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Presented by
D. Mohammed Ali Meeran
G. Manavu @ Karthick
P. Helen Jasmine
S. Saranya
ïntroduction
‡ Separation of ownership and management
‡ The relationship between owners and
managers is expressed
‡ The managers act as agents for owners
and they takes positive view of managers
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‡ Rights and equitable treatment of shareholders
‡ ïnterests of other stakeholders
‡ Role and responsibilities of the board
‡ ïntegrity and ethical behavior
‡ Disclosure and transparency
'  
   

'xternal


corporate

governance controls
encompass the controls external stakeholders
exercise over the organization.
‡ competition
‡ debt covenants
‡ demand for and assessment of performance
information (especially financial statements)
‡ government regulations
‡ managerial labor market
‡ media pressure
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ïn order to influence the directors, the


shareholders must combine with others to
form a significant voting group which can
pose a real threat of carrying resolutions
or appointing directors at a general
meeting.
R  
A barrier to shareholders using good
information is the cost of processing it,
especially to a small shareholder. The
traditional answer to this problem is the
efficient market hypothesis (in finance, the
efficient market hypothesis ('MH) asserts that
financial markets are efficient), which suggests
that the small shareholder will free ride on the
judgments of larger professional investors.
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inancial accounts form a crucial link in


enabling providers of finance to monitor
directors. ïmperfections in the financial
reporting process will cause
imperfections in the effectiveness of
corporate governance. This should,
ideally, be corrected by the working of
the external auditing process.
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‡ Role of the Board of Directors and Director
Responsibilities
‡ Selection of Chairman
‡ Lead Director
‡ Size of Board
‡ Director ïndependence
‡ Board Membership Criteria
‡ Directors Who Change Their Present Job
Responsibility
‡ Term Limits
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