CHAPTER 1
INTRODUCTION
Sir Adrian Cadbury (2002) stated that corporate governance is “the direction and control process within an organization”.
Corporate governance is a systematic approach of controlling and monitoring a business operation.
The term corporate governance has came to light in the 19th Century when the theory of separation of ownership and control developed. The idea was that shareholders want the safeguard of their assets and their business controlled by managers and directors. Therefore, they require proper accountability of the financial performance of their business.
Corporate governance examines the decision process in corporations. It can also be defined as a system and process that ensure accountability, probity and openness in the operation of a corporation.
Corporate governance entails the compliance of its various codes of conduct and Government Regulations. As such, companies are required to publish their business activities in their annual reports.
However, some companies in UK such as Polly Peck, Bank of Credit and Commercial Bank (BCCI) and Maxwell group, have failed to meet these required regulations. These firms have failed because the directors were acting against shareholders’ interests.
Most famous corporate scandals have been companies like Enron, WorldCom and Barings Bank. There was poor governance in these companies, which has been the main reason for their failure.
In 1980’s, corporate governance has been a great issue of concern due to big corporate scandals resulting from lack of accountability of board members and weak accounting standards.
Enron, the seventh largest American company, known as the giant energy company, has also collapsed due to lack of control and poor governance. In this case, the members of the directors were falsifying the company’s accounts to show a
References: Books: Cadbury, A (2002) Corporate Governance and Chairmanship: A person view Fink, A (1998) Conducting Research Literature Reviews: From paper to the internet. Sage Publication, University of Michigan. Demb, Ada and Neubauer, F (1992) The corporate board: confronting the paradoxes. Oxford University Press Monks, Robert and Minow, N (1995) Corporate Governance Sophastienphong, Kiatchai and Kulathunga, A (2008) Getting Finance in South Asia 2009: indicators and analysis of the commercial banking sector. World Bank Publications. Williams, H.M and Shapiro, L (1979) Power and Accountability: The changing role of the corporate board of directors. Carnegie-Mellon. University Press. Web: Financial Sector Assessment Program (2003) Available from www.imf.org/external /pubs/ft/scr/2003/cr03321.pdf (Accessed: 13 August 2009). Mauritius Institute of Directors (2008) Available from www.miod.mu/FAQ.asp (Accessed: 13 August 2009). Draft Code on Corporate Governance (2003). Available from www.firstinitiative.org/…/displayArchivedNewItem.cfm.htm (Accessed: 13 August 2009). McKinsey (2002) Global Investor Opinion Survey: Key findings. http://www.mckinsey.com/clientservice/organizationleadership/service/corpgovernance/pdf/globalinvestoropinionsurvey2002.pdf (Accessed 23 September 2009). Financial Reporting Council Cobined Code (2008) . Available from http://www.frc.org.uk/CORPORATE/COMBINEDCODE.CFM (Accessed 13 August 2009). OECD Report on Corporate Governance (2004). Available from http://www.oecd.org/dataoecd/32/18/31557724.pdf (Accessed 14 August 2009) http://news.bbc.co.uk/1/hi/world/americas/4652322.stm (Accessed 11 August 2009) Semdex Report (2006) Available from http://www.semdex.com/corporate_governance.htm (Accessed 23 September 2009) Mauritius Times (2007) Available from http://www.mauritiustimes.com/091107edito.htm (Accessed 21 August 2009) Mauritius times (2009) Available from http://www.mauritiustimes.com/170409scnasu.htm (Accessed 21 August 2009) Tax News Report (2003) Available from http://www.tax-news.com/archive/story/Top-Mauritius-Bank-Hit-By-Massive-Fraud-xxxx10 Finfacts (2007) Available from http://www.finfacts.com/irelandbusinessnews/publish/article-10003808.shtml (Accessed 21 August 2009) BBC News (2004) Available from http://news.bbc.co.uk/1/hi/business/3391379.stm (Accessed 21 August 2009) Deloitte report (2009) Available from http://www.deloitte.com/view/fr-CA/ca/services/conseilsfinanciers/case study/4eod899a961fb11ovgnVCM100000ba42f00aRCRD.htm (Accessed 21 August 2009). www.sundayvani.intnet.mu/ARCHIVES/V141/Linko/views.htm (Accessed 21 August 2009) Communique Bank of Mauritius (2002) (Accessed 21 August 2009) Journal: United States Department of State Bureau of International Information Programs (2005). Promoting Growth through Corporate Governance. Economic Perspectives, 10(1) The Report on Corporate Governance for Mauritius 2004 Tricker, R. (1994) Corporate Governance: International Review, 2(2), 56. Turnbull, S. (1997) Its Scope, Concerns and theories. Corporate Governance Report, 5(4), 185. Werlin, H. (2003) Poor Nations, Rich Nations: A Theory of Governance. Public Administration Review, 63 (3).