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SMMCG10[CS-4] Stakeholders and Governance , G10 members, Aja , I’m mM…
SMMC
G10
[CS-4] Stakeholders and Governance
Public Firms and Their Role in Society
a public firm
external stakeholders
governments
unions
suppliers
communities
customers
general public
internal stakeholders
shareholders
maximize returns for shareholders
bondholders
managers
employees
board members
the characteristics of a public firm
transferability of investor interest
legal personality
limited liability for investors
separation of ownership and control
the hierarchical of authority
management
shareholders
employees
state charter
strategic management
managerial actions
financial crisis
global financial crisis
real estate bubble burst
accounting scandals
ethical business
bottom line is important and needed
stakeholder
who
be affected or affect the corporation
interests and claims
different aspects
benefit
try to balance
economic, legal, ethical, and philanthropic responsibilities
effectively address the stakeholder concerns
board of directors
Recent developments
Two central challenges
Over-emphasis
Shareholders and ROE
Measurable short-term financial metrics
Solutions
Broadening the mission
Sustainability
EX:Carbon-neutral
Balanced scorecard
Holistic, health assessment for company
Financial, customers, operations, organizational
CSR
From shareholders to stakeholders
Ecosystem strategies
Firm is the member of a business ecosystem
EX:Platform Economies(Youtube, Coursera...)
Create value for stakeholders and long-run success for the company
Protection from shareholders
Old approach
Poison pill
Private equity
Causing more "Unicorns"
Dual class share
Mechanisms of Corporate Governance
Agency problem
The reasons for managers to care about the profitability of their company or division within the company
4.Compensation heavily weighted toward stock option
get better performance in terms of compensation to the managers
if you're an institutional investor
the shares are so small in the company
not worth time and effort to monitor
have a large amount of investments in the organization
may monitor very closely
5.Monitoring by institutional investors
Investors invest heavily, so monitor closely
3.Monitoring by boards of directors
in charge of evaluating the CEO and top management team of the company
a mechanism for reducing agency costs
Debt
Be efficient and not to be wasteful
To insure free cashflow
For the next investment
2.Recruitment of executives from outside the firm
the good performance
as a signal of their quality
7.Seperate chairperson and CEO or not
Yes, to insure board of directors could effective monitor the CEO
Minimize agency costs
grocery business
No, to make decisions quickly
Need to solve agency cost problem
high technology
1.Takeovers
the market for corporate control
if they don't keep the stock price at a certain level
poor management
8.Internal control of multidivisional
Each division competes with each other
Each manager cares about the profitability metrics
Corporate Social Responsibility
corporate governance
the relationships among the stakeholders that is used to determine and control the strategic direction and performance of the organization
ensure the pursuit of strategic goal
to minimize the agency cost
address the principal-agent problem
mechanisms to direct and control a firm
when corporate governance fails
accounting scandal
global financial crisis
agency theory
views a firm as nexus of legal contracts
legal rights to employees and customers
relationships among shareholders, managers,and hierarchies
agency problems
adverse selection
misrepresentation of a job
beyond one's ability to do things
moral hazard
difficulty to ascertain whether the agent gives one's best
Value creation framework
expand internal firm value chain, ex: NGOs
create new regional clusters
expand customer base & bring in non-consumers
CSR Pyramid
Level 2: Legal Responsibilities
Laws and regulations are society's codified ethics; define minimum acceptable standard
Level 3: Ethical Responsibilities
Do what is right, just and fair
Level 1: Economic Responsibilities
To gain and sustain competitive advantage
Level 4: Philanthropic Responsibilities
Corporate citizenship
G10 members
東南亞四 105108022 魏郡奎
東南亞三 106108003 鍾語謙
歷史六 103105031 李尚學
國企三 106212010 張容禎
東南亞三 106108025 林芯瑜
國比三 106402044 薛羽彤
東南亞四 105132017 古景元
Aja
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