Introduction
to Corporate Governance
Increased
amount of corporate scandals in the corporate world makes firms pay much
attention to the significant impact of stakeholders on the corporation’s
financial success and development. Scandals like Adecco , Parmalat, Toshiba, wells
Fargo brough much needed attention towards corporate behavior of firms. (Hurst, 2004) Existing examples of
misconducts by the corporate employees question how the corporate ethics
efforts can be improved and also to be socially responsible and be sustainable
as a business. Internally well governed and responsible organizations mean good
corporate citizens. When an organization is not well governed and not being
practicing proper corporate practices, those organizations are unlikely to be
conscious about society which is the first step towards CSR. Corporations Image
reflects its values and the way of doing business. The main elements of
corporate governance can be identified as Corporate social responsibility,
Ethics, Finance and will be looking into each component to analyze what needs
to be done to become sustainable.
There are
many different definitions for the corporate governance. OECD states that,
corporate governance is the center of any organization in improving efficiency,
growth as well as boosting the investor confidence. (OECD, 2014). Some considers CG
as the ways of shareholders getting an assurance on the good return on their
investment. (vishny, 1997). In simplest terms, corporate
governance Is the way an organization is directed and controlled. The ongoing
pandemic has shown how the corporates all over the world has shown
mismanagements and not following the principles of corporate governance and
therefore operating under huge losses or fallen bankrupt. However, last few
years there are new and revised CG codes which ask for better alignment in corporate
activities to achieve more sustainable and equitable economy. (pain, 2019). Corporate
governance consists of many elements such as CSR, ethics, finance. Governance
of all these elements is vital to achieve sustainability in business.
Corporate
Social Responsibility and Sustainability
CSR is a
continuous process with a vison to be responsible for corporate actions and
encourage positive outcome to the environment, consumers, employees, society
and in other words to all the stakeholders of the company. CSR is based on four
factors. Those are accountability, transparency, competitiveness and
responsibility. In some researches it is argued that CSR is an additional cost
to the corporation which puts the firm in competitive disadvantage (friedman,
1970)
Based on agency theory another study has shown that engaging in CSR with valuable
company resources create managerial benefits rather than benefits to
shareholder wealth. In reality evidence suggest that CSR can have many positive
impacts as Generating investments, retaining and attracting higher quality
employees and access to the valuable resources, brand recognition and most importantly
to be sustainable in business. Consumers have already begun making their
purchasing decisions based on firm’s social and environmental reputation.
Consumers have shown greater purchase likelihood as well as longer term loyalty
behaviors with the companies with greater CSR initiatives. Surveys have
indicated that 61% of consumers would purchase products from a company with
higher CSR score. Some organizations use CSR as a marketing strategy to enhance customer
satisfaction and using CSR as strategic component which emphasizes the role of information asymmetry
and how CSR is used as a product differentiation strategy. CSR is a framework of
procedures and corporate policies which result in benefits of workplace, individual,
organization and the community. Therefore, rather than pursuing profit, firms
should invest in people & plant so the profits will automatically follow. To
have sustainable competitive advantage and survival of a business, corporate
governance, corporate commitment, social participation and environment
protection elements are required. World corporate citizenship award is for the
businesses that fulfill above mentioned 4 elements.
Pandemic can
be the turning point of corporations. While corporations measure their success
with revenue, profit and shareholder return countries use GDP growth. However,
this is the time look back and think whether the approach is correct as we see considerable
damage to the whole world including breaches in global boundaries. In next 25
years, global GDP is expected to be doubled. If the same growth pattern is
continued, then the impact of environment and society is going to be extremely
high. Pandemic has taught the lesson that thriving is more important than growing
as the price to pay for growth can be devastating. Issues such as millions of
people losing their jobs, extreme Income inequality are few examples of where
current corporate governance practices has failed to bring sustainability to
the organizations as well as to the society. (coilgton, 2020) The concept called doughnut
economics (model shown in below figure) is designed to thrive while using the resources but regenerating and
not abusing the global boundaries. Model consists of 2 rings which the inner
ring is the basic society needs and outer ring is the global boundaries. Purpose
of economic growth is to ensure people live in ecologically safe and better
world but as currently we are far beyond it as per the model. In the business
perspective leaders of any organization need to have better understanding of
the purpose of the firm as well as need to make sure that has been communicated
to the employees. Also need to make sure structure of the firm is not in breach
of global boundaries. Firms need to make sure that all stakeholders are satisfied
and fairly paid. CSR is to be practiced in everyday operations to thrive and be
sustainable while practicing good CG.
Corporate
Ethics
In the
context of modern world corporate ethics has become an important part to a good
corporate governance. Since the firms have interdependent relationships between
the society, maintaining the firm’s image is crucial toward al the stakeholders
of the firm. Researchers have found that performance and capabilities are poor
on the organizations where there are lack of ethics (leonard, 1998) . Ethics is the way to
educate employees of the ethical culture of the firm. Communicating and
enforcing them should be on the basis of strengthening the corporate culture
The incident
of Watergate case brought the importance and popularity to the corporate ethics
in 1977. (stevens, 1994) Since then and even in recent years
there were corporate scandals of reputed firms due to unethical conduct. These
resulted in reduction of their popularity, tarnishing of the firm’s reputation
and consequence downturn in corporate value. Ethical conduct of an organization
can help increase their performance as well as the image. Building
relationships and trust inside and outside of the firm are the questions of
corporate governance in the ethical point of view. Ethical approach can be defined
as predefined set of principles and practices. Even though firms concentrate on
maximizing profits, the means of maximizing should be with in ethical limits.
There are studies which shows the difference between legal and ethical
components. Legal approach can be considered as the set of limits of ethics (arjoon, 2005)
However,
there are several studies done which highlights issues. Corporate codes of
ethics can be very different from region to region and from country to country. Cultural differences
also affect corporate behavior towards ethical conduct (enderle, 1997) subject of ethics
get more complex due to the fact of different structures of ethics, therefore
to succeed in implementing code of ethics, universal moral standards to be
included. Therefore, it is difficult to define standards and establish correspondences
as the subject of business ethics is strongly related to cultural and social
context where firms operated and should consider all possible facts in
implementing CE to maximize performance of corporations in order to be sustainable
in business
Corporate
finance
Corporate
governance and finance are two sides of same coin. Main aim of proper corporate
governance is for the benefit of entire organization, but to achieve this it is
very important to organize finance in proper manner. All the efforts finally
will be reflected in financial statements that can be relied upon. Importance
of working capital is paramount. Planning and controlling of current
liabilities and assets help prevent from working with less current assets which
is not enough to fulfill the requirements (eda, 2009).
Cash conversion cycle which is the transition of money to goods and back to
money is the key component in analyzing efficiency of WC management. Working
capital management is considered as simple and straight forward means which
covers activities related a to vendors, customers and products. Depending on
the company’s WCM policy, regardless of being conservative or aggressive, it is
important to decide its impact on profitability. Most importantly by focusing
on payments, collection and inventory holding period policies give better
financial capability in this volatile, uncertain, complex and ambiguous world. The
level of holding cash is a managerial discretion, however this can create
unnecessary tension on shareholders because the managers can misuse the cash on
interest of their own which benefits only them Current growth theories
suggest that Everyone benefits by the growing economy due
to trickle-down effect. However, in 2017 the average S&P 500 CEO
compensation package was 312 times that of the average worker in the company. AstraZeneca
CEO scandal is one example in recent present where he received a huge payment.
In last 15 years the number of poor working people has significantly increased specially
in US and EU. Trickle-down effect can’t be seen.
. Effective corporate governance mechanisms concentrated on sustainability can
prevent these conflicts of interest. (Saravanan, 2019) It is time to reset the clock towards
achieving sustainability.
Finally, here are the million-dollar
questions..
πWhat is your company’s corporate structures, operations management,
finance management actions and are they propelling your organization
towards sustainability goals?
πWhat actions should organizations take to be responsible in corporate
behavior and protect investors, customers, employees, and the public from
injury and loss caused by corporate acts?
πIs your organization’s CSR, just for the name sake or does your organization
really want to make a difference and create purpose
References
Anne anderson, P. g., 2009. A cross-country
comparison of corporate governance and firm performance. Journal of
Contemporary Accounting and Economics , Volume 5(2), pp. 61-69.
arjoon, 2005. Corporate
Governance: An Ethical Perspective. Journal of business Ethics, 61(4),
pp. 343-352.
Cernat, l.,
2004. The emerging European corporate governance model: Anglo-Saxon,
Continental, or still the century of diversity?. Journal of European
Public Policy.
eda, m.
&., 2009. Relationship between Efficiency Level of Working Capital
Management and Return on Total Assets in Ise. International Journal of
business management, Volume 4, pp. 109-114.
enderle,
1997. A Comparison of Business Ethics in North America and. A european
review, pp. 33-46.
friedman,
1970. The Social Responsibility of Business Is to Increase Its Profits, New
york: Newyork Times.
hart, 1995.
Corporate Governance: Some Theory and Implications. The economic Journal, 105(430),
pp. 678-689.
Hurst, 2004.
Governance ans Social Responsibility: Comparing European Business Practices
to those in the United States. corporate ethics, Volume 1, p. 68.
leonard, C.
a., 1998. Can corporate codes of ethics influence behavior?. Journal of
business ethics, Volume 17, pp. 619-630.
OECD, 2014. OECD
Better policies for better lives. [Online]
Available at: https://www.oecd.org/daf/ca/corporategovernanceprinciples/31557724.pdf
[Accessed 2021].
Saravanan,
P., 2019. Does corporate governance influence the working capital management
of firms: evidence from India. international Journal of corporate
governance, Volume 10.
stevens,
1994. An Analysis of Corporate EthicalCodes Studies: Where do we go from
here?. The journal of business ethics, 30(2), pp. 63-69.
vishny, s.
&., 1997. A survey of corporate Governance. The journal of finance.
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