Subject:
Corporate Governance Corporate governance is the set of processes, customs, policies, laws, and institutions affecting the way a corporation (or company) is directed, administered or controlled. Corporate governance also includes the relationships among the many stakeholders involved and the goals for which the corporation is governed. The principal stakeholders are the shareholders, management, and the board of directors. Other stakeholders include employees, customers, creditors, suppliers, regulators, and the community at large.
Corporate governance is a multi-faceted subject. An important theme of corporate governance is to ensure the accountability of certain individuals in an organization through mechanisms that try to reduce or eliminate the principal-agent problem. A related but separate thread of discussions focuses on the impact of a corporate governance system in economic efficiency, with a strong emphasis on shareholders’ welfare. There are yet other aspects to the corporate governance subject, such as the stakeholder view and the corporate governance models around the world (see section 9 below).
There has been renewed interest in the corporate governance practices of modern corporations since 2001, particularly due to the high-profile collapses of a number of large U.S. firms such as Enron Corporation and MCI Inc. (formerly WorldCom). In 2002, the U.S. federal government passed the Sarbanes-Oxley Act, intending to restore public confidence in corporate governance. (Wikipedia Jan 2010)
As goes January?
By John Schroy, on February 26th, 2010 |

Foreign investors and mutual fund shareholders were the primary buyers behind the Bear Market Recovery of 2009. Stock buybacks had disappeared, a significant modification in investor/issuer behavior that had been seen since 1982 and SEC Rule 10b-18.
The rally hit a peak in January 2010, reminding many of the saying, “As goes January, so goes the year”.
Post Modern Security Analysis
By John Schroy, on August 19th, 2009 |

‘Corporate governance’ is a buzz-word that came into vogue as employee-executives were able to wrest control of public corporations from the real owners, long-term investors.
Misuse of stock buybacks, excessive executive remuneration, and conflicts of interests are issues that security analysts must now study.
The analyst’s question should be, ‘Which stakeholders control the company?’ and ‘Are their interests the same as those of investors?’
A suckers rally?
By John Schroy, on July 24th, 2009 |

FASB Rule 123 vastly understates the real cost of stock options. The accounting for massive stock buyback/option programs by issuers of traded securities over the last generation may be in accordance with GAAP, but is likely to have severely distorted the P&L statements of hundreds of companies.
With this in mind, claims that ‘better numbers’ have driven the stock market in Q2 2009 deserve a healthy dose of skepticism.
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