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7/28/2019 Govern Ace
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Shahbaz haider (35)Usama iftekhar (28)
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Corporate governanceRefers to the system by which
corporations are directed and controlled.
The governance structure specifies thedistribution of rights and responsibilities
among different participants in the
corporation.
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SURVEY CORPORATE GOVERNANCE
PRACTICES IN PAKISTAN
A roundtable was held on 26 July at the
Marriott Hotel, Karachi to discuss the key
findings of the draft report of the Survey ofCorporate Governance Practices in Pakistan
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The survey has been commissioned by the
International Finance Corporation,
Securities and Exchange Commission ofPakistan and Pakistan Institute of
Corporate Governance and conducted by
ACCA Pakistan. This survey is expected to
provide a baseline for future corporategovernance reforms and initiatives under
the IFCs Pakistan Corporate Governance
Project.
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Contemporary corporate governance started in 1992
with the Cadbury report in the UK
Cadbury was the result of several high profile
company collapses is concerned primarily with protecting weak and
widely dispersed shareholders against self-interested
Directors and managers
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Shareholders those that own the company
Directors Guardians of the Companys
assets for the Shareholders
Managers who use the Companys assets
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Primarily concerned with public listedcompanies i.e. those listed on a StockExchange
Focused on preventing corporate collapsessuch as Enron, Polly Peck and the Maxwellcompanies
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What relevance does it have to Africa wherethere are few public listed companies
Most companies are non-listed, privatefamily owned businesses where theshareholders and the managers are oftenthe same people
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Accountability
Fairness
Transparency
Independence
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Ensure that management is accountable tothe Board
Ensure that the Board is accountable toshareholders
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Protect Shareholders rights
Treat all shareholders including minorities,
equitably
Provide effective redress for violations
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Ensure timely, accurate disclosure on allmaterial matters, including the financialsituation, performance, ownership and
corporate governance
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Procedures and structures are in place so asto minimize, or avoid completely conflictsof interest
Independent Directors and Advisers i.e. freefrom the influence of others
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usama iftekhar(28)
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Good Board practices
Control Environment
Transparent disclosure
Well-defined shareholder rights
Board commitment
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Clearly defined roles and authorities
Duties and responsibilities of Directors understood
Board is well structured
Appropriate composition and mix of skills
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Appropriate Board procedures
Director Remuneration in line with best practice
Board self-evaluation and training conducted
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Internal control procedures
Risk management framework present
Disaster recovery systems in place
Media management techniques in use
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Business continuity procedures in place
Independent external auditor conducts audits
Independent audit committee established
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Internal Audit Function
Management Information systems established
Compliance Function established
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Financial Information disclosed
Non-Financial Information disclosed
Financials prepared according to International
Financial Reporting Standards (IFRS)
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Companies Registry filings up to date
High-Quality annual report published
Web-based disclosure
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Minority shareholder rights formalised
Well-organized shareholder meetings conducted
Policy on related party transactions
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Policy on extraordinary transactions
Clearly defined and explicit dividend policy
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The Board discusses corporate governance issues andhas created a corporate governance committee
The company has a corporate governance champion
A corporate governance improvement plan has beencreated
Appropriate resources are committed to corporate
governance initiatives
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Policies and procedures have been formalized anddistributed to relevant staff
A corporate governance code has been developed
A code of ethics has been developed The company is recognized as a corporate
governance leader
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Corporate Governance applies to all types oforganizations not just companies in the private sector
but also in the not for profit and public sectors
Examples are NGOs, schools, hospitals, pension
funds, state-owned enterprises
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Assurance That Actions Support Strategic Positions:Key strategic actions, such as mergers and
acquisitions, major new market entries, exiting
markets, closing plants.Monitoring Investment Decisions andCapital Investments
It is the responsibility of the corporate
board to review and understand thefinancial statements.
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Policy setting
Corporate governance is the system used to
direct and control organizations
Establishing Corporate StrategyAn organization's corporate board must be intimately
involved with establishing a clear definition for the
organization's purpose and desired outcomes
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Better access to external finance
Lower costs of capitalinterest rates on loans
Improved company performance sustainability
Higher firm valuation and share performance Reduced risk of corporate crisis and scandals
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THANKS