GOVERNANCE

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A2.docx

We move from the ideas of defining governance and its origins as well as looking at the Board of Directors structure and management compensation issues.   We now concern ourselves with specific "agents" or "influences" or "players" who shape the reality of applying corporate governance in the firm.  These players, for example, include the accountants who audit the firm, lenders who impose loan covenants, rating agencies who perform risk assessment and security analysts who work either for a retail broker or for a mutual fund.

I would suggest that you pick one of these parties and discuss their role in shaping corporate governance.  For example, regulatory agencies will have an impact on the form and implementation of corporate governance policy at Wells Fargo for many years to come after the revelations of the past two years concerning some of their sales practices.  Recall the material I sent last week regarding the impact of the Federal Reserve on the composition of the Wells Board of Directors.

Your interest lies in understanding how any one of these parties impact the actual governance process of the firm.  Companies do not operate in a vacuum where they have a clean piece of paper to write and adopt a governance policy.  Instead, they have to accommodate a number of external "influences" who may or may not agree on the shape or implementation of the governance policy for a given firm.

http://www.accounting-degree.org/scandals/

http://www.sarbanes-oxley-101.com/sarbanes-oxley-compliance.htm

https://www.pwc.com/us/en/cfodirect/issues/accounting-reporting.html

https://pcaobus.org/Pages/default.aspx

https://www.ifrs.com/