PRESENTATION 7:

CORPORATE GOVERNANCE & ETHICS

GROUP MEMBERS:

NUR IZZATI AHMAD SAFRI

GROUP: BC6A PREPARED FOR: MADAM KHAMSI CHE ABDUL HAMID

2009126393

Company Xs chairman noted that a number of staff have been receiving New Year hampers from the companys contractors. He said I do understand and accept that in business, it is normal to actively promote friendliness, often through gifts or entertainment. I however, wish to define and draw the line to instill a sense of honesty, transparency, accountability and good judgement at all levels of staff in the company.

Question (a)
Prepare the companys code of ethics: Policy on Gifts/Entertainment, taking into account the wishes of the chairman. In the code of ethics, you are required to explain the general stance of the company regarding gifts/entertainment, also give clear guides and examples to help the staff in differentiating what would be permitted, discouraged, and prohibited by the company

Introduction
Code of Ethics A written set of guidelines issued by an organization to its workers and management to help them conduct their actions in accordance with its primary values and ethical standards.

Transparency

- Approach to corporate
mgmt that emphasize as much disclosure of information as possible to regulator and stake holder

Accountability - Obligation of an individual

or organization to account for it activities, accept responsibility for them, and to disclose the results in transparent manner

Honesty

-refused to lie, steal,

or deceive in any way

Keyword

Company Xs code of Ethics: Policy on Gifts/Entertainment Extracted Company Xs Gifts and Entertainment Policy:
The term business gifts in this policy includes business entertainment, as well as gift items. The giving business gifts is a customary way to strengthen business relationships and, with some restrictions, is lawful business practice. It is company X policy that company employees may give and receive appropriate, lawful business gives in connection with their company X work with commercial customers and other non governmental practice, provided that all such gives are nominal in value and not given or received with the intend or prospect of influencing the recipient's business decision making

Examples of gifts that can be permitted.

The gift never exceeds the equivalent of RM100.

The giving of ceremonial gifts on a festival or at another special time

Gifts which is not offered /accepted with an expectation of reciprocity.

Are provided voluntarily and do not intend to create influence.

Promotional gifts which displays the companies logo.

Gifts offered in connection or participation in events.

Examples of gifts and circumstances which are discouraged by the company.

The gift that given will cause any inconvenience to the recipient. Perishable gift

Examples of gifts and circumstances which are prohibited by the company.

Any gift or entertainment is offered with the intention to receive something in return. Any gift of cash or cash equivalent (such as gift certificates, loans, stock, stock options).

Any gift or entertainment that would be illegal

Attendance at adult entertainment clubs, or other non-appropriate events.

Alcohol and tobacco

Tickets for an event (such as athletics, theatrical or cultural) if the suppliers does not attend

Out of Company Xs Gifts and Entertainments Policy

If you are offered or receive a gift, from our business partner, which does not comply with this Policy, please undertake the following actions:

Where possible do not accept the item informing the business partner of Xs Gifts Policy

If cannot reject the gift, due to cultural sensitivity(for example), inform line or HR manager and make official records of the gift.

Where possible store the gift in a secured on-site location and make arrangement to donate the item to a recognised charity following approval of Financial Director, Managing director, and Human Resource Manager.

Question (b) whistleblowing

Whistleblowing is a term used to describe the disclosure of information that one reasonably believes to be evidence of contravention of any laws or regulation or information that involves mismanagement, corruption or abuse of authority.

Question (b) Enhance the code of the company

The company should strictly prohibited business gifts in cash or money to avoid interpreted as bribery. Company should come out with rules and regulations that strictly emphasize on the activity relating to the bribery such as promising to give money. Thus, by emphasizing this rule and regulation the companys members may fear to do such activity and the problem of giving money as business gifts can be prevented.

Cont
The company should lay down regulation that the business gift should be given or receive reasonably This is also to prevent the company to come with problem of bribery, whereby from knowing the reason why the gifts are given to respective employee. Help to avoid from rising issue of bribery in the organization. Thus, by providing such regulation the company may prevent organizational members to involve in immortal, illegal or wrongdoing issue in the company.

c) Explain how a company should react to a whistleblowers allegation

The objective of an internal whistleblowing program are - To encourage employees to bring legal and ethical and legal violations they are aware of to an internal authority so that action can be taken immediately to resolve the problem - To minimize the organizations exposure to the damage that can occur when employees circumvent internal mechanisms. - To let employees know the organization is serious about adherence to code of conduct. The barriers to a successful internal whistleblowing program are - A lack of trust in the internal system - Unwillingness of employees to be snitches - Misguided union soliditary - Belief that management is not held to the same standard - Fear of retalitiation

Continued
Allegations that may form Whistleblower claims Internal business practices that are inconsistent with generally accepted accounting principles. Falsification, alteration or substitution of company records. Violation of the Company Code of Conduct including : - Conflict of Interest - Inaccuracy of books and records. - Insider trading - Collusion with competitors. - Money laundering - Data protection Infringements - Corruptions and bribery Authorizing, directing or participating in significant ethical violations. Deliberately concealing significant ethical violations or deliberately withholding relevant information concerning a significant ethical violation.

Create a Policy - A policy about reporting illegal or unethical practice should include:
* Formal mechanisms for reporting violations, such as hotlines and mailboxes * Clear communications about the process of voicing concerns such as a specific chain of command or the identification of a specific person in the organization, for example an ombudsman or a human resource professional. * Clear communications about bans on retaliation

Protection of Whistleblower
The company need to keep the name of the whistleblower in secret in order to make sure that they are not threaten by the wrong doing and feel secure to perform their task in the office because some of their friends in the office might have conflict with them later. Besides that, dont blame the messenger. It is not always easy to treat complaining employees with respect, particularly if they are alleging misconduct that is disturbing. You may not want to believe that illegal activity is going on with your company, but, taking frustration out on the employee who raises the issue will only lead to trouble. Instead, treat the complaint as an opportunity to make changes that is necessary to bring your workplace back in line.

 Get Endorsement from Top Management

Top management, starting from the CEO, should demonstrate a strong commitment to encourage whistleblowing. This message must be communicated by line managers at all levels, who are trained continuously in creating an open door policy regarding employee complaints.

Publicize the Organizations Commitment

To create a culture of openness and honesty, it is important that employees hear about the policy regularly. Top management should make every effort to talk about the commitment to ethical behavior in memos, newsletters and speeches to company personnel. Publicly acknowledging and rewarding employees who pinpoint ethical issues is one way to send the message that management is serious about addressing issues before they become endemic

 Investigate and Follow Up

Managers should be required to investigate all allegations promptly and thoroughly and report the origins and the result of the investigation to a higher authority. For example, at IBM, a long standing open door policy requires that any complaint received must be investigated within a certain number of hours. Inaction is the best way to create cynicism about the seriousness of an organizations ethics policy.

Access the Organizations Internal Whistleblowing System.

Find out employees opinions about the organizations culture vis a vis its commitment to ethics and values. For example, Sears conduct an annual employee survey related to ethics. Some questions are : Do you believe unethical issues are tolerated here? Do you know how to report an unethical issue?

Conclusion
One of the principle reasons to blow the whistle on illegal or unethical activities is to protect the public, colleagues or others from risk. The more immediate and the more significant the risk, the more important to take action efficiently. When companies engage in activities that could cause physical or mental harm to people, or environmental damage, many believe it is your duty to make those activities known.

For many potential whistle-blowers, the conflict of interest between serving one's company, co-workers and friends and protecting the public is very real and challenging. You must weigh the possible damage to your working relationships and your career against the merits of blowing the whistle in a given situation. Many people feel a sense of loyalty to their company that prohibits whistle-blowing. Others simply are too burdened by the thought of making bold accusations against an employer.

Reference
Rezaee, Z. (2009), Corporate Governance & Ethics, United States: John Wiley & Sons Inc. Rashidah.(2006), Effective Corporate Governance. UPENA