Exam 4: Corporate Governance: Founda Tion31 Luet

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What is the primary problem inherent in management control of the finn?

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The main problem with management control is that power is concentrated in the hands of the very group that stands to benefit the most from that power.Managers' interests are closely tied to the finn--their livelihood,potential wealth,and status all emanate from the company.This is the seed of the agency problem.Instead of running the company for the primary benefit of the owners,as managers' fiduciary duties demand,the managers tend to start operating the business for their personal interests

Should directors be held personally liable in cases of corporate misconduct?

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A firm answer to this question would obviously depend on the specific circumstances involved,but in a general sense,the answer is yes.Yes,they should at least be subject to personal liability if the facts warrant it.Board members,by acceptance of their positions,accept a fiduciary responsibility to the firm's shareholders.They also accept certain levels of duty toward other stakeholders.If directors fail to meet those duties out of "gross negligence" they should be held personally accountable.

In the grand scheme of things,the interests of the investing public are more important than those of the management team.

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Shareholders' control is manifested primarily in the right to select the CEO of the company.

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The board's compensation committee has responsibility for

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The micro level of legitimacy refers to achieving and maintaining legitimacy by conforming to societal expectations for

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Companies that elected to provide meaningful information to shareholders and securities professionals without also informing small investors were practicing

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The primary purpose of the Sarbanes-Oxley Act is to

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There is some early evidence that the Sarbanes-Oxley Act has made little difference in the attention fmancial executives pay to shareholder reports.

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Describe how the separation of ownership and control carne about.

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Boards have recently improved in all of the following ways except

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During the past forty years,corporate boards have become more diverse.

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Personal liability for a corporate board member means that

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Forecast how society would change if business did lose its macro level oflegitimacy.

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Which of the following is not on the ranking of red flags that signal board problems?

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What are the two main issues associated with CEO pay?

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Audit committees arguably have the most responsibility of all board committees.

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The group that is elected by shareholders to govern and oversee management is the

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Although initially,companies did not object to the compliance costs of Sarbanes-Oxley,after 10 years experience with the law,they now object strenuously

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What is the difference between an owner and an investor?

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