CORPORATE GOVERNANCE

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CORPORATE GOVERNANCE The Oxford English Dictionary defines ‘governance’ as ‘the act, manner, fact or function of governing, sway, control’. ‘To govern’ is ‘to rule with authority’, ’to exercise the function of government’, ‘to sway, rule, influence, regulate, determine’, ‘to conduct oneself in some way; curb, bridle (one’s passions, oneself)’, or ‘to constitute a law for’. Governing is, therefore, a whole range of actions, initiatives and response patterns - from rule through influence to self-control and self-regulation. By inference it includes ‘driving’ as well as ‘steering’. Therefore, in seeking to define governance and the purpose it is to acheive, it is necessary to give adequate consideration to its antitheses – ‘freedom’ and ‘individualism’. Governance as such has been largely taken for granted in the past. Something that does not require a systematic and detailed analysis, ‘efforts’ or ‘commitment’ of resources. For most of human existence governance has been imposed on the majority by a small elite, this form of governance depended on curtailing the freedom of the ruled in order to maximize the power of the rulers. The monopolizing of power by rulers made it virtually impossible for defects in governance either to be recognized by the ruled or to be challenged by them. Governance has gone by default since regimes did not share decisions with their subjects but left them to suffer the consequences of failure. In more recent times the growth of democracy together with the waning of communism and other extreme regimes has led to increasing concern at undue concentrations of power and its misuse. The loss or depreciation of long – accepted models has created intellectual turmoil and a search for better processes of governance. Thus emerged the modern concept of governance based on the foundation that untrammeled personal freedom is akin to lawlessness. Such an employment of personal freedom requires a strict internal discipline or self – governance that is rare. If we admit the concept of original sin, we are faced with the need for a code of morality and a process of self – governance. As Geoff Mulgan suggests ‘morality is a word that can be notoriously abused’. Thus making self – governance an imperfect art and a shaky foundation for the governance of ‘ groups ‘. As corporate’s realised this, new models of governance came to the fore... ... middle of paper ... ...ards and auditors; · Traditionally, a company’s directors have been tasked with the role of choosing and monitoring its managers. But this is a moot exercise unless the directors also have the power to effect change. Directors should go beyond a basic “watchdog” role, to foster effective policies and act in a strategic capacity. Ideally, directors should have a recognized role in governing the corporation. Companies are increasingly reliant on the wider community which surrounds them, which in turn needs the support and resources which few others apart from companies can give. This is a stakeholding relationship which good governance needs to recognise and which can make a company distinctive to those who deal with it. Companies which share values with their wider communities are likely to generate sustainable profitability to share with them also.New structures are needed to reflect new and more complex relationships. Today, at the close of the century, corporate governance is still an important tool for monitoring performance and enhancing value even though the ultimate shape of this tool is in the process of being forged.

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