development of the editor’s earlier work, Corporate Governance: Economic, Management and Financial Issues. Each chapter, written by an expert in the subject offers a high level review of the topic, embracing material from financial accounting, strategy and economic perspectives.

This book brings together a representative collection of perspectives on the way how corporate governance is being aligned with the social responsibility of an organization and the accountability of its management both in large corporations and in medium sized businesses. Examples are given from various industries and branches as well as from different countries and regions across the globe. All examples are commented and explained in detail. Written by a group of selected academic teachers this book is suitable for adoption as a resource for a case driven approach to teaching "Corporate Governance" courses at an upper undergraduate or graduate level.

Shareholder engagement with publicly listed companies is often seen as a key means to monitor corporate malpractices. In this book, the authors examine the corporate governance roles of key institutional investors in UK corporate equity, including pension funds, insurance companies, collective investment funds, hedge and private equity funds and sovereign wealth funds. They argue that institutions’ corporate governance roles are an instrument ultimately shaped by private interests and market forces, as well as law and regulatory obligations, and that policy-makers should not readily make assumptions regarding their effectiveness, or their alignment with public interest or social good.

The asymmetry of responsibilities between management and corporate governance both for day-to-day operations and the board’s monthly or quarterly review and evaluation remains an unresolved challenge. Expertise in the area of risk management is a fundamental requirement for effective corporate governance, if not by all, certainly by some board members. This means that along with board committees such as "compensation", "audit", "strategy" and several others, "risk management" committees must be established to monitor the likelihood of certain events that may cause the collapse of the firm. Risk Management and Corporate Governance allows academics and practitioners to assess the state of international research in risk management and corporate governance. The chapters overlay the areas of risk management and corporate governance on both financial and operating decisions of a firm while treating legal and political environments as externalities to decisions undertaken.

This book presents an overview of corporate governance and risk management, analyzing their interdependence and particularly their relevance in banking. It discusses current trends in corporate governance, such as stakeholder management, financial performance and the cost of equity, compensation schemes, board structures and shareholder activism. Further, it reviews some of the most important regulatory changes introduced since the latest financial crisis and highlights their impact on the annual reports of the banks under analysis. Lastly, the book assesses and compares major banks in Brazil and Germany with special emphasis on the aspects mentioned above, revealing surprising similarities between the banking systems of these otherwise disparate countries.

This book presents an innovative and integrated approach to the theory and practice of corporate governance. Central to this approach is a set of instruments that can be used by boards to offer effective strategic direction and control to their organizations. The board instruments can be readily applied to the targeted selection, review, remuneration and development of board members, and for conducting board self-evaluations. This new approach to corporate governance is based on four guiding principles that together form the basis of an integrated approach that addresses all key aspects of corporate governance.