Corporate governance is the structure practices, procedures and processes that businesses employ to ensure accountability and manage risk. Its goal is to provide an outline for long-term success while reducing the risk of financial losses, waste, risks and corruption.
Transparence, fairness, and diversity are the fundamental principles of corporate governance. These principles stem from the belief that all stakeholders including employees and shareholders should be treated fairly and equally by the board and management. This includes establishing, maintaining and creating a formal, transparent procedure to select and oversee key board members and executives' performance. It also involves ensuring that the remuneration of the top executives and the board is in line to the long-term interest of the business and providing the necessary supervision to avoid conflicts of interest.
Transparency is about being transparent and willing to communicate accurate information to all stakeholders, including shareholders. This includes the willingness of an organization to communicate both positive and negative news. It also implies publishing this information on regular basis and making it accessible.
Depending on the nature of the company, different boards and comittees could play a role in corporate governance. However, it is usually the duty of the board to establish and oversee a formal system for governance. If the board structure combines the chair and CEO and the CEO, it is also the responsibility of the board to appoint the director who is the leader or presiding. It should be independent of the chair and serve for a specific period of time set by the board. The director who is the lead must also implement the policies and procedures for governance that are compatible with the legal, regulatory, and corporate culture of the business.
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