Monday, July 11, 2016

Questions about Corporate Governance

Corporate Governance will be my best friend for the next three weeks starting today. After the sessions today and a little bit of additional resource viewing, a couple of questions come to mind.

1. Where do we draw the line when allowing corporate governance provisions to vary by country?

This came up while discussing Question 7 of the Revision Kit of P1 during the seminar this afternoon. A group of classmates suggested that we should allow corporate governance provisions to vary by country as, presumably, they believe that there are more pros than cons in doing so.

This was asked with reference to the fiasco at Malaysia Airlines Berhad (formerly known as Malaysia Airline System Berhad) in which the former CEO, Mr Mueller, put forth the explanation that many staff had to be laid off as many of them were sleeping on the job.

Certain Malaysian groups insisted, and still insist, that such laziness is the culture in Malaysia. Certain other more radical groups are even saying that the culture in Malaysia dictates that a Malaysian company should be run by a Malay. All this sounds absolutely absurd to me.

So, given such premises, where do we draw the line between good corporate governance and pandering to local foolishness?

2. How can we ensure that the people who make unethical decisions should be directly accountable for such actions?

Currently still reading up on this. Monks & Minow (2011) are most insightful. Their book, Corporate Governance, 5th ed., is actually the source of this question.

"Did you ever expect a corporation to have a conscience, when it has no soul to be damned, and nobody to be kicked?"
Lord Chancellor of England Edward First Baron Thurlow (1731-1806)
English jurist
Source: J. Poynder, Literary Extracts, (1844) Vol. 1, page 268.