Discuss About The Cross Investigation Of Individual Differences?
Corporate Governance are those rules or laws or procedures which is used by the corporate inside the office so that they are able to maintain a good culture within the organization which enables the organization to meet the criteria of high standards and thus the company sets various goals so that the criteria can be achieved. It fulfils the aim of the organization to build and to maintain a good relationship so that it creates a bond which helps to maintain the stakeholder relationship and make it stronger.
The member of the organization includes the directors and officials such as the chartered secretary which helps to improve the standards of the organization. If the corporate governance is strictly followed or adhered then it ensures growth of the organization and also enables the organization to be sustainable and helps to maintain the standard and is an integral nature of the organization.
How does Corporate Governance play a important role in the organization
The directors of the company- they play a vital role in regard to any organization and they play a role which is very important for the organization. They ensure the growth for the organization and they also see that the organization makes development so that the company’s rises in the upward direction. The directors of an organization are the decision makers of the organization and help in the success of the organization (Baumann-Pauly, 2013).
The shareholders of the company- The share holders are an integral part of the organization and they play a critical role in the success of the organization. They are the people who support the company in number of ways. The most important support that the shareholders provide is the support with the capital of the organization. The capital is the most important factor for any organization so it can be said that the share holders are the people who are very important for the organization from each and every way.
Stakeholders of the company- The stake holders are the people who are directly or indirectly related with the organization. The stake holders can have direct relation as well as they may also have in-direct relation with the organization depending upon there function with the organization. Different kinds of stake holders such as the people who are working within the organization, there are suppliers who supplies different commodities for the organization. The stakeholders help in functioning of the organization in different ways and help the companies to grow. (Cappelli, Moore and Trzeciak ,2012).
Comparison between the Resolution of 2016 Concerning Corporate Discipline and Governance Standards of Public Joint Stock Companies in UAE, and International codes of cooperate governance UK
The Corporate Governance Code in UAE has set high standard, which provide for the plan which helps the company to comply with the requirement of the code. The listed company shall comply with the requirement of Corporate Governance Code and it sets out the actions to rectify any non-compliance.
The main provisions of UAE Code are as follows:
- There shall be at least one third directors representing independent directors with a majority of non executive directors. There is either a Chairman or a Managing director.
- The meeting of the Board of director shall be held once in the two months
- An audit committee, nomination and remuneration committee is formed which is not less than three non executive directors one of whom shall be independent. Out of the members one member shall be the expert in financial affairs (Crane and Matten, 2016).
- There shall be compliance officer
- The listed company shall submit a report on corporate governance which includes the information and the details on the internal corporate governance system and it conveys any violations committed during the financial year .The details of remuneration of the seniors are also mentioned.
- The listed company which is listed on the UAE shall notify the SCA and the management regarding the development that affects the price.
- The board of directors shall be announcing the confidential information provided there is no trading done by the directors of the company as per insider trading norms. The listed company shall notify to SCA the shareholding pattern if it is more than 5 per cent of the company’s securities (Council, 2012).
The main provisions of UK Code are as follows:
The UK Code for Corporate Governance has set out good practices relating to the board leadership and also the effectiveness or the remuneration of the shareholders.
All the companies listed under the UK Act need to apply the code for listing regulation. The Code contains principles and provisions required in to be reported in the annual report and are applied in the code. The shareholders read it from the annual report which increases their trust on the company.
The provisions are as follows:
To “comply or explain” concept in the Corporate Governance for UK was in the Code since the code came to force it was strongly supported by the companies and the shareholders of the companies operating in UK.
The Main Principles of UK Code
Every listed company shall have a strong and effective Board who is responsible for the long term growth .The responsibilities are divided between the boards and executive who is running the company. The Chairman of the company is the head of the leadership team. The board helps the non executive to form the business plan and strategy.
The board shall have the knowledge and expertise to discharge the duties effectively. The directors should be properly trained so that they can enhance their skills. The board shall keep with themselves the information required to discharge their duties in a timely manner .The directors are elected in UK on a regular interval subject to continued satisfactory performance.
The board shall prepare a fair, transparent assessment of the company’s position. The board will maintain a sound system for risk management and internal control system (Jain and Jamali, 2016).The board should establish fair and transparent arrangements to maintain appropriate relationship with the company’s auditors.
There should be a very transparent form for developing the remuneration of the individual directors.
5: Relations with shareholders
The board should use a general meeting which is called once in every financial year so that the directors are able to convey and communicate with the shareholders and the investors.
Comparison between the Resolution of 2016 Concerning Corporate Discipline and Governance Standards of Public Joint Stock Companies in UAE, and International codes of Corporate governance Japan
The main provisions of Japan Code are as follows:
The ASHA Code of ethics (2010) talks about the ethical and the confidentiality that is maintained which relates to the information of the clients and the people. The corporate governance helps in maintaining for better compliance and confidentiality to maintain the files (Epstein and Buhovac, 2014).The Chartered Accountant is appointed to comply with management of document and files. The following are the task in this regard:
- Separate files are maintained regarding employees and the shareholders
- All information shall be physically and electronically maintained in a statutory registrar within a stipulated time (Harris et al., 2013).
- All information shall be disposed of properly to the required person
- The company enters into a nondisclosure agreement with the employees so that there is maintenance of confidentiality of all the information
- Corporate governance adheres to the proper internal control procedures, accurate financial procedures, the financial standard, and reporting and control procedures
- A company secretary is appointed who will be responsible for recording the meetings in the minute and will be maintaining all the records and documents, which shall be kept and preserved throughout the business (Horn , 2012).
- The company secretary attends the meetings of the board, the annual meetings and maintains the records. He check whether the company has complied the procedural norms, regulations and thereby carries out all the responsibility of carrying out the secretarial duties as instructed by the directors of the company (Jaatun et al., 2016).
The responsibilities of the directors of the public listed companies are as follows:
In an organization the company secretary as well as the directors is being assigned the responsibility which is proper in nature and such that the functions of the company are well maintained. The functions of the organization are as follows:
- There are obligations which are needed to be carried out by the director that they are able to keep the record as well as the financials for the solvency resolution.
- The listed Companies which are required to compulsorily lodge and file with the company the annual statement as well as the reports with ASIC and they should be able to keep the .
- There are some obligations as well as some liabilities which are being imposed upon the management such that they maintain and abide by those obligations. The board of the directors of a company which is listed in nature has number of rules and regulation which is strict in nature and these rules are to be followed very stringently. These rules are as follows:
- The company is provided with the decision that is being made by the board and they also provide strategy for the leadership which is for the organization to be followed.
- The board plays a very important role; the board helps in the recruitment of the managing directors for the organization.
- The directors of a listed organization acts in appointment of the CEO for the organization they also recruit personnel in managerial position for the organization. (Armstrong et al, 2015)
- The director helps in reappointment as well as the replacement of the senior personnel and it is done by passing various resolution in the meeting
- The directors or the company secretary oversee the company strategic objectives and also manage the operations
- The directors check whether the company complies with all the laws and regulation and that the entity is able to comply with the accounting and the reporting system and it also sees that the company had followed the regulation of the Act.
- They will see and check that the company sees that all the directors and senior directors and executive will pursue for the upliftment and succession of the organization.
- The reporting method of an organization functions are being taken care of by the director of the organization.
- The directors of the organization are the persons who ensure that there is a good control over the company and upon its functions. They ensure that the functions of the organization are being abided by the law. (Davis and Chu,2015).
- The reports that are being carried out in a particular financial year are to be published in the news paper.
Overriding function of the directors in creating shareholders value
The board of directors of the organization helps in managing the organization in a way such that there is a link created between the owners of the organization and the employees of the organization such that there is a relation that is created amongst them which helps in good functioning of the organization. It helps the organization to function properly and to maintain good relation with the employees. (Yoshikawa, Zhu and Wang, 2014)
The director or the board also follows the responsibility that the organization should maintain a culture which is appropriate in nature and which is good for the employees working within the organization such that there is close bonding and relation between them which helps in functioning of the organization. This type of culture is to be maintained throughout and the board of directors ensure that this culture is being maintained with fullest priority. (Larcker and Tayan, 2015).
Goal of maximizing shareholder value is the primary goal for the company
The share holders are an integral part of the organization and they play an important and critical role in case of the growth and success of the organization. They are the people who support the company in number of ways. The most important support that the shareholders provide is the support with the capital of the organization. (Lazonick, 2014). As it is fact that capital is the most important factor for any organization so it can be said that the share holders are the people who are very important for the organization from each and every way. The society and the surrounding are to be taken care of by the organization and this is one of the moral performance of the organization. (McCahery, Sautner and Starks, 2016).
Corporate Governance helps in
(1) It looks after the share holders so that there is a healthy relationship within them.
(2) It sees that the compensation and other remuneration are being given on time and the practice is being carried out according to the procedures.
(3) It gives importance to the investors of the organization. It sees that the investment that is being made by the share holders are being utilized properly and such that maximum profit can be made from that investment so that it creates an positive impression for the share holders and thereby strengthen the bonding with them. The CEO of the organization functions in:
- Buying back the stock of the organization. (Omarova, 2016)
- It maintains the remuneration of the executive and rewards them for any kind of innovative work that is being shown from there side.
- In order to replacing the people who are the stake holders of the organization and helping the consumers of the company which is listed as a public limited company
The board thinks for the share holder and they try to serve their interest. The board understands that the share holder of the organization wants their money to be utilized to the fullest so that they can get a good return on their money invested. The board takes care of the interest of the share holders which creates a strong bond with the share holder, which can serve for the betterment of the organization for a long period of time in the future. (Tricker and Tricker, 2015)
Comparison between UAE code and UK code with the Germany code and with Japan Code
Code: Corporate Governance Code and Corporate
Governance Report and Securities and Exchange Board
Issuing Body: Securities and Exchange Board of India
Legal Basis and Compliance: Mandatory with certain
Exceptions as to certain recommendations
Objectives: Make corporate governance framework
Scope: Listed companies with certain exceptions
Predominant Board Structure (listed companies):
Code: Corporate Governance Code
Issuing Body: Federal Commission for the Securities
Legal Basis and Compliance:
Voluntary, but companies encouraged to comply or
Objectives: Set forth best standards of observing
Shareholder rights and facilitating their implementation
In practice, and make a company’s management
More efficient and ensure its long-term sustainable
Scope: Joint stock companies whose securities are
Listed on organized markets
Predominant Board Structure (listed companies):
Two-tier: The law requires that a joint stock company with
More than fifty shareholders have a supervisory body
(“Board of directors”) in addition to an executive
Code: United Arab Emirates Ministry of Economy,
Ministerial Resolution No. (518) of 2009 Concerning
Governance Rules and Corporate Discipline Standards
Issuing Body: Securities and Commodities Authority
Legal Basis and Compliance: Mandatory
Objective: Achieving corporate discipline in the management
Of companies in accordance with international
Standards and approaches through determination
Of responsibilities and duties of members of
Boards of directors and the executive management of
The company, taking into consideration protection of
Shareholders’ and stakeholders’ equity
Scope: All joint stock companies whose securities are
Listed on a Securities and Commodities Market that is
Under the license of SCA to continue their operation in UAE (the example of such is the Securities exchange of Abu Dhabi)
Code: Commercial Code
Issuing Body: Tokyo Stock Exchange
Legal Basis and Compliance: Voluntary but companies are encouraged to comply it
Objective: The main objective was to improve the corporate governance and to perform more rigorous control and monitoring of firm management
Scope: This new code permitted the Japanese to select the traditional “kansayaku” system or the new committees system.
Rules: To provide transparency, the issuers must include
The following information for the accounting time frame is being taken care of the annual report and the important dates and events that took place from that day up to the date of publication that is being carried out and it also affect the annual report.
Boards of directors are responsible for the governance
Of their companies. The responsibilities of the
board include setting the company’s strategic aims,
providing the leadership to put them into effect, supervising
the management of the business and reporting
To shareholders on their stewardship. The board’s
actions are subject to laws, regulations and the shareholders
In general meeting.
The board’s role is to provide entrepreneurial leadership
of the company within a framework of prudent
and effective controls which enables risk to be assessed
T]he obligation of the Management Board and the Supervisory
Board is to ensure the continued existence of
the enterprise and its sustainable creation of value in
Conformity with the principles of the social market economy. The General Meeting resolves on the Articles of Association,
The Supervisory Board appoints, supervises and advises
the members of the Management Board and is directly
involved in decisions of fundamental importance
The representatives elected by the shareholders and the
The Management is responsible for caring out all the duties to manage the organization. They are responsible to make strategy and based on that strategy the organization function such that the proper functions are being maintained and the board also carries out supervisory functions which helps the organization to function in a proper way.
The board of directors shall develop procedural rules
for corporate governance, supervise and control the
application of the same, in line with the provisions of
This Resolution and shall be liable for the application. Corporate governance is a set of rules, standards
and procedures that aim at achieving corporate discipline
in the management of the company in accordance
with international standards and approaches
through determination of responsibilities and duties
of members of boards of directors and the executive
management of the company, taking into consideration
Protection of shareholders’ and stakeholders’ equity.
In today’s world with the growth in the corporate culture it is very important to form a strategy and objective such that it helps the organization to function properly based on those objective or strategy. Shareholder is one of the most important asset for the organization and there are number of objectives and strategies that are being carried out so to protect the interest of the share holder as well as the stakeholders of the organization, who also plays a very important role in the day-to-days operation of the organization
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