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CHAPTER 3 - Functions of Corporate Governance: Oversight Functions

REFERENSI R3
1. INTRODUCTION
2. ROLE OF THE BOARD OF DIRECTORS 11 ROLES OF BOARDS
3. FIDUCAIRY DUTIES OF BOARD OF DIRECTORS
a. DUTY OF LOYALTY
b. DUTY OF CARE
c. OTHER
d. DUTY OF OBEDIENCE
e. DUTY OF GOOD FAITH
f. DUTY OF FAIR DISCLOSURE
g. FIDUCIARY DUTIES AND THE BUSINESS JUDGMENT RULE
h. EXAMPLE IN UK
4. BOARD ATTRIBUTES
a. AUTHORITY
b. LEADERSHIP
c. SEPARATION OF CHAIR AND CEO ROLES
d. LEAD/PRESIDING DIRECTORS
e. RESOURCES
f. BOARD INDEPENDENCE
g. DIRECTOR COMPENSATION/EQUITY HOLDINGS
h. OTHER
i. DIVERSITY OF THE BOARD OF DIRECTORS
j. AGE OF CEO AND DIRECTORS
k. FOUNDING FAMILY CEO
l. CEO AS BOARD MEMBERS
m. BOARD DECLASSIFICATION
n. NUMBER OF DIRECTORS
o. WHO CAN BE A DIRECTOR?
p. NUMBER OF DIRECTORSHIPS
q. NUMBER OF MEETINGS
r. DIRECTOR ATTENDANCE
5. BOARD SELECTION
a. BEST PRACTICES
6. BOARD OF DIRECTORS EDUCATION AND EVALUATION
7. DETERMINANTS OF AN EFFECTIVE BOARD 27 DETERMINANTS
8. BOARD ACCOUNTABILITY
a. SHAREHOLDERS
b. BOARD OPERATION
c. STRATEGIC DECISIONS AND PERFORMANCE
9. DIRECTOR LIABILITY

TAMBAHAN REFERENSI V 26-34
FAKHRI
EMIRAL

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