 The relationship between shareholders ,

Management and the board in determining

the direction and performance of the
corporation.
 It represents the processes through which
ultimate corporate authority and
responsibility are shared and exercised by
shareholders , directors and management to
ensure that the firm delivers value to its
stakeholders, particularly shareholders.
 Corporate governance is the system of rules,
practices and processes by which a company
is directed and controlled.

 Corporate governance essentially involves

balancing the interests of a company's
many stakeholders, such as shareholders,
management, customers, suppliers,
financiers, government and the community.
 Corporate governance is also concerned with the
mechanisms, processes and relations by which
corporations are controlled and directed.

 Governance structures and principles identify the

distribution of rights and responsibilities among different
participants in the corporation (such as the board of
directors, managers, shareholders, creditors, auditors,
regulators, and other stakeholders) and includes the rules
and procedures for making decisions in corporate affairs.

 Corporate governance includes the processes through

which corporations' objectives are set and pursued in the
context of the social, regulatory and market environment.
 Governance mechanisms include monitoring
the actions, policies, practices, and decisions
of corporations, their agents, and affected
stakeholders.
 Corporate governance practices are affected
by attempts to align the interests of
stakeholders.
 Rights of shareholders-respect shareholders by
communicating proper information.

 Equitable treatment of shareholders-encourage to

participate in meetings.

 Roles of stakeholders in corporate governance-

employees ,investors ,suppliers ,customers .

 Responsibilities of board-ensure all risk are reduced

and give proper guidance and advice for business.

 Disclosure and transparency-it helps to improve the

understanding of the structure and activities of
enterprises to employees and stakeholders,
 Integrity and ethical behaviour-organisations
should develop a code of conduct for their
directors and executives that promotes
ethical and responsible decision making.
 Responsibility of managing business by board
i.e between shareholders and company’s
management
 CEO leads senior management team
 Chairperson to evaluate the performance of
senior executives
 Appointment of directors by shareholders
 Company should be socially responsible and
to produce environment friendly products.
 The Objectives Of Corporate Governance.
Transparency in corporate governance is
essential for the growth, profitability and
stability of any business.

 The Indian Companies Act of 2013

introduced some progressive and transparent
processes which benefit stakeholders,
directors as well as the management of
companies.
 Every organization has various stakeholders
such as: directors, employees, shareholders,
customers, suppliers etc.

 These stakeholders are important for the

productivity and efficiency of the
organizations.

 But the sharing of information with

stakeholders is only possible through
good corporate governance.
 Importance of social responsibility- to protect
the rights of customers , employees
,shareholders , suppliers ,local communities.

 Globalization-companies are selling their

goods in global market.

 To avoid scams , frauds, and corrupt

practices company have started corporate
governance
 As a public company limited by
guarantee, Scope is committed to maintaining
the highest standards of corporate
governance and maintaining transparency
and accountability to its stakeholders.
 The social responsibility of business towards
shareholders or investors:

 Provide reasonable return on their investment.

 Protect their investment.
 Increase the market value of their shares by
making a fair profit and by building a good
image of the business.
 Regularly provide an up-to-date, accurate and
full information on the working of business.
 Treat all shareholders fair and equally well
without any bias or partiality.
 Take necessary steps to expand the business.
 Carry out research and development (R&D)
activities to innovate and improve products
and/or services.
 The decision taken by organisation should be
transparency with the board.
 The information must be timely and accurate
information to be provided to board
members.
 Effective communication must be done
between board of directors.
 Organisation must consider board of
directors advice and provide independence in
decision making on strategy.
The success of an organization is built off of the
trust of customers, employees and the general
public. The best way to gain that trust is to
demonstrate ethics and integrity in business
practices.
 Integrity is an internal system of principles
which guides our behaviour .rewards are
intrinsic. Integrity is a choice. When we are
acting with integrity we do what is right-
even when no one is watching.

 Ethics is an external system of rules and laws.

there are rewards when we follow rules and
punishments when we break them.
 Every business in every industry has
guidelines to which its employees must
adhere
 Behaviour
 Integrity
 Accountability
 Teamwork
 commitment
 Corporate transparency describes the extent
to which a corporations’s actions are
observable by outsiders.

 Transparency is one of the key steps to

corporate governance and ensures
management will not engage in improper or
unlawful behaviour .
 To achieve transparency a company should
adopt accurate accounting methods , make
full and prompt disclosure of company
information and make disclosure of conflict
of interests of the directors or controlling
shareholders.
 Corporate governance in India can be
attained by a proper understanding of
strengths and weaknesses in the corporate
governance practices in India.
 The enactment of the companies act 2013
was major development in corporate
governance in 2013.

 The new act replaces the companies act,

1956 and aims to improve corporate
governance standards simplify regulations
and enhance the interests of shareholders.
 The companies act , 2013 introduces new
definitions relating to accounting standards,
 auditing standards,
 financial statement,
 independent director,
 interested director,
 key managerial personnel,
 voting right,
 corporate social responsibility
 Fraud investigations
 Auditors
 Disclosure and reporting