The Corporate Governance Code for Polish Listed Companies

Author(s):  
Maciej Dzierzanowski ◽  
Piotr Tamowicz
Author(s):  
Derek French

This chapter surveys corporate governance. It identifies the key problem of the separation of ownership and control in companies that are not owner-managed. Shareholders are seen as the owners of the company but directors manage the company and can do so for their own benefit rather than the shareholders’. There is a list of the numerous legal controls on directors, which are studied in other chapters. There is discussion of two ways of looking at directors, either as stewards who must account for their actions to the owners or as entrepreneurs whose wealth-creating work deserves reward. The UK Corporate Governance Code, which applies to premium listed companies, is discussed, as is shareholder activism.


2017 ◽  
Vol 17 (5) ◽  
pp. 896-912 ◽  
Author(s):  
Padmanabha Ramachandra Bhatt ◽  
R. Rathish Bhatt

Purpose The purpose of this paper is to study the effect of Malaysian Code on Corporate Governance (MCCG, 2007 and 2012) on the performance of the listed companies in Malaysia. The agency theory and resource dependency theories indicate that the firms with strong corporate governance outperform firms with weaker governance. This paper explores this relationship in a developing country like Malaysia having different institutional environment compared to western countries. Design/methodology/approach The study used a sample of 113 listed companies in Malaysia. The study incorporates the endogenous relationship between corporate governance, firm performance and leverage. Findings The study analyzes how the corporate governance framework affected firm performance in Malaysia with the help of self-developed corporate governance index (MCGI). The authors’ findings show that the performance of the firm is positively and significantly related with corporate governance measured by MCGI. Secondly, corporate governance of sample firms shows marked improvements after implementation of MCCG 2012 as compared to MCCG 2007. Originality/value The findings of this paper support the agency and the resource dependency theories. The study contributes to the understanding of the relationship between the corporate governance and firm performance in emerging economy and builds a case for enforcement of strong corporate governance code by government agencies.


Author(s):  
Theodor Baums

Although corporate governance codes have spread across the European Union and beyond, and are regularly revised and adapted to changing national and international expectations of investors and other stakeholders, some important questions have not yet been unanimously answered. Two of these ongoing debates are addressed in this chapter. First, where should the line be drawn between statutory provisions and corporate governance codes as an instrument of self-regulation? Second, what is the rationale behind the idea of independent directors? In particular, how should independence be understood in relation to board members: independent of the incumbent management and company or independent of a controlling shareholder? The chapter discusses both questions using the example of the German Corporate Governance Code.


Author(s):  
Derek French

This chapter surveys corporate governance. It identifies the key problem of the separation of ownership and control in companies that are not owner-managed. Shareholders are seen as the owners of the company but directors manage the company and can do so for their own benefit rather than the shareholders’. There is a list of the numerous legal controls on directors, which are studied in other chapters. There is discussion of two ways of looking at directors, either as stewards who must account for their actions to the owners or as entrepreneurs whose wealth-creating work deserves reward. The UK Corporate Governance Code, which applies to premium listed companies, is discussed, as are shareholder activism and investor stewardship.


2017 ◽  
Vol 22 (1) ◽  
pp. 153-176

This abstract relates to the following paper: KlumpesP., LedlieC., FaheyF., KakarG. and StylesS. Incentives facing UK-listed companies to comply with the risk reporting provisions of the UK corporate governance code. British Actuarial Journal. doi: 10.1017/5135732/716000180


2011 ◽  
Vol 8 (4) ◽  
pp. 225-235
Author(s):  
Zain Al Abdin Sharar

This article provides an overview and brief comparative analysis on the degree of compliance of Qatar’s corporate governance framework with the OECD Principles of Corporate Governance 2004. The objective of the article is to formulate a number of specific recommendations to the QFMA which will further strengthen the corporate governance framework in Qatar. In 2009 the Qatar Financial Market Authority (QFMA) introduced the Corporate Governance Code (the QFMA Code). Driving the introduction was the recognition by the Qatari authorities of the importance of having a well-structured and mandated corporate governance framework to provide a platform for market integrity and efficiency as well as to facilitate economic growth.1 While the QFMA Code is not yet prescriptive, it encourages listed companies to consider and voluntarily implement the policies to the extent appropriate, having regard the company’s particular circumstances.


This work attempts to state the law of England and Wales relating to the duties and liabilities of directors of companies, both civil and criminal. The most important elements of the legal framework affecting these matters are the company’s constitution and the Companies Act 2006, but particular aspects of a director’s conduct may engage other statutory provisions (eg Insolvency Act 1986 or criminal legislation). Common law rules and equitable principles provide the background that informs the interpretation of the legislation and the assessment by the court of a director’s conduct. Also relevant are ‘industry standards’ such as the UK Corporate Governance Code, which applies to listed companies, and guidance from the Financial Conduct Authority (FCA) for companies subject to its regulation.


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