Critique on Unpublished Price Sensitive Information - Kotak Committee Report on Corporate Governance

2017 ◽  
Author(s):  
Shikha Rawal
2015 ◽  
Vol 5 (3) ◽  
pp. 295-300
Author(s):  
Yuri Biondi

Abstract This note comments on the Sergakis (2015)’s proposal to amend the ‘comply and explain principle’ concerning corporate governance disclosure through the introduction of a review panel in charge to supervise the disclosure process. Our preliminary economic analysis focuses on the review task that is foreshadowed for this panel that may be established at the macro- or the micro-level. Accordingly, we conclude that the Panel composition, including representatives for stakeholders inside and outside the firms, is critical to discover and obtain disclosure of sensitive information. In fact, although supervised by a review panel, the ‘comply or explain’ mechanism appears still quite unable to obtain disclosure of information that threatens the majority of vested interests represented in the panel.


2015 ◽  
Vol 30 (8/9) ◽  
pp. 812-869 ◽  
Author(s):  
Sherrena Buckby ◽  
Gerry Gallery ◽  
Jiacheng Ma

Purpose – Communication of risk management (RM) practices are a critical component of good corporate governance. Research, to date, has been of little benefit in informing regulators internationally. This paper seeks to contribute to the literature by investigating how listed Australian companies disclose RM information in annual report governance statements in accordance with the Australian Securities Exchange (ASX) corporate governance framework. Design/methodology/approach – To address this study’s research questions and related hypotheses, the authors examine the top 300 ASX-listed companies by market capitalisation at 30 June 2010. For these firms, the authors identify, code and categorise RM disclosures made in the annual according to the disclosure categories specified in ASX Corporate Governance Principles and Recommendations (CGPR). The derived data are then examined using a comprehensive approach comprising thematic content analysis and regression analysis. Findings – The results indicate widespread divergence in disclosure practices and low conformance with the Principle 7 of the ASX CGPR. This result suggests that companies are not disclosing all “material business risks” possibly due to ignorance at the board level, or due to the intentional withholding of sensitive information from financial statement users. The findings also show mixed results across the factors expected to influence disclosure behaviour. While the presence of a risk committee (RC) (in particular, a standalone RC) and technology committee (TC) are found to be associated with some improvement in disclosure levels, the authors do not find evidence that company risk measures (as proxied by equity beta and the market-to-book ratio) are significantly associated with greater levels of RM disclosure. Also, contrary to common findings in the disclosure literature, factors such as board independence and expertise, audit committee independence and the usage of a Big-4 auditor do not seem to impact the level of RM disclosure in the Australian context. Research limitations/implications – The study is limited by the sample and study period selection as the RM disclosures of only the largest (top 300) ASX firms are examined for the fiscal year 2010. Thus, the findings may not be generalisable to smaller firms or earlier/later years. Also, the findings may have limited applicability in other jurisdictions with different regulatory environments. Practical implications – The study’s findings suggest that insufficient attention has been applied to RM disclosures by listed companies in Australia. These results suggest RM disclosures practices observed in the Australian setting may not be meeting the objectives of regulators and the needs of stakeholders. Originality/value – The Australian setting provides an ideal environment to examine RM communication as the ASX has explicitly recommended RM disclosures areas in its principle-based governance rules since 2007 (Principle 7). This differs from other jurisdictions where such disclosure recommendations are typically not provided and provides us with a benchmark to examine the nature and quality of RM disclosures. Despite the recommendation, the authors reveal that low levels and poor RM communication are prevalent in the Australian setting and warrant further investigation.


Author(s):  
Andrea Prat

This chapter provides a brief survey of the economic literature on transparency. The conceptual tool used by economists is the principal-agent model, a game-theoretic setting in which transparency corresponds to the ability of the principal to observe what the agent does. Holmström (1979) provides a powerful and general rationale for full transparency. One can argue that the increase in accountability is not sufficient to offset other drawbacks such as the violation of privacy, the direct cost of disclosure, or the revelation of sensitive information. Alternatively, one can attack the link between transparency and accountability: it is not necessarily true that more disclosure makes the agent behave better. Holmström showed that, in a world of complete contracts, the more the principal knows about the agent, the better the agent behaves. Some objections to Holmström – the right to privacy, the direct cost of disclosure, the risk that hostile parties learn sensitive information – are perfectly valid, but they find limited application in politics, corporate governance, and other important areas.


2006 ◽  
Vol 3 (4) ◽  
pp. 24-34 ◽  
Author(s):  
Steven M. Mintz

This paper compares corporate governance principles in the US, UK, and Germany. The U.S. and UK represent shareholder models of ownership and control whereas in Germany a stakeholder approach to corporate governance provides greater input for creditors, employees and other groups affected by corporate decision making. Recent changes in the US and UK as evidenced by the Sarbanes-Oxley Act and a variety of reports including the Cadbury Committee Report recognize the importance of a more independent board of directors, completely independent audit committee, and strong internal controls. In Germany, some of these initiatives have been suggested as well. The U.S. can learn from their British counterparts and endorse governance advances such as to separate out the role of the chair of the board of directors and the CEO. Other changes that would strengthen governance in the U.S. include to: limit the number of boards on which a person can serve; recognize the rights of stockholders to nominate directors; and give shareholders a more direct role in board oversight. The U.S. should consider adopting some of the German attributes in their governance system by incorporating employees and employee representative groups into the oversight process. After all, it was the employees that worked for Enron who suffered the most as a result of corporate fraud including a loss of jobs and the near wipe-out of their 401K retirement plans


2016 ◽  
Vol 1 (No. 1 Oct 2016) ◽  
pp. 81-96
Author(s):  
Muhammad Mamun

The study analyzes customer perceptions regarding the ethical standards of corporate governance of the Islamic banks in Bangladesh. The customers were found to have positive perceptions regarding the board of directors’ competence, shariah board members’ expertise and top management team’s effectiveness to discharge Shariah laws. The clients very strongly agreed that their bank followed the Islamic principles. The customers responded positively regarding ethical disclosures of information by their banks. The study noted that the (Ed. note: should “the be changed to “each”?) bank had an effective and transparent mechanism to handle complaints, conflict management, and occurrences due to lack of due care. Interestingly the clients were found to rely more on newspapers, rather than each bank’s website or e-mails for price-sensitive information. The customers were found to be positive regarding the regulatory body’ position in regulating Islamic banks. The overall perception of the respondents regarding ethical corporate governance of the banks was found to be positive.


2021 ◽  
Vol 20 (1) ◽  
pp. 39-60
Author(s):  
Mohd Danial Afiq Khamar Tazilah ◽  
◽  
Muhammad Majid ◽  
Azeyan Awee ◽  
Adam Arif Lee Aik Keang ◽  
...  

Corporate governance has been proven to be an effective mechanism in managing business operations that have major impact on the financial performance, increase investor confidence level and goodwill. Past studies have focused more towards the relationship between corporate governance and financial performance among various industries including financial services. However, limited studies explored in overseeing the performance of Islamic financial services in relation to the implementation of Shariah governance principles since 2010 which are fully governed by the Central Bank of Malaysia. Hence, this research aimed to investigate the relationship between corporate and Shariah governance characteristics (board size, board independence, CEO duality, size of the Shariah Committee and disclosure of the Sharia Committee Report) and bank performance (return on equity) among Islamic banks in Malaysia. A total of 16 Islamic banks listed in Bursa Malaysia were selected and data from the annual reports were collected and analysed from 2011 to 2018. This research shall provide greater insights to various stakeholders and shareholders as the potential investors. It gives better and clear understanding of the functions of both corporate and Shariah governance in enhancing the performance and operation activities of Islamic banks in Malaysia.


ASHA Leader ◽  
2005 ◽  
Vol 10 (13) ◽  
pp. 40-40
Author(s):  
Sheryl C. Amaral ◽  
Emily M. Homer ◽  
DeAnne W. Owre
Keyword(s):  

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