Any review of the structure and methodology to be applied to the vexing intersection between shareholders and directors and governance at SMEs should also focus on sound corporate governance, or the lack thereof, to be adhered to and exercised by such directors. who are also shareholders. This article will only deal with some of the read more..
We regularly hear or read about oppressive or prejudicial conduct against minority shareholders, by a company. Now bear in mind that the company cannot act - it is always its directors or executives who act on its behalf. So, for a company to be doing something oppressive or prejudicial, it has to be the directors read more..
The Minister of Trade and Industry published the Companies Amendment Bill 2018 - a draft amendment Bill to the Companies Act, No 71 of 2008 (Companies Act) - for public comment on 21 September 2018. A copy of the Bill can be downloaded here. We also referred to the Amendment bill in a recent post read more..
Front-line remuneration – focusing on what is sold is not enough. How the employee does the job is at least as important as what the employee does. How we incentivise and reward customer-facing staff is pivotal to company culture and customer outcomes. In many cases, variable remuneration arrangements incentivised behaviour that was adverse to customer interests. The read more..
As required by PAIA, I'm convinced that many private sector businesses have not yet published the PAIA Information Manual. Have you filed it yet? The PAIA The Promotion of Access to Information Act 2 of 2000 as amended (“PAIA“) in Section 51 requires the head of every private body to compile and publish a Manual containing read more..
Executives continue to get very well paid when companies do well, but also get very well paid when results are poor. Executive remuneration is lacking in symmetry with the performance of the enterprise. This gap between payment & performance and the short-term nature of these rewards incentivises an obsession with the short term, I think. read more..
The term "corporate governance". Where does it come from? Bob Tricker of The Corporate Policy Group says in his book Corporate Governance: Principles, Policies, and Practices that "50 Years ago we knew remarkably little about the reality of board-level behaviour. Many ideas are now being discussed around the world – improving strategic decision-making, alternative board structures read more..
Are stock options the root cause of all the major shortcomings of capitalism? Can we blame the incentives for the evils of capitalism? This article by Tim Cohen appeared in the Business Day in 2011 (2011-11-10 to be precise) already. Backlinking to the original article, unfortunately, is not available anymore. The Big Three He says, read more..
Corporate governance in South Africa differentiates between non-executive directors (“NED”) and independent directors (“ID”) of companies. An ID is defined as a person who has no interest, position, association or relationship with the company or its executives. NEDs by definition are neither full-time executives nor IDs. We will refer to both of these as NEDs read more..
Internal pressure is a pervasive threat to the internal audit's objectivity. Nothwithstanding this, the internal audit function of larger enterprises is critical for assessing the maintenance of good governance. It provides the audit committee and the board with a clear, unfettered view of internal compliance with company policies. Few people are aware that amongst internal read more..