Corporate governance today is
one of the most discussed
topic, not only in the country, but in the world too, particularly
in view of certain major corporate failures like - Enron US (inflated
earnings, concealing debts in special purpose entities, dubious
accounting practices), Tyco US (looting by CEO, improper share deals evidence of
tampering and falsifying business records), WorldCom US
(accelerated revenue recognition), Paramalt Italy (false transaction recorded)
including India's biggest ever corporate fraud of Rs. 7,136 cr committed at
Satyam. This fraud is not just a case of
company involving in fraud but is apparently a an instance of the collective failure
of corporate governance system. As such, it is now incumbent on the
government, regulatory authorities and company managements to cooperate
and enforce the highest standards of corporate governance, both in letter
and spirit, so as to prevent such disasters. The silver lining in the Satyam
episode is that it had opened a window of opportunities for corporate
governance reforms in the country.
Corporate governance is a set of processes, customs, policies, laws
and institutions affecting the way a corporation is directed, administered
or controlled. It also includes the relationships among the many
stakeholders involved and the goals for which the corporation has been set up.
The principle stakeholders are the shareholders, management and board of
directors and other shareholders include customers, creditors, (e.g., bank
bondholders) employees, regulators and the community at
large. |