The company is geographically located in most major united states locations. It employs a hierarchal organizational design. One of the contributing factors to its success is the company’s success in providing a dining experience for its customers that excel in choices, price, customer service, and serving size. The company is known world-wide for its delicious cheesecakes with the key factor being the variety.
Harley Davidson has been identified by some in the press as having weak corporate governance. This could be true for a myriad of reasons including directors not preforming their fiduciary obligations by putting their personal goals ahead of the goals of the true owners; the stockholders. Weak corporate governance can be very hard to identify in many instances. The decisions a board makes can take years to come to fruition, so identifying poor governance could be extremely delayed. Stock price or company health is also not a good indicator in all cases such as in the case of Tenet Healthcare. The CEO, Jeffrey Barbakow, delivered six years of record growth when the company imploded in 2002. (https://www.forbes.com/forbes/2003/0512/106.html). Tenet was investigated for Medicare fraud and was ousted from the board and the stockholders in turn suffered great losses. Guarding against having a board that engages in poor governance can be mitigated by ensuring that most of the members are independent directors. This alleviates most of the possibility of conflict of interest. In examining Harley Davidson to better understand their governing process, we will try to answer some basic questioned gleaned from their article of incorporation, bylaws, and stockholder’s agreements located on their corporate website. The first question, and one of the most important as it relates to independence is, “Are the CEO and Board Chairman the same person?” In this case, Harley Davidson’s board does
Bank of America and Wells Fargo are separate banks, however; both of these institutions share many similarities when reporting their financial statements. The inter-relationships of the data provided in the statements seem to exemplify the correlation of accounting practices between these two banks. As large as these two banks have become, and as complex, one can see that the banks’ roots are still tied firmly to the basic accounting equation. While both banks use organizational control techniques, their financial statements clearly indicate that each bank wishes to discuss a specific type of organizational control used by their company. To better understand the similarities
** Wells Fargo’s decentralized corporate structure gave the Community Banks Leadership the freedom to manage as they pleased and created an environment that rejected any oversight from outside the community banks ranks. Lack of centralized reporting and oversight made it difficult for the corporate office to identify trends or warning signs that lead to issue. Most of the warning signs were occurring at the local level, but there were a few major signs of a problem that bubbled up to the corporate which they seemed to ignore or did not identify as a potential problem.
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The last stakeholder of this scandal are the stockholders who have suffered financial lost in having to pay out millions in the lawsuits filed against Wells Fargo. The stockholders have also lost confidence in the leadership on the organization affecting how and if they will continue to invest and whether they will demand for a leadership change among the board of directors. This scandal not only affect how these investors will spend their money but other investors as well. Scandals of this magnitude as a negative domino effect on how investors and how they will spend their many within the
Prior to the advent of the Sarbanes-Oxley Act of 2002, referred to herein as “SOX,” the board of directors’ pivotal role was to advise senior leaders on the organization’s strategy, business model, and succession planning (Larcker, 2011, p. 3). Additionally, the board had the responsibility for risk management identification and risk mitigation oversight, determining executive benefits, and approval of significant acquisitions (Larcker, 2011, p. 3). Furthermore, for many public organizations, audit committees existed before SOX and provided oversight of internal processes and controls. Melissa Maleske (2012) advised that the roles and responsibilities of the board were viewed “…from a perspective that the board serves management” (p. 2). In contrast, Maleske (2012) noted that SOX regulations altered the landscape “…to a perspective that management is working for the board” (p. 2). SOX expanded not only the duties of the board and the audit committee, but also the authority of these bodies (Maleske, 2012, p. 2).
To the extent of prevention of corporate failure, I argue that three ASX principles and recommendations could halt the demise of Dick Smith. Firstly, the 2nd principle which is “Structure the board to add value” by structuring the board with a majority of independent directors would prevent CEO dominance because some suggest that independent outside directors can reduce the influence of dominant individuals (ASX, 2014, p. 17). In accordance with Gallagher and Bennie (2015, p. 20), the independent directors are likely to focus on the company’s objectives and not to make decision relying on others. Furthermore, an addressing of independent directors would reduce the reliance on management, and create the effectiveness on monitoring (Dechow et al. 1996 cited in Christensen, Kent, and Stewart (2010)), as well as capability to lessen the conflict of interest between managers and shareholders (Hardjo & Alireza, 2012, p. 4). Thus, DSE’s board would be more active to monitor the CEO’s performances because independent directors pay attentions to the interest of company (Gallagher & Bennie, 2015, p. 20) and shareholders (Hardjo & Alireza, 2012, p. 4)
“At capital One, diversity means seeking out and embracing differences for the richness those differences add to our lives and to our business.” (http://www.capitalone.com/about/corporatecitizenship/diversity.php) A company that opens it business to diversity has the ability to value human differences, and in return acquire beneficial relationships. Capital One has partnered with MWBE (Minority and Women Business Enterprises) and the relationship is yielding a positive reaction in terms of the communities that house Capital One and in the corporate world. Because Capital One is an information based company there diversity plan is also well thought and proven. The diversity plan includes targeted recruitment, development and
In the article, Bank of America ordered to pay $2.2 million to 1,000 black job seekers it discriminated against written by David Knowles there was a major issue regarding racism. This written piece discussed the court case against Bank of America and how this corporation was ordered to $2,181,593 in back wages and interest to 1,147 African Americans that were denied jobs. This bank’s office branch in Charlotte, NC had discriminated against blacks in 1993 and again between the years of 2002 and 2005. This case was first introduced in 1997 and settlements were not concluded until late 2013.
In this article, Mary Jo White, the chairwoman of the Securities and Exchange Commission, emphasized their crucial duty to protect shareholders from abusive practices they oversee. A good corporate governance and rigorous compliance are essential. However, ‘ethics and honesty’’ can become core corporate values when directors and senior executives embrace them. A recent academic study suggests that lax oversight can result when a director of a company is friendly with the chief executive overseeing it.
Other steps the board should have taken in order to improve overall corporate control include the recognition that the governance of risk is the Board’s responsibility, and not that of the CEO. This initiative would have enhanced collective responsibility for the company thereby avoiding exploitations of the company’s information for personal benefit. Moreover, the board of management ought to have acknowledged that they had a right to elect a new CEO. Owing to the fact that the board can employ their desired executive based on merit, getting rid of the incompetent head would have enhanced the long-term performance of the company.
• Governance and oversight: Assessing business model and strategy changes and reinforcing the importance of sound corporate governance appropriate for the size and complexity of the individual bank. A specific focus will be on determining the adequacy of strategic, capital, and succession planning. Examiners will assess whether the plan is appropriate in light of the risks in new products or services. If applicable, examiners will assess the bank’s merger and acquisition processes and procedures.
Here we see a failure of the board to look at management critically. They accepted only the information presented to them by the CEO and did not demand a better picture on the state of RBS’s business in mortgage trading even while the CEO’s story seemed to constantly be changing. The board exists as a watchdog to the executive management yet nothing was done to hold the CEO accountable to the truth.
The board of directors is not directly but indirectly culpable because of the lack of control on Leeson’s activity. None of Nick Leeson’s supervisor realized the risks he was taking and the way it could damage to the Bank.