The word corporate governance is liberally used by many in the industry and has become a subject of intense discussion all over the world. Different definitions have been provided by various individuals/groups, which have given rise to questions like what is corporate governance? Its need, expectations and who is responsible for it? While discussing corporate governance, the focus remains mainly on the board of directors and financial aspects giving an impression that corporate governance is related only to these aspects though it is not so. In any organization, there are different entities. It is essential to understand the relationships and influences among different entities of an organization to understand the function of corporate governance. This paper attempts to provide a comprehensive definition of corporate governance after taking a cybernetic view of the function and applying the concepts of the Viable Systems Model developed by Stafford Beer. A cybernetic view of corporate governance while bringing in clarity also leads to a more complete and viable definition of corporate governance, fulfilling the purpose of this paper.

The word ‘corporate governance’ is liberally used by many in the industry and has become a subject of intense debate and discussion all over the world. Different views are expressed and explanations given with regard to corporate governance, which have given rise to certain basic questions like what is corporate governance? What is the need for corporate governance? Who is responsible for corporate governance?

Corporate governance in institutions has existed since time immemorial. Earlier social responsibility rested with the rulers (i.e., the kings), who had the responsibility of governing the kingdom.1 In earlier times, the welfare of the people and society was taken up by the ruling class. In the current day scenario, the welfare of people is the responsibility of the government, elected by the people. In current scenario, the responsibility of governing lies with the government, like it was with the kings/rulers during the earlier times. In the current times, a new player referred to as the private sector has come up. The private sector responsible for corporate governance in the respective corporations. Though it may not be directly responsible for the welfare of the people it has a big role to play in the welfare of the society.

Corporate Governance Journal, Viable System Model (VSM), Corporate Governance (CG), Investors, Board of Directors, Enable Human Satisfaction, Societal Expectation.