CORPORATE GOVERNANCE

SUBMITTED BY SUBMITTED BY : KARAMVEER SINGH (06519301709) : SUNIL KUMARI

CHAPTERISATION
CHAPTER 1 : INTRODUCTION - MEANING OF PEPSI AND COKE - ABSTRACTION OF PEPSI AND COKE - INTRODUCTION OF PEPSI AND COKE. CHAPTER 2 CHAPTER 3 CHAPTER 4 : RESEARCH & METHEDOLOGY : DATA ANALYSIS : BIBLIOGRAPHY

Abstract
While recent high-profile corporate governance failures in developed countries have brought the subject to media attention, the issue has always been central to finance and economics. The issue is particularly important for developing countries since it is central to financial and economic development. Recent research has established that financial development is largely dependent on investor protection in a country de jure and de facto. With the legacy of the English legal system, India has one of the best corporate governance laws but poor implementation together with socialistic policies of the prereform era has affected corporate governance. Concentrated ownership of shares, pyramiding and tunneling of funds among group companies mark the Indian corporate landscape. Boards of directors have frequently been silent spectators with the DFI nominee directors unable or unwilling to carry out their monitoring functions. Since liberalization, however, serious efforts have been directed at overhauling the system with the SEBI instituting the Clause 49 of the Listing Agreements dealing with corporate governance. Corporate governance of Indian banks is also undergoing a process of change with a move towards more market-based governance.

Introduction to corporate governance

Corporate governance is nothing more than how a corporation is administered or controlled. Corporate governance takes into consideration company stakeholders as governmental participants, the principle participants being shareholders, company management, and the board of directors. Adjunct participants may include employees and suppliers, partners, customers, governmental and professional organization regulators, and the community in which the corporation has a presence. Because there are so many interested parties, its inefficient to allow them to control the company directly. Instead, the corporation operates under a system of regulations that allow stakeholders to have a voice in the corporation commensurate with their stake, yet allow the corporation to continue operating in an efficient manner. Corporate governance also takes into account audit procedures in order to monitor outcomes and how closely they adhere to goals, and to motivate the organization as a whole to work toward corporate goals. By using corporate governance procedures wisely and sharing results, a corporation can motivate all stakeholders to work toward the corporations goals by demonstrating the benefits, to stakeholders, of the corporations success. Primarily, though, corporate governance refers to the framework of all rules and relationships by which a corporation must abide, including internal processes as well as governmental regulations and the demands of stakeholders. It also takes into account systems and processes, which deal with the daily working of the business, reporting requirements, audit information, and long-term goal plans.

Meaning
Corporate governance is the set of processes, customs, policies, laws, and institutions affecting the way a corporation (or company) is directed, administered or controlled. Corporate governance also includes the relationships among the many stakeholders involved and the goals for which the corporation is governed. The principal stakeholders are the shareholders, management, and the board of directors. Other stakeholders include employees, customers, creditors, suppliers, regulators, and the community at large. Corporate governance is a multi-faceted subject. An important theme of corporate governance is to ensure the accountability of certain individuals in an organization through mechanisms that try to reduce or eliminate the principal-agent problem. A related but separate thread of discussions focuses on the impact of a corporate governance system in economic efficiency, with a strong emphasis on shareholders welfare. There are yet other aspects to the corporate governance subject, such as the stakeholder view and the corporate governance models around the world.

Evolution
This conference will appeal to academics, policy makers and business/industry professionals. Corporate governance has evolved during the last two decades and has had a tremendous impact on all countries and business organisations. The conference will provide a forum in which delegates can interact and network, with the topic areas being at the forefront of corporate governance developments in an international context. There will be a panel of keynote speakers comprising Professor Marc Goergen (University of Sheffield Management School), Professor Bob Tricker and Fianna Jesover (Senior Project Manager, Corporate Governance, OECD), and presentation of papers by leading academics in the field. Sir Adrian Cadbury will be attending the event as the External Advisor of the Centre for Corporate Governance Research. Papers will be presented on a wide range of corporate governance topics covering areas such as the development of corporate governance codes; boards of directors, board committees, executive remuneration, corporate performance and corporate governance, institutional investors, rights and responsibilities of shareholders, interests of stakeholders, corporate governance in SMEs, corporate governance and private equity firms, sovereign funds, etc. There will be a Best Paper Prize for the best paper presented at the conference.

Origin
We reason that agency theorys behavioral assumptions may too closely reflect the US institutional context to explain the governance heritages that exist elsewhere. We propose that what constitutes opportunistic behavior and what can be done to limit it may vary due to differences in national background and formal institutions. We then test the validity of this nationally bounded model using historical sociology analysis of three nations whose corporate governance heritages are believed to differ (USA, Sweden, and France). Specifically, we review their political, cultural, and economic institutions to explore the different ways that their governance practices have evolved and infer causes for these historical variations.

Objectives for the study

1.)TO STUDY ORIGIN AND HISTORY CORPORATE SOCIAL RESPONSIBILITY. OF

2.) TO STUDY THE DISTINCT FEATURES OF CORPORATE SOCIAL RESPONSIBILITY. 3.) TO EXPLAIN THE TRAITS OF CORPORATE SOCIAL RESPONSIBILITY. 4.)TO FIND THE STRATEGY FOR DEVOLOPMENT OF CORPORATE SOCIAL RESPONSIBILITY.

RESEARCH METHODOLOGY
Descriptive research

Descriptive research is used to obtain information concerning the current status of the phenomena to describe what exists with respect to variables or conditions in a situation. The methods involved range from the survey which describes the status quo, the correlation study which investigates the relationship between variables, to developmental studies which seek to determine changes over time

Exploratory data
Exploratory research provides insights into and comprehension of an issue or situation. It should draw definitive conclusions only with extreme caution. Exploratory research is a type of research conducted because a problem has not been clearly defined. Exploratory research helps determine the best research design, data collection method and selection of subjects. Given its fundamental nature, exploratory research often concludes that a perceived problem does not actually exist.

Explanatory Research
When we encounter an issue that is already known and have a description of it, we might begin to wonder why things are the way they are. The desire to know "why," to explain, is the purpose of explanatory research. It builds on exploratory and descriptive research and goes on to identify the reasons for something that occurs. Explanatory research looks for causes and reasons. For example, a descriptive research may discover that 10 percent of the parents abuse their children, whereas the explanatory researcher is more interested in learning why parents abuse their children.

Conclusive Research
As the term suggests, conclusive research is meant to provide information that is useful in reaching conclusions or decision-making. It tends to be quantitative in nature, that is to say in the form of numbers that can be quantified and summarized. It relies on both secondary data, particularly existing databases that are reanalyzed to shed light on a different problem than the original one for which they were constituted, and primary research , or data specifically gathered for the current study.

The present research is of explanatory in nature.

Data analysis
Primary data
Primary data is the data which is collected by the researcher directly from his own observations and experiences. For example, if the researcher conducts a survey for the collected of data then it is known as primary data.

Secondary data
Secondary data is data that has already been collected and collated by somebody for some reason other than the current study. It can be used to get a new perspective on the current study, to supplement or compare the work or to use parts of it, as another study may prove costly and time consuming e.g. the census.

The present study is based on secondry data.

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