1. CORPORATE GOVERNANCE Corporate Governance

2. What is Corporate Governance ? Corporate Governance refers to the structures & processes for the efficient & proper direction & control of companies (both private and public) in the interest of all stakeholders Corporate Governance refers to the structures & processes for the efficient & proper direction & control of companies (both private and public) in the interest of all stakeholders.

3. CORPORATE GOVERNANCE What is Corporate Governance ? - Is a concept; one size does not fit all, HOWEVER: - Basic Principles of Corporate Governance: AccountabilityRights of Shareholders AccountabilityRights of Shareholders TransparencyInterests of Stakeholders TransparencyInterests of Stakeholders FairnessGood FaithDiligence FairnessGood FaithDiligence IntegrityTrustDisclosure IntegrityTrustDisclosure ResponsibilityControlsCommitment ResponsibilityControlsCommitment

4. CORPORATE GOVERNANCE Corporate Governance Framework  Governance Principles  Legal / Regulatory  Codes of Best Practice  Stakeholder Relations  Self Regulation  Ethical Standards  Risk Management

5. CORPORATE GOVERNANCE Why Corporate Governance Matters Enhances performance of companies Enhances access to capital Enhances long term prosperity. Provides a barrier to corrupt dealings- limiting discretionary decision making, increasing oversight, introducing Codes of Ethics etc Impacts on the society as a whole: Better companies, Better societies.

6. CORPORATE GOVERNANCE “ The proper governance of companies will become as crucial to the world economy as the proper governing of countries”. “ The proper governance of companies will become as crucial to the world economy as the proper governing of countries”. Good Corporate Governance and Good Public Governance are complementary James Wolfensohn President of WB, 1999

7. CORPORATE GOVERNANCE Corporate Governance- Channel of Growth & Development Country level Sector level Individual firms

8. CORPORATE GOVERNANCE Increases access to external financing leading to larger investment, high growth & creation of more jobs Better allocation of resources Better management creating wealth Reduces the risk of financial crisis Better relationship with all stakeholders Corporate Governance- Channel of Growth & Development

9. CORPORATE GOVERNANCE Generally derived from the private sector Ensures public accountability Promotes responsive and accountable institutions Good financial management of resources Good stewardship – –Responsibility to protect the wealth of the state and its citizens –Maintain and safeguard it in the interest of the citizens Corporate Governance- Principles for the Public Sector

10. CORPORATE GOVERNANCE Good Governance by Host Country Good Governance by Private Sector Good Governance by Investment Promotion Agencies Good Governance by Investors Good Corporate Governance, Good Government & Good Business go hand in hand

11. CORPORATE GOVERNANCE Transparent, stable and predictable investment climate: Appropriate legislation to support investment Anti corruption measures Effective, speedy and transparent resolution of disputes Forum for Investors Capacity Building Good Governance by Host Country

12. CORPORATE GOVERNANCE Institutional Framework Role of Board of Directors Management Risk factors Transparency & Disclosure Reputation Good Governance by Private Sector

13. CORPORATE GOVERNANCE Self Regulation Transparency & Disclosure Accountability Commitment Sound and Clear Administrative Policies Stakeholder engagement Good Governance by Investment Promotion Agencies

14. CORPORATE GOVERNANCE Good faith Business Integrity Governance Policies Human Capital Corruption Practices Good Governance by Foreign Investor

15. CORPORATE GOVERNANCE Continued advocacy on the benefits of Corporate Governance Codes of Corporate Governance for countries Capacity building Sourcing of funds to support Corporate Governance development. Every institution, every stakeholder should provide input into the corporate governance agenda Recommendations

16. CORPORATE GOVERNANCE “ If a country does not have a reputation for strong corporate governance practice, capital will flow elsewhere. If investors are not confident with the level of disclosure, capital will flow elsewhere. If a country opts for lax accounting and reporting standards, capital will flow elsewhere. All enterprises in that country- regardless of how steadfast a particular company’s practices may be- suffer the consequences. Markets exist by the grace of investors. And it is today’s more empowered investors that will determine which companies and markets will stand the test of time and endure the weight of greater competition. It serves us well to remember that no market has a divine right to investors’ capital Conclusion

17. 17 https://www.youtube.com/watch?v=Bo1tSrXMHGQ