The Failure Of Dick Smith Electronics

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

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)

In large corporations the success or failure of the company is the responsibility of the board of directors. According to Richard DeGeorge, “The members of the board are responsible to the shareholders for the selection of honest, effective managers, and especially for the selection for the CEO and of the president of the corporation.” (p. 202). The board members have a moral responsibility to ensure the corporation is run honestly, in respect to its major policies, and to ensure the interests of the shareholders are satisfied. The next responsibility within a corporation is the responsibility management has to its board of directors. DeGeorge writes, “It must inform the board of its actions, the decisions it makes or the decisions to be made, the financial condition of the firm, its successes and failures, and the like.” (p. 202). The management of the corporation is morally obligated to

The article is written to help readers gain a solid understanding the roles of corporate governance, both inside and outside the company. Its goal is simply to impart information, not make claims or arguments on its own. I will be judging it mainly on the sources gathered, numerous examples and explanations given and the overall effectiveness it possesses in effectively communicating its ideas.

At the least the board will have operated outside the Australian Securities Exchange (ASX) Corporate Governance Principles and Recommendations (ASX 2010, p13-49). These principles form the basis of good corporate governance ideas in Australia and are designed to optimise corporate performance and accountability (ASX 2010, p5) and draw from the ‘if not why not’ philosophy.

How the latest edition (3rd) of the ASX Corporate Governance Principles plausibly halts the failure of Dick Smith Electronics will be discussed in this essay. I argue that ASX Corporate Governance Principles is one of the corporate governance practices that many listed entities in Australia should comply with in order to achieve good corporate governance preventing the collapse of corporations and increasing investors’ confidence. Regarding Dick Smith Electronics as a listed entity, it would survive and continuously operate as a biggest Australia electronic retailer if the better application of this practice is fully adopted.

The breakdown of Dick Smith Electronics has aroused wide concerns in Australia since it brought losses to the related parties at different levels. This essay focuses on analyzing how the company could have possibly avoided the failure if it had applied the third edition of ASX Corporate Governance Principles more effectively.

o Weakness: there is a societal imbalance in the distribution of resources, and it is virtually impossible for courts/legislatures to make important decisions that do not make someone worse off

The executives are accountable to the board of directors. Instead of protecting the investors, the board enticed the culture of financial fraud in the company for selfish gains. It failed in its duties in keeping the executives in check.

This essay will discuss how to use corporate governance to prevent corporate failure. I will use the case of the failed Australian insurance company HIH to argue how to use ASX Corporate Governance Principles to prevent corporate failure. I will recommend to apply three ASX Corporate Governance Principles to change the HIH situations and finally choose the best course of action of the three.

Corporate failure is referred to insolvency in Australia, which means the inability to meet the due debt obligations, resulting in business suspension (Michaela, Patricia, Susan, Kimberly, & Matthew, 2012, p. 365). Corporate governance denotes to the system by which corporations are directed and controlled (Michaela et al., 2012, p. 188). Moreover, Hamilton and Micklethwait (2006, p. 1) postulates that the six causes of corporate failure are the most representative with irrespective of sector or geography. Therefore, by applying the six main causes (Hamilton & Micklethwait, 2006, p. 1) and the eight principles (ASX, 2014, p. 4), the scope of the essay is limited to the company prospective without consideration of external issues. Additionally, this essay accesses only the public available information of Vocation.

In Australia the corporate failures means the “insolvency” that a company cease its business operation(Michaela 2012, 365-366). The categories of corporate failures are six possible reasons that lead the failure of corporate(Mickelwaith 2006, 2-6). The accounting theory is a way to explain the accounting practice or prescribe how accounting should be done(Michaela 2012, 133-134). Additionally, the corporate governance was defined that the framework of rules, relationships, systems and processes can be exercised and controlled by corporate(Council 2014, 3).

For the purpose of this report, corporate governance is defined as the relationship that exists between company management, stakeholders and the board. Objectives of the company are usually set, attained and monitored through the structure corporate governance provides. (Balgobin 2008).The Guyana Corporate Code of Governance is similar to the UK codes of corporate governance and the Organisation for Economic Co-operation and Development (OECD 2004).These principles serve as a reference point that can be used by companies to develop their own frameworks for corporate governance that reflect their own circumstances or situations.

This essay will investigates and critically analyses the concepts of corporate governance. The first chapter talks about the fundamental and the principles of corporate governance whilst the second and third chapter talks more about corporate governance for my chosen companies. (The UK Corporate Governance Code, 2014)