Legality and Ethicality of Corporate Governance Eth 376 Week 4

Most equity carve-outs do not require shareholder approval and require only approval by the parent company’s and subsidiary company’s boards of directors. More complicated corporate law considerations, particularly those related to fiduciary duties, typically arise following the closing of an equity carve-out, especially if the parent retains a significant equity interest in the subsidiary.

The fundamental ideologies of a capitalist corporation can vary from company to company, but typically all have the same underlying purpose – to make a profit. Often, a business’ ideologies are expressed in the form of an organisational vision or mission statement – a simple statement demonstrating to the public, and reminding the employees, the goal of the organisation. These vision or mission statements usually look at the ‘bigger picture’ of what an organisation wants to achieve. Examples being:

Throughout history and in our own time, legitimate accounting methods have been utilized to fraudulently engage in manipulating activities that results in illicit gains to the perpetrators and losses to individuals and financial institutions.

In the past, many corporate executive have committed various forms scandals in their organizations. Such fraudulent arts are unethical and immoral behavior. This led the US government to form legislation in order to control fraudulent activities; mostly performed by senior officers in the organization. In view of this, this paper will address the following: historical summary on SOX enactment, the key ethical components of SOX, social responsibility implications regarding mandatory publication of corporate ethics, whether the criticisms of SOX implication presents an unfair burden on smaller organizations and suggestions on the improvement of SOX legislation.

This review will address several issues associated with the legal, business, and ethics related to the case. First, it will address the legality of the case by reviewing the definition and analysis of the Uniform Commercial Code (UCC), Article 2. Next, this review will analyze the business effects of the case as they relate to the monetary bottom line and Stylarama’s attempt to protect his profits. Finally, it will highlight

Both parties consulted their attorneys whose guidance instructed them that they did not have to disclose the information. The motivating factor in both decisions was to protect the livelihood of their companies. The facts of the information that had been revealed to each company had not been proven.

Corporations can be large or small but they all have some sort of ethical impact on their employees, shareholders, customers, community, and surrounding environments. Richard DeGeorge writes, “We can speak of corporations having moral responsibilities to act in certain ways, and they are morally responsible for the consequences of their actions on people.” (p. 200). Large corporations are comprised of the board of directors, management, and their workers. They also deal with suppliers, customers, and have competitors. This essay will examine the moral responsibilities within a corporation.

This memo is regarding Hamilton Corporation and the fraud that occurred. When people make decisions they don’t always do it with the right mindset. There are limitations in our judgment processes and we can identify methods to mitigate bias and improve judgment (KPMG Judgment Framework). The four common tendencies that cause limitations in our judgment processes are, availability, confirmation, overconfidence, and anchoring. In this memo I will explain each of the four tendencies, talk about which tendency I believe to have manifested in the Hamilton case, clarify issues relating to auditing the warranty reserve and describe the alternatives that should be considered in auditing the warranty reserve, and finally provide factors that

This was a very interesting article, in my opinion it brings to mind the derived phrase, which came first the chicken or the egg. Meaning, is corporate governance an attempt to control the results of unethical practices of corporations or is it meant to deter them. In reading this article, it is clear that certain corporations practiced unethical business behaviors for self-interest, but the questions this author have are: 1. Should corporate governance be regulated by the legislature as well as the organization and to what degree, 2. Is corporate governance, there to protect the shareholder or the stakeholder, 3. How effective is corporate governance on a global level. The need for a governance system is based on the assumption that the separation between the owners of a company and its management provides self-interest executives the opportunity to take actions that benefit themselves, with the cost of these actions borne by the owners (Larcker & Tayan, 2008).

The final responsibility for the integrity of an SEC registrant’s internal controls lies on the management team. U.S. companies need to refer to a comprehensive framework of internal control when assessing the quality of financial reporting to determine that financial statements are being presented under General Accepted Accounting Principles, GAAP. The widely used framework is referred as COSO, Committee of Sponsoring Organizations of the Treadway Commission, sponsored by the following organizations American Accounting Association, the American Institute of CPA’s, Financial Executives International, the Institute of Internal Auditors, and the Institute of Management Accountants. COSO’s defines internal control as:

This paper will discuss the code of conduct in place for G.E. It will define the ways in which the code is adhered to and how the corporate governance is respected and modified. This will define the principles of a code of conduct per the module and the code of conduct for General Electric will be defined on how GE delivers its code of conduct and how it is either modified or updated continuously.

Under the Sarbanes-Oxley Act of 2002, reports on internal control are required. Did the company’s management acknowledge its responsibility for establishing and

Traits associated to a psychopath include irresponsibility, manipulation, grandioseness, lack of empathy, asocial tendencies, inability to feel remorse, refusal to take responsibility for one's actions and superficial relations with others. Modern day corporations display every one of the previously listed characteristics. Is it right that an institution, whose power now rivals that of the State that once created it to seek the better welfare of its citizens, display the psychological traits of a dangerous personality disorder? Many say no: there is a rising discomfort with the corporation and its pervasion into every sphere of human life and it is this uneasiness that has prompted many academics to further study the corporation and its

It is well established that good corporate governance practice is beneficial for firms, its stakeholders and whole economy. Further based on studies such as by Levine (2004), saving rates, investment decisions, technological progress and consequently economic growth are encouraged as financial systems reduce market frictions. So developing countries require reforms to stimulate financial system for revival of economy.

organises Regional Corporate Governance Roundtables to support regional reform efforts. The review process benefited from contributions from many parties. Key international institutions participated and extensive consultations were held with the private sector, labour,