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Lesson 16 B1aB1bB3bB3cB5aB5cB5fB5gB6aB3a

Corporate governance codes

In this 16-minute lesson, you'll learn how corporate governance codes are shaped by different countries and why they vary so dramatically across the world.

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In this lesson

  1. 0:00 Corporate governance codes overview
  2. 0:37 Factors influencing governance code design
  3. 2:25 UK principles-based approach explained
  4. 5:25 US rules-based Sarbanes-Oxley Act
  5. 8:00 Governance in non-profit organisations
  6. 9:25 Family business governance structures
  7. 11:28 Joint stock company governance requirements
  8. 12:48 Practical governance recommendations example
  9. 14:18 Institutional investors' governance influence

About this lesson

You'll explore the key factors that influence code design—including legal frameworks, economic conditions, cultural values, and international standards—and compare two contrasting approaches through real-world examples: the UK's principles-based model and the US's rules-based approach following Sarbanes-Oxley. The lesson breaks down the core elements of effective governance codes, starting with the UK Corporate Governance Code's emphasis on board independence, clear division of responsibilities between CEO and chair, shareholder engagement, and robust audit processes. You'll then examine how the US took a stricter, legislated approach after the Enron scandal, introducing mandatory oversight boards, auditor independence requirements, and criminal penalties for fraud. This comparison shows you how crisis and culture shape governance differently. Beyond listed companies, you'll discover how governance principles apply to non-governmental organisations, family-run businesses, and joint stock companies—each with unique challenges like succession planning and managing the agency problem. The lesson includes a practical scenario where you'll see how to recommend governance procedures for a real business situation, and you'll learn why institutional investors matter: their engagement—or lack of it—can significantly influence how well governance actually works in practice.

Duration: 16m

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