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Key Underpinning concepts(Moral Stance)
An Appropriate Moral Stance
Translate into appropriate actions
Improve trust in agent relation
Ethical/Moral Stance
=Essential
=Ingredient
Of good corporate governance
Fairness Honest/Probity Judgment
Transparency Responsibility Integrity
Independent Accountability Reputation
Fairness
“The systems and values in the company must be balanced in taking into account all those that have an interest in the company and its future.”
Sense of equality,in terms of
1)Judgment
2)Treatment to Stakeholder
Transparency( 2007 Dec Q1 & 2008 Jun Q1 )
What is transparency?
Openness,Clarity and Not Concealment
Lack of withholding relevant information
True picture of what is happening inside the company Management need to develop the appropriate culture in the company at all level
Why need transparency?
Reflection of Good Corporate Governance Practice
Improve Investor confidence & gain trust
Allow Shareholder/Investor→Decision-making for fund allocation
Dispel Stakeholder suspicion & manage their claim
Independence
Free from bias and influenced by others
Separation of CEO & Chairman
Independent NEDs(no involvement in operation)
Use of internal & external auditor
Probity and honesty
Fundamental ethical stance,mainly in reporting & dealing with stakeholders
Involving integrity,honor,virtue and fair dealing
Truthfulness or no misleading stakeholder
Responsibility
Pertains to behavior that allows for corrective action and for penalizing mismanagement
Willingness by management to accept liability for the outcome of governance decision
Precondition:clearly define role & responsibility for actions
Responsibility
[i.e.] Responsibility of Director
Act in the best interest of Shareholder instead of their own interest
Set the company on the right path no matter how painful this maybe or against their own interest
Accountability
“Individual or groups in a company,who make Decisions and take actions on specific issues,need to be accountable for their decisions and actions”
→Answerable or able to explain
→(Why)Since they have such responsibility
Available Mechanism→Effective to allow for accountability
Two way process
Director Shareholder
Provide necessary→Take the opportunity to
Info. & mechanism←query & assess the actions
to shareholder of director
Judgment
Professional judgment with due consideration Rational decision-making based on qualified evidence→Reach meaningful conclusions
[Implication] Managers should have a thorough understanding of entity‘s operation,business environment,risk & opportunities with necessary & appropriate skills
Integrity
Fundamental principle underpinning the trust Straightforward,honest,fair dealing and truthfulness Integrity of the entity
→comes from integrity of each individual
→director is required to possess such personal
ethical position & exercise absolute integrity all the time
Integrity [Why is it so important](2009 Dec Q3)It goes beyond any code of professional behavior
Provide assurance & improve trust
Reduce time & energy spent in monitoring
Cultivates good working relationship
Win a culture of mutual support
→Beneficial effect on an organization effectiveness
Reputation
“It carries an appropriate market capitalization premium or discount for listed companies.”
How people view you?“Brand ,Quality & Service”
Highly depends on the reputation of its managers and employees
Cumulative result of other underpinning concept
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