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what is the meaning of governance ?

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Question ajoutée par Majed AlKhudari - CIA , Finance Manager , Saudi Tianyuan for Food Industries LLC
Date de publication: 2013/05/05
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par Utilisateur supprimé

Dictionaries define Governance as the action, manner or way used to govern (i.e.
manage /rule/ ‎administrate).‎ My guess is that you are interested in knowing the definition of Corporate Governance! If this is the ‎case, then I can offer this article which I have written few years ago after researching the subject:‎ Corporate Governance 101‎ By: Wa’el F.
Bibi, CPA, CIA, CISA Definition:‎ There is a broad agreement on the need for and importance of Corporate Governance.
However, ‎there is no general agreement on its definition Examples of some definitions are as follows:‎  Some experts define corporate governance as “the way directors and outside auditors handle ‎their responsibilities toward shareholders.” Others have defined it as “doing every thing ‎better.” The president of the World Bank was quoted as saying “corporate governance is ‎about promoting corporate fairness, transparency and accountability.”‎  The Cadbury Committee of the UK defines corporate governance as “The system by which ‎Companies are directed and controlled.” ‎  The Toronto stock exchange defines it as “The process and structure used to direct and ‎manage the business and affairs of the Company with the objective of enhancing shareholder ‎value, which includes ensuring the financial viability of the business.
The process and structure ‎define the division of power and established mechanisms for achieving accountability among ‎shareholders, the Board of Directors, and management.
The direction and management of the ‎business should take into account the impact on other stakeholders such as employees, ‎customers, suppliers and communities.”‎  The OECD defines corporate governance as “The systems by which business corporations are ‎directed and controlled.
The corporate governance structure specifies the distribution of rights ‎and responsibilities among different participants in the corporation, such as, the board, ‎managers, shareholders and other stakeholders, and spells out the rules and procedures for ‎making decisions on corporate affairs.
By doing this, it also provides the structure through ‎which the company objectives are set, and the means of attaining those objectives and ‎monitoring performance.”‎ The OECD’s definition is the most comprehensive one and is widely adopted by organizations ‎worldwide.‎ Principles of Corporate Governance:‎ The OECD has recently issued revised principles of corporate governance, which can be summarized as ‎follows:‎ ‎1.‎ Ensuring the Basis for an Effective Corporate Governance Framework:‎ The corporate governance framework should promote transparent and efficient markets, be ‎consistent with the rule of law and clearly articulate the division of responsibilities among ‎supervisory, regulatory and enforcement authorities.‎ Principle Example: The legal and regulatory requirements that affect corporate governance ‎practices in a jurisdiction should be consistent with the rule of law, transparent and ‎enforceable.‎ ‎2.‎ The Rights of Shareholders and Key Ownership Functions:‎ The corporate governance framework should protect and facilitate the exercise of ‎shareholders’ rights.‎ Principle Example: Shareholders should have the opportunities to ask questions to the board, ‎including questions relating to external annual audit, to place items on the agenda of general ‎meetings, and to propose resolutions, subject to reasonable limitations.‎ ‎3.‎ The Equitable Treatment of Shareholders:‎ The corporate governance framework should ensure the equitable treatment of all ‎shareholders, including minority.
All shareholders should have the opportunity to obtain ‎effective redress for violation of their rights.‎ Principle Example: Insider trading and abusive self – dealing should be prohibited.‎ ‎4.‎ The Role of Stakeholders in Corporate Governance.‎ The corporate governance framework should recognize the rights of stakeholders established ‎by law or through mutual agreements and encourage active co-operation between ‎corporations and stakeholders in creating wealth, jobs, and the sustainability of financially ‎sound enterprise.‎ Principle Example: Stakeholders, including individual employees and their representative ‎bodies, should be able to freely communicate their concerns about illegal or unethical practices ‎to the board and their rights should not be compromised for doing this.‎ ‎5.‎ Disclosure and Transparency:‎ The corporate governance framework should ensure that timely and accurate disclosure is ‎made on all material matters regarding the corporation, including the financial situation, ‎performance, ownership, and governance of the company.
‎ Principle Example: External auditors should be accountable to the shareholders and owe a ‎duty to the company to exercise due professional care in the conduct of the audit.‎ ‎6.‎ The Responsibilities of the Board:‎ The corporate governance framework should ensure the strategic guidance of the company, ‎the effective monitoring of management by the board, and the board’s accountability to the ‎company and the shareholders.‎ Principle Example: Boards should consider assigning a sufficient number of non – executive ‎board members capable of exercising independent judgments to tasks where there is a ‎potential for conflict of interest.‎ According to the OECD, these principles are non – binding and do not aim at detailed prescriptions for ‎national legislation.
Rather, they seek to identify objectives and suggest various means for achieving ‎them.‎ The Importance of Corporate Governance.‎ From the above definitions and principles we can develop a broad understanding of the importance of ‎corporate governance for the corporations and the markets they operate in.
In conclusion, corporate ‎governance is important for the political, social and economic health of the country as a whole.
‎Examples of this importance can be illustrated as follows:‎ At the corporation level, corporate governance:‎  Improves the decision making process.‎  Improves ethical environment.‎  Improves internal controls.‎  Improves relationships between shareholders, mangers, directors and the board.
‎  Makes the company more attractive to investors.‎  Minimizes corruption.‎  Enhances shareholders’ value.‎  Protects minority shareholders.‎ At the country level, corporate governance:‎  Contributes to the attractiveness of the country in terms of inward investments.‎  Contributes to the efficiency of its capital markets.‎  Encourages domestic investment.‎  Helps create healthy private sector and contributes to the development of the national ‎economy.
Sources: OECD and many other specialized websites.‎

Hiyabu Tahir
par Hiyabu Tahir , HR ASSISTANT , AJYAL ALHADITHA

Governance refers to the processes and systems by which organizations, institutions, or governments are managed and make decisions.

Umer Saeed
par Umer Saeed , Security Consultation and Vulnerability Assessment , Entrepreneur

Governance is ultimately about the setting the corporate goal and then responsibly using provided resources, employing just measures and respecting defined limits striving to best achieve the corporate goal.

Ejaz Ahmed
par Ejaz Ahmed , Sr. Executive (Interanl Audit) , Bestway Cement Limited (Pakistan)

The art of handling and execution of business in a transperant and efficient manners.

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