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Corporate Governance Principles, Policies and Practices 2e Chapter 2 Governance and management
Corporate governance is the exercise of power over a corporate entities Tom Clarke, 2004
Stock Markets
Investment analysts
Government and other corporate regulators Contractual stakeholders: Suppliers, Customers bankers
Law courts
Investigative Media
Governing body
Corporate entity
Management
governance
management
Board Structure
Management runs the business: the board ensures that the business is well run and running in the right direction
Many corporate governance ideas are universal and can be applied to any governing body
(contrast organisations where management and governance are in the same hands sole traders, small partnerships)
Policy making
Future focused
Outward looking
Providing Accountability
Strategy Formulation
conformance
performance
O O O O = executive
directors
O O
N N O N
executive directors non-executive directors
O O O O O
Two-tier board
N N N N N N N N N
O O O
Tricker: Corporate Governance 2e