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by Stephen Givens
The Supreme Court’s rejection of Horie’s appeal and the confirmation that he will serve two and a half years in prison for “accounting fraud”, five years after Horie and Murakami were initially arrested, concludes a chapter that should make us worry about the integrity of Japan’s judicial system.
Having uploaded Deloitte's earlier memo on ten things boards should keep in mind in 2011, we now upload their memo on ten things that boards should avoid in any year. Good general guidance and principles to keep in mind. http://bdti.mastertree.jp/f/f4upjlh5
Having the right balanced dynamics with the CEO; a round-table on succession planning; and a systematic format for how boards should view the M&A process so as to take maximum advantage of it:
CEO/Board Dynamics: http://bdti.mastertree.jp/f/m2bhv7is
Succession Planning: http://bdti.mastertree.jp/f/m2bhv7is
On March 30, 2011, the U.K. Ministry of Justice (MOJ) announced that the
U.K. Bribery Act 2010 will be in force as ofJuly 1, 2011. Secretary of State for Justice Kenneth Clarke simultaneously published guidance about procedures that relevant commercial organisations can put in place to prevent associated persons from paying bribes – the so-called adequate procedures guidance (the MOJ Guidance). http://bdti.mastertree.jp/f/9wq8mo7c
Federal regulators have proposed a rule that, if adopted, will require all systemically important financial companies to develop comprehensive contingency plans for the orderly resolution of their affairs under the United States Bankruptcy Code. http://bdti.mastertree.jp/f/mvlozxga
The SEC has proposed rules regarding compensation committees and their use of advisors. A summary by Skadden is in the data library at http://bdti.mastertree.jp/f/0uhkbpvr
Good corporate governance should be a part of continuing professional education for senior managers and board members everywhere. Corporate governance is a fascinating topic, but is often misunderstood by the public; sometimes it gets confused with discussions of corporate control or hostile takeovers.
(Titles and key linksonly. For full contents, see entriesbelow.)
SEC Announces Roundtable to Discuss Potential Use of IFRS in Financial Reporting
The Meaning of Murakami and Horie
Company Law Proposal: Constraining Self Interest http://bdti.mastertree.jp/f/uiw6ncko
Why Are Outside Directors Appointed? Do They Improve Corporate Performance?
The Legal System Advisory Council has been discussing amendment of the Company Law for almost a year now but there have been precious few significant, concrete proposals put forth by the private sector. So, I have recently made one.