CODE OF CONDUCT OR ETHICS FOR A MANAGER OR CEO

Integrity being morally upright, difference between professional and

mercenary
Impartiality- fair treatment to issues, unprejudiced manner
Responsive to public interest- very important
Accountability- responsibility for all actions, accountable to stakeholders
Honesty no cheating, stealing, free from untruthfulness
Transparency- being frank, their actions should be understood to all.
ROLE OF THE CHIEF EXECUTIVE OFFICER OF A COMPANY

1. The Chief Executive Officer shall, at all times, conduct himself or herself in
an honest and ethical manner, including the ethical handling of actual or
apparent conflicts of interest between personal and professional
relationships.
2. The Chief Executive Officer is responsible for full, fair, accurate, timely and
understandable disclosure in the public, including both written and oral
disclosures, statements and presentations.
3. It shall be the responsibility of the Chief Executive Officer to promptly bring
to the attention of the Companys Board or Audit Committee any material
information of which he or she may become aware
4. The Chief Executive Officer shall not, directly or indirectly, take any action
to coerce, manipulate, mislead or fraudulently influence any independent,
public or certified public accountant engaged in the performance of any
audit or review of the financial statements of the Company:
5. The Chief Executive Officer will bring to notice significant deficiencies or
control weaknesses likely to adversely affect the Companys ability to
record, process, summarize and report financial information.

6. The Chief Executive Officer shall promptly bring to the attention of the
Companys appropriate authority any information he or she may have
concerning any violations of this Code of Ethics.
7. The Chief Executive Officer shall bring to notice any criminal misconduct to
the appropriate legal authorities for prosecution.
Ethical Problems faced by managers/ CEOs
Ethical problems in business represents a direct conflict
between the economic performance of an organization and
social obligations.
Hence the manager is put in a dilemma of choices. He has to
:
1. Protect the loyal employees
2. Aim at organizational goals
3. Maintain the competitiveness of the organization
4. Bring efficiency in production
5. Improve the financial performance of the employees
The performance of the organization depends on the
companys vision statement and CEO of the company. But the
performance of the manager depends on how well he manages
his dilemmas. In this context 7 failures of managers/CEOs
on ethical issues have been identified:
1. Blindness: He does not see the problems around him. This
may be due to ignorance, lack of analytical ability,
deliberately seeing the other way.
2. Muteness: He does not talk ethics/ he simply speaks but
does not follow.
3. Inconsistent: He does not follow uniformity

4. Paralytic: he is unable to take decisions because of fear

5. Hypocrisy: He does not stick to values. He delegates his
responsibilities to others.
6. Schizophrenia: (Psychotic disorder characterized by
distortion of reality) He has different set of values for
different situations.
7. Complacency: He thinks that he can do no wrong. He is
satisfied with himself
Impact of CEO on business culture
1. Manipulative: Policies are short term and amoral. Means are
justified by their end results
2. Bureaucratic: Rule book is followed, human side is totally
ignored.
3. Professional: corporate culture is followed, organization is
lead by consensus decision
4. Effective: Promotion of leadership skills and self actualization
in members. Moral decisions are taken.