CHAPTER 2:

CORPORATE GOVERNANCE
RESPONSIBILITIES AND
ACCOUNTABILITIES

Presented by:
Kathy Cabanig
Sophia Macaalay
Lyziah Lea Ricafort
 Introduction
The essence of any system of good governance lies in its ability to
promote transparency, accountability, fairness, and integrity in
decision-making processes. Good governance ensures that power is
exercised responsibly, ethically, and in the best interests of all
stakeholders, including shareholders, employees, customers, and the
broader community. It fosters trust, enhances organizational
performance, and sustains long-term value creation. Ultimately, the
essence of good governance is to establish frameworks and practices
that uphold the principles of justice, equity, and ethical conduct
while fostering sustainable growth and development.
 Does good governance require
absolute rules that must be adopted by
all organization?
 "There is no simple universal
formula for good governance."
 Parties InvolveD in Corporate
Governance: Their Respective BRoad Role
and Specific Responsibilities

1. SHAREHOLDERS

Broad Role:
Provide effective oversight through election of board
members, approval of major initiatives such as buying or
selling stock, annual reports on management
compensation, from the board.
 Parties InvolveD in Corporate
Governance: Their Respective BRoad Role
and Specific Responsibilities

2. BOARD OF DIRECTORS

Broad Role:
The major representative of stockholders to ensure
that the organization is run according to the
organization’s character and that there is proper
accountability.
What are the specific activities in of the
board of directors?
Where does the board of directors derive
its authority?
To whom is the board of directors
accountable?
 Parties InvolveD in Corporate
Governance: Their Respective BRoad Role
and Specific Responsibilities

3. NON-EXECUTIVES OR INDEPENDENT
DIRECTORS
Broad Role:
The same as the brode role of the entire board of
directors .
 Parties InvolveD in Corporate
Governance: Their Respective BRoad Role
and Specific Responsibilities

4. MANAGEMENT
Broad Role:
Operations and accountability. Manage the
organization effectively; provide accurate and timely
reports to shareholders and other stakeholders.
 Parties InvolveD in Corporate
Governance: Their Respective BRoad Role
and Specific Responsibilities

5. AUDIT COMMITTEE OF THE BOARD OF

DIRECTORS
Broad Role:
Provide oversight of the internal and external audit
function and the process of preparing the annual
financial statements as well as public reports on internal
control.
 Parties InvolveD in Corporate
Governance: Their Respective BRoad Role
and Specific Responsibilities

6. REGULATORS
A. Board of Accountancy
Broad Role:
Set accounting and auditing standards dictating
underlying financial reporting and auditing concepts; set
the expectations of audit quality and accounting quality
 Parties InvolveD in Corporate
Governance: Their Respective BRoad Role
and Specific Responsibilities

6. REGULATORS
B. Securities and Exchange Commission

Broad Role:
Ensure the accuracy, timeliness and fairness of public
reporting of financial and other information for public
companies.
 Parties InvolveD in Corporate
Governance: Their Respective BRoad Role
and Specific Responsibilities

7. EXTERNAL AUDITORS
Broad Role:
Perform audits of company financial statements to
ensure that the statements are free of material
misstatements including misstatements that may be due
to fraud.
 Parties InvolveD in Corporate
Governance: Their Respective BRoad Role
and Specific Responsibilities

8. INTERNAL AUDITORS
Broad Role:
Perform audits of companies for compliance with
company policies and laws, audits to evaluate the
efficiency of operations and periodic evaluation and tests
of controls
 Question

"Small business enterprises do not need

good governance" Do you agree?
 Conclusion

Successful corporate governance

depends upon successful management of
the company, as management has the
primary responsibility for creating a culture
of performance with integrity and ethical
behavior.
Thank
You