Corporate Governance, Values & Ethics Unit 1: Prof. S R Prasad

Corporate Governance,
Values & Ethics

Unit 1
Prof. S R Prasad
Prof. S R Prasad: MBA 042

1
Corporate Governance:, Values & Ethics
Corporate Governance
• 19th century: century of entrepreneurship
• 20th century: century of management
• 21st century: the century of governance
Prof. S R Prasad: MBA 042 Corporate

2
Governance:, Values & Ethics
Need of Corporate Governance
• Corruption/ Scams/ Frauds/ Misappropriation
– Telecom
• Unethical behavior of individuals
– Citi Bank Fraud
– Radiagate
• Unethical practices of organizations
– Enron, Aurther Anderson, Madoff, Satyam

3
• Corporate failures-BCCI, Maxwell,

Enron, Worldcomm
• Expanding scale/size of businesses
• Increasing number/categories of
stakeholders
• Globalization of business

4
• Privatization of government-owned
businesses esp. utilities, infrastructure
• M&As, strategic alliances-need for due
diligence
• Regulatory requirements/ expectations
• Societal concerns, social audit, CSR

5
• Corporate Governance is made of two words
– Corporate
• A corporation is a formal business association
• It has a publicly registered charter
– Memorandum & Articles of Association
• It is a separate legal entity
• It has its own privileges, and liabilities
– Distinct from those of its members
– Governance
• Governance in its widest sense refers to how any
organization, including a nation, is run
• It includes all the processes, systems, and controls that are
used to safeguard and grow assets

6
• Corporate Governance is the set of
– Processes, customs, policies, laws, and institutions
that affect the way a corporation (or company) is
directed, administered or controlled.
• Corporate Governance includes
– Relationships among the many stakeholders
involved
– Goals for which the corporation is governed

7
Corporate Governance Definition
• “Corporate Governance is the system by
which companies are directed and
controlled…”
– Cadbury Report (UK), 1992
• “…to do with Power and Accountability: who
exercises power, on behalf of whom, how the
exercise of power is controlled.”
• Sir Adrian Cadbury, in Reflections on Corporate
Governance, Ernest Sykes Memorial Lecture, 1993

8
• “Corporate governance involves a set of
relationships between a company’s management, its
board, its shareholders and other stakeholders ..also
the structure through which objectives of the
company are set, and the means of attaining those
objectives and monitoring performance are
determined.”
– Preamble to the OECD Principles of Corporate Governance, 2004

9
• “…fundamental objective of corporate
governance is the ‘enhancement of the long-
term shareholder value while at the same
time protecting the interests of other
stakeholders.”
– SEBI (Kumar Mangalam Birla) Report on Corporate

Governance, January, 2000

10
• Trusteeship obligations inherent in company
operations, where assets and resources are
pooled and entrusted to the managers for
optimal utilization in the stakeholders’
interests.
– Mahatma Gandhi

11
History of Corporate Governance
Ancient India
• Kautilya’s governance
– Concept of governance cannot be completed without
acknowledging the contribution of the most
celebrated scholar of ancient India, Kautilya and his
Niti Shastra a discussions on administration and
management
• Ramayana
– Provide the maximum happiness for the maximum
number of people for the maximum period, based on
the principles of Dharma – righteousness and moral
values
12
West
 Adam Smith, in his book Wealth of Nation in 1776
recognized the danger and need for Corporate Governance.
He said that the directors of such companies, however, being the
managers rather of other people’s money than of their own, it
cannot well be expected that they should watch over it with the
same anxious vigilance with which the partners in a private
co-partnery frequently watch over their own.
“Negligence and profusion, therefore, must always prevail, more
or less, in the management of the affairs of such a company.”
— Adam Smith, Wealth of Nations 1776

13
West
• Cadbury Commission: Cadbury Code
• OECD (Organization for Economic Co-
operation and Development)
• SOX Act of USA (Sarbanes-Oxley Act, 2002)

14
An Evolving Concept
• Initially, focus was on integrity of financial reporting
• Next fundamental issues of board responsibilities got

included
Cadbury: “the system by which companies are
directed and controlled.”
• Largely voluntary: “comply or explain”, not “comply

or else”. Regulation by the markets.

15
An Evolving Concept
First international initiative – by OECD,
“Corporate Governance – Improving
Competitiveness and Access to Capital
Markets”, 1998
• Sustainability of performance
• Corporate Social Responsibility- Rights of all
stakeholders recognized by law or agreements.
• Co-operation in creating wealth and jobs.
A key factor in economic development
• Governments to play their role.
16
An Evolving Concept
Commonwealth Association for Corporate
Governance- ethical dimension; call to
devise codes of good practice to establish
standards of behavior in public and private
sectors:
• Reducing corruption, promoting ethical standards
• Greater transparency
• Public sector equally included
Principles for Corporate Governance in
Commonwealth (1999) -15 general principles
17
An Evolving Concept
World Bank took up the cause:
• Flow of investment to countries and companies
that establish good standards
• Role of institutional investors emphasized-
California Public Employees' Retirement System
(CalPERS) own code of corporate governance
• World Bank promoted Global Forum for Corporate
Governance.
• James Wolfensohn, “The proper governance of
companies will become as crucial to the world
economy as the proper governing of countries.”

18
India
– CII Code of Desirable Corporate Governance, 1998
-first effort, max 10 companies, audit committee
– Kumar Mangalam Birla Committee on Corporate
Governance,2000, SEBI -half NEDs, audit committee,
remuneration committee, consolidated a/c
– N R Narayana Murthy Committee on Corporate
Governance, SEBI- ethical dimension, training of
directors, code of conduct, risk management,
directors’ report, whistle blower
– Naresh Chandra Committee on Audit and
Governance, Recommendations part of Companies
(Amendment) Bill, 2003
– Dr. J J Irani Committee on new company law, Lead to
SEBI Clause 49

19
GOI Measures
• 1999 amendments- unpaid dividend a/c,
nomination of shares
• 2000 amendments: big leap-audit committee,
postal ballot, directors’ responsibility statement,
disqualification of directors
• Vanishing companies’ prosecution
• Serious Fraud Investigation Office; investigations
by CAs
• E-Governance

20
SEBI Measures
• Insertion of Clause 49 in listing agreement
– Independent Directors
– Code of conduct
– Compliance report
– Audit Committee
– Disclosure of Accounting Treatment
– Whistleblower Policy
– Subsidiary Company
– Contingent Liability
– Related Company
– Certification of CEO/ CFO
– Corporate Governance Report
21
Objectives of Corporate Governance
• Align corporate goals with that of its stake
holders (shareholders, society etc.)
– Make Profit
– Protect Environment
• Strengthen corporate functioning & avoid
mismanagement
• Specify responsibilities of the board of
directors and managers in order to ensure
good corporate performance
22
Principles of Corporate Governance
• Fairness
– To all stakeholders
• Transparency
– All transactions disclosed timely, accurately & adequately
• Accountability
– To all stakeholders of proper and fair use of authority
• Independence
– Decisions based on business bias rather than personal bias
• Sharing
– Adequate reporting to all stakeholders of affairs of corporate
• Risk Assessment & Risk Management/ Containment
– Understand the underlined risks of business and initiate proactive steps to
mitigate it and its consequences
“Entire model of Corporate Governance is based on JUDGMENT, PRUDENCE &

WISDOM”

23
CG Framework: Features for Effectiveness
• No single model
• Part of larger economic context
– Macro-economic policies
– Degree of competition in markets
• Consistent with law, transparent and enforceable.
• Regulatory and enforcement authorities in place
– Have authority, integrity and resources to fulfill duties
in professional, objective and transparent manner.
– Demarcation of responsibilities amongst authorities

24
Rights of shareholders:
• Ownership registration, transfer
• Disclosure of/ access to relevant and material
information on timely basis
• Right to participate in decisions about fundamental
corporate changes
• Opportunity to participate effectively in shareholder
meetings
• Markets for corporate control to be transparent and
efficient; avoid misuse of anti-take-over devices
• Institutional investors’ fiduciary role
25
Equitable treatment of shareholders including:
 minority shareholders
 foreign shareholders
• Equal treatment
• Protection of minority shareholders from abusive
action
• Prohibition of insider trading
• Disclosure by directors/senior management of
shareholding, material interest in transactions

26
Rights of other stakeholders:

• Respect for their rights
• Effective redressal
• Employee participation
• Whistle-blower policy
• Effective insolvency framework

27
Disclosure and transparency:

• Financial and operating results
• Major share holdings/voting rights
• Remuneration policy
• Related party transactions
• Risk management
• Employees and other stakeholders
• Corporate Governance Policy
• Audit- transparency, accountability to shareholders

28
Responsibilities of Board:
• Directors to act fully informed, in good faith
• High ethical standards
• Fair and equitable treatment
• Lay out corporate strategy
• Set performance objectives
• Monitor performance
• Selecting, appointing directors, senior management
• Managing conflicts of interest
29
Evolution & Foresight of Business
‘Business started long centuries before the dawn
of history. But business as we now know it is
new- new in its broadening scope and new in its
social significance. Business has not learned
how to handle these changes. Nor does it
recognize the magnitude of its responsibilities for
the future of civilizations’
Wallace B. Donham
Dean of Harvard Business School- 1929

30
Paradigm Shift in the New Economy
Tangible to intangibles Shorttermism to long termism

Capital to knowledge Growth to sustainability
Objects to relationships Confrontation to collaboration
Parts to the whole Shareholders to stakeholders
Domination to partnership
Structures to processes
Individualism to integration

31
Triple Bottom Line…
• Environmental
• Social
• Economics
“ The triple bottom line is becoming an imperative.

Environmental and social responsibility should beat the
heart of every business leader”
- Anita Roddick

32
What is CSR ?
• Narrow version
– Subset of corporate responsibilities that deals with
companies
– voluntary/discretionary relationships with its societal and
community stakeholders (Waddock 2004)
• Wider version (often also seen as Corporate
Citizenship)
– Degree of responsibilities manifested in companies
– strategies and operating practices as they impact on
stakeholders and the natural environment (Waddock 2004)

33
What is CSR ?
“A concept whereby companies integrate

social and environmental concerns in their
business operations and in their
interactions with their stakeholders on a
voluntary basis.” (EU 2001)

34
What is CSR ?
“A company’s approach to managing
stakeholder issues such as customer- supplier
relationship, work force diversity, human
rights, work life balance as well as its efficient
management of environmental issues”.

35
What is CSR ?
“The commitment of business to contribute to
sustainable development, working with their
employees, their families, the local
community and society at large to improve
their quality of life.”

36
What is CSR ?
‘Corporate social responsibility is defined as operating
a business in a manner that meets or exceeds the
ethical, legal, commercial and public expectations that
society has of business.’
- BSR Website, 2000
‘A business approach that creates shareholder value by

embracing opportunities and managing risks deriving
from economic, environmental and social
developments.’
- Oliver van Heel, iema.net, 2004

37
Environmental Issues
• Pollution
• Climate change
• Waste
• Water use
• Energy use
• Land use
• Travel
• Noise
• Biodiversity

38
Social Issues
• Health
• Workplace Conditions
• Child/ slave labour
• Healthy & safety
• Impact on communities
• Consumer protection
• Diversity
• Work/ Life balance
• Privacy
• Philanthropy
• Outsourcing and off-shoring
• Access to affordable key products ( medicines etc)

39
Economic Issues
• Financial performance
• Capital Investments
• Executive/ employee compensation
• Tax paid
• Government subsidies
• Bribery/ corruption
• Conflicts of interest
• Supporting corrupt regimes
• Intellectual property/ patents
• Political contributions/ responsible lobbying

40
Recent History
Waves of CSR Media Coverage
• First : Environment/ Limits 1962- 72

• Second : Environment/ Health 1984- 92
• Third : Responsible Globalization 1999- 2001
• Fourth : Corporate Governance 2002- 2004

41
The Business Case for Corporate Responsibility
“In 1998, 28% of the British public believed that

when buying a company’s product it was very
important that the company showed a high
degree of social responsibility ; by 2002 this had
risen to 44%... A company’s reputation is one of
its most valuable assets, topping the intangible
asset list of most Chief Executive Officers.”
Arthur D Little/ Business and the Community, 2003

42
Elements of Corporate Social
Responsibility
Human rights Community relations

Working conditions Ethical business practices
Equality and diversity Corporate governance
Consumer protection Lobby/political influence
Environment/Health Business’ role in conflict zones
Economic development Strategic Philanthropy

43
Pressures for CSR
• SEBI Requirement - Mandatory compliance for allocation
of funds.
• Competitive advantage – Reputation
• Financial markets pressure – Socially responsible
investment funds
• Legislative/social pressure – Environment, health and
safety, labour laws, etc.
• Global sustainability issues – Global Reporting Initiative.
• International trade-WTO, International trade laws Foreign
Corrupt Practices Act, Transparency International

44
Factors Influencing CSR
• Corporate Responsibility – personal responsibility

develops via example at all levels, but must be
endorsed/encouraged by business leaders
• Part of business culture – cannot be something
done “outside work”
• Builds confidence, fulfillment, pleasure
• Quality and Corporate Governance movement
can be a major influence on business/social
responsibility.

45
Five Natural Steps to CSR
• Defensive stage: it’s not our job to fix it.

• Compliance stage: we’ll do as much as we can
• Managerial stage: its about the business
• Strategic stage: it gives us a competitive edge
• Civil stage: we need to make sure everyone does it.

46
Strategies to tackle Stakeholders
• Who are your company’s key stakeholders?

– Which ones provide satisfaction?
– Which ones confront or challenge?
• Considering CSR as a way to enhance brand
reputation, and hence long term sustainability:
Reflect how your company might first engage its
‘difficult’ or critical stakeholders.
• What gains might the company make from such
an engagement?

47
Corporate Social Responsibility – Case
Studies
• Social Environment
– Corporate colonies – Tata Group at Jamshedpur
– Family-based or indigenous management style.
– Capitalist co-operatives-the Sahara Group
– Family based empires-Tata & Reliance Groups
– Village oriented co-operatives-Women’s chapatti
making co-operative
• Key Message :Build on historic background

48
Studies
• Legal/political opportunity
– Alacrity Building Corporation in Chennai
• Building Regulations Leadership
• Environmental Products Division
– Titan Industries Watch Making (Tata Corp)
• Employment policy – deaf store/packing staff
• Support of Women’s business co-operatives making watch bands
• Key Message : Build on existing political/legal
requirements

49
Studies
• Community Development Opportunity
– Infosys Technology – healthcare; construction of
orphanages; school education; community services; arts
and culture.
– Reliance Industries – healthcare; school education;
community development.
– WIPRO – School education with creative education system;
teacher empowerment programme; parents
empowerment programme; WIPRO Cares (based on
contribution from WIPROities).


50
Studies
– TATA Chemicals Ltd. – Community development
programme; handicrafts promotion; self-help groups;
botanical reserves; healthcare and infrastructure. (social
development integrated with income generation)
– GAIL – Alleviation of poverty by generating new avenues
of empowerment and employment.
– Novartis India Ltd. – Environment and Health care – to
provide life saving drugs to marginalized people.
Key Message : Build on government plans

51
Climate Change
BT gets behind renewable energy

(BBC News, UK- Oct. 13, 2004)
BT annual consumption (from October 2004)
- New Green up from 47 GWh to 1000 GWh ( No carbon)
- 1100 GWH CHP ( Low carbon)
CO2 emissions will now be 80% down on 1991 baseline. Nearly
all of BT’s UK electricity is supplied by environmentally friendly
energy. BT - world’s largest purchaser of green energy.
“ The actions of leading companies such as BT are living proof that

significant cuts in greenhouse gas emissions need not come at
the cost of economic growth.” -Tony Blair

52
CSR Initiatives
• TCS :
– Generation I focused on philanthropy and community
service,
– Generation II focused on engagement with external
stakeholders-mainly interaction with academic/
Professionals Communities; and
– Generation III relates to leveraging core competencies in
technologies to address societal problems such as
developing websites and customized database
application for charitable institutions.
– Adult Literacy Project hailed as “3rd Generation Corporate
Citizenship.”

53
CSR Initiatives
• Tata Motors Ltd.

– TML has supported education and vocational training
programmes with a focus on employability.
– TML has also focused on GHG issues and has
developed technologies that reduce carbon dioxide
emissions and improve efficiencies.

54
Where should CSR be placed?

57
Conclusion
• CSR a key emerging theme for strategy and
planning
• No longer a voluntary issue-increasingly moving
into position as a core strategic risk or
opportunity
• Reputation a key factor in sustaining an
organization in a competitive world – CSR has a
driving influence.

59
Conclusion
• CSR an imperative – not an option
• Offers opportunity to contribute to socio-economic
growth of the country
• Done with grace and goodwill – creates a sustainable
future for the Organization AND the Society.

60
Corporate Governance Mechanisms
Internal Governance Mechanisms

Board of Directors
Managerial Incentive Compensation
Ownership Concentration
External Governance Mechanisms

Market for Corporate Control

62
Separation of Ownership and Managerial
Control
• Basis of the modern corporation
– shareholders purchase stock, becoming residual
claimants
– shareholders reduce risk by holding diversified
portfolios
– professional managers are contracted to provide
decision-making
• Modern public corporation form leads to efficient
specialization of tasks
– risk bearing by shareholders
– strategy development and decision-making by
managers
63
Corporate Hierarchy
Shareholders
Board of Directors
Directors Managing Director Committees

64
Position of Directors
• Agent
– Company acts through directors.
– Principles of Agency apply
– Contract is entered by a director in the name of a company
• Trustee
– All powers of directors are the powers in trust (fiduciary)
– To be exercised in good faith for the benefit of the company
as a whole
• Employees
– May work as an employee

65
Director’s Responsibilities & Accountabilities
 No one can define or write full definition
 It is dynamic-changes with size, business, globalization
and liberalization
 Role of Non-executive Directors now totally changes.
Old concept New concept
Agent -Helps in structuring vision
-Understands competition
Trustee -Believes in globalization & Liberalization
To protect orgn- -Directs in business in Growth Planning.
law obedience - Supports in risk of key business issues
To be Watched dog -Critical Analysis of key business issues
Support the organization in taking challenges.
66
Mandated CG guidelines and
disclosures
Board of Directors: frequency of meetings and composition
• Board must meet at least four times a year, with a maximum time
gap of four months between two successive meetings.
• If the chairman of the Company is a non-executive then one-third

of the board should consist of independent directors, and 50%
otherwise.
• ‘Independent’ defined as those directors who, apart from receiving

director’s remuneration do not have any other monetary
relationship or transactions with the company, its promoters,
management or subsidiaries, which in the view of the board may
affect independence of judgment.

67
disclosures
Board of Directors: frequency of meetings and composition
• The frequency of board meetings and board committee meetings,

with their dates, must be fully disclosed to shareholders in the
annual report of the company.
• The attendance record of all directors in board meetings and board

committee meetings must be fully disclosed to shareholders in the
annual report of the company.
• Full and detailed remuneration of each director (salary, sitting

fees, commissions, stock options and perquisites) must be fully
disclosed to shareholders in the annual report of the company.
• Loans given to executive directors are capped (no loans permitted

to non-executives), and must be fully disclosed to shareholders in
the annual report of the company.

68
disclosures
Board of Directors: information that must be supplied
• Annual, quarter, half year operating plans, budgets and updates.

• Quarterly results of company and its business segments.
• Minutes of the audit committee and other board committees.
• Recruitment and remuneration of senior officers.
• Materially important legal notices and claims, as well as any
accidents, hazards, pollution issues and labor problems.
• Any actual or expected default in financial obligations.
• Details of joint ventures and collaborations.
• Transactions involving payment towards goodwill, brand equity
and intellectual property.
• Any materially significant sale of business and investments.
• Foreign currency and other risks and risk management.
• Any regulatory non-compliance.

69
disclosures
Board of Directors: Audit Committee
• Audit Committee is mandatory.

• Must have minimum of three members, all non-executive directors, the
majority of whom are independent.
• Chairman must be independent director, and must be present at the
annual shareholders’ meeting to answer audit or finance related
questions
• At least one member must be an expert in finance/accounts.
• Must have at least three meetings per year, including one before
finalisation of annual accounts.
• Must meet with statutory auditors and internal auditors; have the
powers to seek any financial, legal or operational information from the
management; obtain outside legal or professional advice.

70
disclosures
Board of Directors: Audit Committee functions
• Oversight of the company’s financial reporting process to ensure

that the financial statement is correct, sufficient and credible
• Appointment / removal of external auditor and fixing of audit fees
• Reviewing with management the annual financial statements
before submission to the board, focusing on:
– Changes in accounting policies and practices
– Major accounting entries
– Qualifications in draft audit report
– Significant adjustments arising out of audit
– The going concern assumption
– Compliance with accounting standards, with stock exchange
and legal requirements
– Any related party transactions

71
disclosures
Board of Directors: Audit Committee functions
• Adequacy of internal audit and internal control systems, through

discussion with internal and statutory auditors as well as
management.
• Significant findings, follow-up and action taken reports.
• Discussion with internal and statutory auditors about scope and

design of audits.
• Reviewing financial and legal risks and company’s risk management

policies.
• Examining reasons behind any materially significant default to

creditors, bond-holders, suppliers and shareholders.

72
disclosures
Disclosures to shareholders in addition to balance sheet, P&L
and cash flow statement
• Board composition (executive, non-exec, independent).
• Qualifications and experience of directors.
• Number of outside directorships held by each director (capped at
director not being a member of more than 10 board-level
committees, and Chairman of not more than 5).
• Attendance record of directors.
• Remuneration of directors.
• Relationship (familial or pecuniary) with other directors.
• Warning against insider trading, with procedures to prevent such

acts.
• Details of grievances of shareholders, and how quickly these were
addressed.
• Date, time and venue of
Prof.annual general
S R Prasad: MBA meeting of shareholders.
042 Corporate
73
disclosures
Disclosures to shareholders in addition to balance sheet, P&L
and cash flow statement
• Dates of book closure and dividend payment.
• Details of shareholding pattern.
• Name, address and contact details of registrars and/or
share transfer agents.
• Details about the share transfer system.
• Stock price data over the reporting year, and how the
company’s stock measured up to the index.
• Financial effects of stock options.
• Financial effects of any share buyback.
• Financial effects of any warrants that are to be exercised.
• Chapter reporting corporate governance practices
74
disclosures
Disclosures to shareholders in addition to balance sheet, P&L and
cash flow statement
• Detailed chapter on Management Discussion and Analysis focusing

on markets, operations, finances, accounts, risks, opportunities and
threats, internal control systems.
• Consolidated financial statement, incorporating accounts of all

subsidiaries (over 50% shares held by reporting company).
• Details of all significant related party transactions.
• Detailed segment reporting (revenues, costs, operating profits and

capital employed).
• Deferred tax liabilities and assets and debit/credit in the P&L for the
reporting year

75
Recent Misconducts: The List Goes On…
• Computer Associates
– Artificially inflated revenue and improperly rewarded top
executives.
• CMS Energy
– Overstated revenues in 2000 and 2001 thru ‘round trip’ energy
trades?
• Dynegy
– Transactions to cut taxes and artificially increase cash flow ?
• Kmart
– Suspected improper accounting for vendor allowances
• Lucent Technologies
– Adjusted fiscal 2000 revenues by $679 million.
• Several more names, respected world-over
– AOL Time Warner, Bristol-Myers, Elan,Halliburton, ImClone
Systems, Microstrategy, Mirant, Network Associates, Xerox etc.
76
Corporate Mis-Governance

77

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Corporate Governance,

Values & Ethics

Prof. S R Prasad: MBA 042

Prof. S R Prasad: MBA 042 Corporate

Prof. S R Prasad: MBA 042 Corporate

• Corporate failures-BCCI, Maxwell,

Prof. S R Prasad: MBA 042 Corporate

Prof. S R Prasad: MBA 042 Corporate

Prof. S R Prasad: MBA 042 Corporate

Prof. S R Prasad: MBA 042 Corporate

Prof. S R Prasad: MBA 042 Corporate

Prof. S R Prasad: MBA 042 Corporate

– SEBI (Kumar Mangalam Birla) Report on Corporate

Prof. S R Prasad: MBA 042 Corporate

Prof. S R Prasad: MBA 042 Corporate

Prof. S R Prasad: MBA 042 Corporate

Prof. S R Prasad: MBA 042 Corporate

• Next fundamental issues of board responsibilities got

• Largely voluntary: “comply or explain”, not “comply

Prof. S R Prasad: MBA 042 Corporate

Prof. S R Prasad: MBA 042 Corporate

Prof. S R Prasad: MBA 042 Corporate

Prof. S R Prasad: MBA 042 Corporate

“Entire model of Corporate Governance is based on JUDGMENT, PRUDENCE &

Prof. S R Prasad: MBA 042 Corporate

Prof. S R Prasad: MBA 042 Corporate

Prof. S R Prasad: MBA 042 Corporate

Rights of other stakeholders:

Prof. S R Prasad: MBA 042 Corporate

Disclosure and transparency:

Prof. S R Prasad: MBA 042 Corporate

Prof. S R Prasad: MBA 042 Corporate

Tangible to intangibles Shorttermism to long termism

Prof. S R Prasad: MBA 042 Corporate

“ The triple bottom line is becoming an imperative.

Prof. S R Prasad: MBA 042 Corporate

Prof. S R Prasad: MBA 042 Corporate

“A concept whereby companies integrate

Prof. S R Prasad: MBA 042 Corporate

Prof. S R Prasad: MBA 042 Corporate

Prof. S R Prasad: MBA 042 Corporate

‘A business approach that creates shareholder value by

Prof. S R Prasad: MBA 042 Corporate

Prof. S R Prasad: MBA 042 Corporate

Prof. S R Prasad: MBA 042 Corporate

Prof. S R Prasad: MBA 042 Corporate

• First : Environment/ Limits 1962- 72

Prof. S R Prasad: MBA 042 Corporate

“In 1998, 28% of the British public believed that

Prof. S R Prasad: MBA 042 Corporate

Human rights Community relations

Prof. S R Prasad: MBA 042 Corporate

Prof. S R Prasad: MBA 042 Corporate

• Corporate Responsibility – personal responsibility

Prof. S R Prasad: MBA 042 Corporate

• Defensive stage: it’s not our job to fix it.

Prof. S R Prasad: MBA 042 Corporate

• Who are your company’s key stakeholders?

Prof. S R Prasad: MBA 042 Corporate

Prof. S R Prasad: MBA 042 Corporate

Prof. S R Prasad: MBA 042 Corporate

Prof. S R Prasad: MBA 042 Corporate