Is Self-Regulation in Corporate Governance Achievable?
8th Annual Corporate Governance Summit
Session I: Forum (March 19, ’13 @ 9.15am) “Is self-regulation in corporate governance achievable? NOTES 1. Regulating behaviour v self-governance (i) I am against over-regulation I am against complete self-governance I am for self-regulation within the confines of a well thought-out framework, where BoDs must be given the responsibility to act responsibly within the reformed system of CG, where-on the board will rely on AC, NC & RC, including RC (if needed), to oversee the effective implementation of its role in a pro-active manner (ii) I sense there is over-regulation. SC & Bursa shouldn’t be telling BoDs specifically what to do – only what’s expected & the broad ground-rules circumscribing the framework, within which the BoD would operate. But we are now told we need more rules to remain relevant. The Securities Commission’s Governance Blueprint’11 contains 35 new recommendations “to move from the normative tendency which regards corporate governance as a matter of compliance with rules, to one that more fittingly captures the essence of good governance,…” The Chairman of SC further emphasised that the Blueprint “outlines strategic initiatives aimed at strengthening self and market discipline;” yet its recommendation introduces more rules in the name of intending “to reinforce self and market disciplinary mechanisms.” It’s quite clear what we need is time to build our own corporate culture. It’s also strange SC doesn’t practise what it preaches – away from normative rules to greater reliance on self regulation within a well thought-out, re-calibrated overall framework. The essence of good CG involves a state of mind. Human behaviour is unpredictable. No one size fits all. Just can’t legislate good morals. Frankly, we don’t need more rules. Just more time to build our own corporate culture. (iii) (1) SC & Bursa tend to run our corporate lives – hams us in. E.g: To be a REIT manager, the form filing is excruciating painful;
Session I: Forum (March 19, ’13 @ 9.15am) “Is self-regulation in corporate governance achievable? NOTES 1. Regulating behaviour v self-governance (i) I am against over-regulation I am against complete self-governance I am for self-regulation within the confines of a well thought-out framework, where BoDs must be given the responsibility to act responsibly within the reformed system of CG, where-on the board will rely on AC, NC & RC, including RC (if needed), to oversee the effective implementation of its role in a pro-active manner (ii) I sense there is over-regulation. SC & Bursa shouldn’t be telling BoDs specifically what to do – only what’s expected & the broad ground-rules circumscribing the framework, within which the BoD would operate. But we are now told we need more rules to remain relevant. The Securities Commission’s Governance Blueprint’11 contains 35 new recommendations “to move from the normative tendency which regards corporate governance as a matter of compliance with rules, to one that more fittingly captures the essence of good governance,…” The Chairman of SC further emphasised that the Blueprint “outlines strategic initiatives aimed at strengthening self and market discipline;” yet its recommendation introduces more rules in the name of intending “to reinforce self and market disciplinary mechanisms.” It’s quite clear what we need is time to build our own corporate culture. It’s also strange SC doesn’t practise what it preaches – away from normative rules to greater reliance on self regulation within a well thought-out, re-calibrated overall framework. The essence of good CG involves a state of mind. Human behaviour is unpredictable. No one size fits all. Just can’t legislate good morals. Frankly, we don’t need more rules. Just more time to build our own corporate culture. (iii) (1) SC & Bursa tend to run our corporate lives – hams us in. E.g: To be a REIT manager, the form filing is excruciating painful;