Do All Companies Have The Same Governance Requirements?

Corporate governance is a set of actions used to handle the relationship between stakeholders by determining and controlling the strategic direction and performance of the organization. Corporate governance major concern is making sure that the strategic decisions are effective and that it paves the way towards strategic competitiveness. (Hitt, Ireland, Hoskisson, 2017, p. 310). In today’s corporation, the primary objective of corporate governance is to align top-level manager’s and stakeholders interest. That is why corporate governance is involved when there is a conflict of interest between with the owners, managers, and members of the board of directors (Hitt, Ireland, Hoskisson, 2017, p. 310-311).

Corporate governance in itself has no single definition but common principles which it should follow. For example in 1994 the most agreed term for corporate governance was “the process of supervision and control intended to ensure that the company’s management acts in accordance with the interest of shareholders” (Parkinson, 1994)1. Corporate governance code is not a direct set of rules but a self-regulated framework which businesses choose to follow. This code has continued to change in the past 20 years in accordance with what is happening in the business world. For example the Enron scandal caused reform in corporate governance with the Higgs Report which corrected the issues which were necessary. Although it does not quickly fix problems, it gives a better framework to

Farrar, J. (2008). Corporate Governance: theories, principles and practice. 2nd ed. South Melbourne, Vic: Oxford University Press

Phenomenal growth of interest in corporate governance has emerged in recent years. The body of literature on the subject has grown markedly in response to successive waves of large corporate failures. Furthermore, there have been numerous attempts to define what constitutes ‘good corporate governance’ and to provide guidelines in order to enhance the quality of corporate governance.

So investors should worry that Alibaba wouldn’t be share a significant amount of the value created with them over the time. Actually, lots of global public companies have a large shareholder with a lock on control, but normally controlling shareholders often won a substantial portion of the equity capital that provides them with beneficial incentives. In the case of Alibaba, investors need to worry about the relatively small stake held by the members of the controlling Alibaba Partnership (Bebchuk, 2014). All those factors shows Alibaba’s structure does not provide adequate protections to public investors. So investors expect Alibaba changes its Corporate Governance strategy, for instance Jack Ma need to reduce his stake in Alibaba within 5 years, including by having shares in Alibaba granted to Alibaba employees. It also should give more power to the shareholder’s to guarantee shareholder’s right which will seeks to allay investor concerns. If Alibaba change their strategy, giving its stockholders’ strong confidence, the business success of Alibaba might be large enough to make up for the costs of diversions and give public investors with good returns on their investment in the

In the corporate form of ownership, the shareholders are the owners of the firm. The shareholders elect the directors of the corporation, who in turn appoint the firm’s management. This separation of ownership from control in the corporate form of organization is what causes agency problems to exist. Management may act in its own or someone else’s best interests, rather than those of the shareholders. If such events

Corporate governance is based largely on trust – the trust, by the stakeholders, that revenues will be fairly shared, and that those directly involved in running the company are running it in an aboveboard, honest, and open manner, and that they represent the best

The relationship among the many stakeholders and the way an organization is directed and governed is therefore created. Stakeholders might include customers, employees, creditors, suppliers and distributors, the community and the owners at large. The principle stakeholders are the board of directors, managements and employees. The first model of government and non-profit implementation often involves three groups: - executive board, supervisory board, and advisory board whose are appointed by shareholders to run the organization except the last group are bought in as independent experts to assist the company. Hence, what are good practices of corporate governance? How to ensure the directors act in the interests of the public?

The complex governance structures typical of Infrastructure PPPs, and the close relationships between shareholders and directors – often the same person – change the nature of the governance task when compared to the listed sector. The key

For France, the corporate governance is much more influenced by different stakeholders because they exert a strong power, it is a fact of life. When they disagree, employees go easily on strike, suppliers can interrupt a production and at the same time there is the growing pressure of foreign investment to attract. It all hinges on the question whether this kind of corporate governance can find a balance.

1. This article focuses on the Gompers, Ishii, and Metrick (GIM, 2003) study which found that strong shareholder rights lead to higher stock price returns and thus value. This is a great indicator that good governance has a direct effect on the performance of the firm. The article finds that corporate governance has a positive impact on the firm / management / shareholders. However good governance is not always the correct metric of evaluation for firms and boards. The primary finding of the article is from an economic analysis defending the relation between corporate governance and performance. This article examines the relationships among corporate governance / corporate performance / capital structure / and corporate ownership structure. Many of the past studies have taken into consideration only one measure of governance, while this study focused on seven different governance measures. The article also looks at the performance of a firm and the relationship it has with management turnover or disciplinary actions required.

This PS acts as a strategic guide to the planning and implementation of a corporate governance policy, focusing primarily on three options. These are as follows, Shareholder Activism, Transaction Cost Theory and Incentive Schemes.

In general shareholder rights plan acts as a poison pill and a anti takeover defensive mechanism company employ to deter competitors from open market stock accumulations. This plan gives shareholders right to buy more share at a considerable discounts if any one shareholder tries to buy certain percentage of company’s shares in open market transaction effectively diluting bidders share, as cost of the bid would considerably rise as every other shareholder is entitled to buy more shares at a discount, thus board using this as preventive measure from takeover attempt without boards approval, so that bidder is forced to negotiate with the target company’s board and allowing board of directors of the company in charge of deciding the share purchase price and hindering bidder’s ability to negotiate share purchase price and from acquiring market power without board’s consent. So target company’s board has the negotiating power, which can generate much higher acquisition premiums, delivering better

To understand proper governance principles one has to look at an article published by Leblanc and Gillies (2003) entitled ‘The Coming Revolution in Corporate Governance’. Here Leblanc & Gillies (2003) focus on three major aspects of proper corporate governance. These include board process, board membership and board structure. For an effective board to be in place not only do the members needs to be independent (Board Structure) but, there needs to be two other criteria that are met. The members need to have the competencies and skills in the industry and be able to work together to come to effective decisions. Yes, separation of the chair from CEO needs to happen, but without the proper balance of board structure membership and process,

The OECD Principles of Corporate Governance states that: "Corporate governance involves a set of relationships between a company’s management, its board, its shareholders and other stakeholders. Corporate governance also provides the structure through which the objectives of the company are