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[ct]Contents [con]Introduction 00 [#] 1 Corporate governance ¿ the historical background Pre-modern times 00; Emergence of the pre-modern corporation 00; The modern corporation 00; Emergence of the ¿corporate governance¿ concept 00; Theories of corporate governance 00; The Cadbury Report 00; Sarbanes¿Oxley 00; Notes 00 [#] 2 Corporate governance in the United States Sarbanes¿Oxley (SOX) 00; Review of SOX 00; NYSE corporate governance rules 00; Overseas companies listed on the NYSE 00; Notes 00 [#] 3 Corporate governance in the EU OECD corporate governance 00; Statutory framework for corporate governance in Europe 00; Non-statutory corporate governance in Europe 00; Financial reporting and audit convergence 00; Notes 00 [#] 4 Corporate governance in the UK ¿ the statutory framework The UK limited liability company 00; The Companies Act 2006 00; Overview of the structure of the Companies Act 2006 00; Core provisions of the Companies Act 2006 00; Notes 00 [#] 5 Corporate governance in the UK ¿ the non-statutory framework Cadbury, Greenbury and Hampel 00; Turnbull 00; Myners 00; Hyperactivity 00; Smaller companies sector 00; Notes 00 [#] 6 The Listing Rules and the Combined Code on Corporate Governance Sanctions available to the UKLA 00; Requirement to comply with the Combined Code 00; The Combined Code on Corporate Governance 00; Notes 00 [#] 7 Duties of directors What are directors? 00; Fiduciary duties 00; Statutory provisions relating to company directors 00; Meetings of directors 00; Delegation of powers 00; Notes 00 [#] 8 The board A1 The board 00; A2 Chairman and chief executive 00; A3 Board balance and independence 00; A4 Appointments to the board 00; A5 Information and professional development 00; A6 Performance evaluation 00; A7 Re-election 00; Notes 00 [#] 9 The company secretary Company secretary ¿ statutory framework 00; Notes 00 [#] 10 Directors¿ remuneration Directors¿ remuneration ¿ statutory framework 00; Directors¿ remuneration ¿ non-statutory framework 00; Notes 00 [#] 11 The Combined Code and financial reporting The statutory framework for financial reporting 00; Accounting standards 00; Auditor¿s report 00; Audit qualifications 00; Note 00 [#] 12 Risk management Risk management and corporate governance 00; Risk assessment and risk management 00; Risk assessment 00; Controls 00; Risk management 00; BIS and Basel 2 00; Basel 2 and operational risk 00; ERM framework 00; COSO ERM framework 00; Notes 00 [#] 13 Internal control and the Turnbull Guidance Internal controls and audit 00; COSO 00; PCAOB 00; Turnbull: guidance on internal control 00; Notes 00 [#] 14 The audit and auditors Regulation of auditors 00; The EU perspective 00; Statutory audit framework 00; The auditor¿s liability 00; What is internal audit? 00; What is IT audit? 00; Notes 00 [#] 15 The audit committee Audit committee 00; Appointing auditors 00; Internal auditors 00; Note 00 [#] 16 Relations with shareholders Statutory framework for relations with shareholders 00; Shareholder relations ¿ non-statutory framework 00; Notes 00 [#] 17 Corporate governance in the UK public sector The UK public sector 00; The Nolan Report ¿ the Committee on Standards in Public Life 00; UK Audit Commission on UK public sector corporate governance 00; Who is responsible for corporate governance in the public sector? 00; Local government 00; Health 00; Targets, regulation, inspection and audit 00; The Good Governance Standard for Public Services 00; Audit committees in the public sector 00; Public sector risk management 00; Public¿private sector partnerships 00; Notes 00 [#] 18 IT governance IT governance defined 00; The information economy and intellectual capital 00; Competitiveness 00; Compliance risk 00; Information risk 00; Project governance 00; What is in an IT governance framework? 00; IT steering committee 00; Enterprise IT architecture committee 00; IT audit 00; Notes 00 19 Corporate social responsibility OECD Guidelines 00; UK approach to CSR 00; CSR reporting standards 00; Notes 00 [#] Appendices: Appendix 1 Table of contents: the Companies Act 2006 00 Appendix 2 The Combined Code on Corporate Governance 00 Appendix 3 Corporate Governance Guidelines for AIM Companies 00 Appendix 4 Summary of the Nolan Committee¿s First Report on Standards in Public Life 00 Appendix 5 Model terms of reference 00 Appendix 6 Directors¿ Remuneration Report Regulations 2002, Schedule 7A 00 Appendix 7 Useful websites 00 Appendix 8 Useful and further reading 00 [#] Index 00
Library of Congress Subject Headings for this publication:
Corporate governance -- Law and legislation.
International business enterprises -- Law and legislation.
Corporate governance -- Law and legislation -- Great Britain.