Corporate Governance of Standard Bank Group - myassignmenthelp

Question: Discuss about theCorporate Governance of Standard Bank Group for Fianciers. Answer: Introduction Corporate governance is a set of rules and principles that the company formulates in order to control their business processes and business environment. The rules and principles that are set by the business are for various departments and employees working over there. Corporate governance involves various attributes such as code of ethics, value of principal agents, role of management and others. It also helps in managing the interest held by various stakeholders of the company such as the customers, directors, employees, financers and community. Corporate governance is such a system of practices, rules and processes through which a company is controlled and directed. Corporate governance involves balancing the interests of a company and it involves stakeholders, suppliers, customers, fianciers, government, management and the community. It also provides the framework for attaining the objectives of the company and thus it encompasses every sphere of management from controlling the ac tions to corporate disclosure and performance of management. The essay will discuss about the corporate governance of Standard Bank Group of South Africa. It will analyze the code of ethics, value of agents and other important parameters under the companys corporate governance. The board of members of Standard Group who are involved in corporate governance and providing leadership are based on different ethical foundations. They are responsible for the success of the bank and also fulfilling the interest of the stakeholders. The detailed role and responsibilities of the bank are set up by the board members. The board mandate takes special care to incorporate the principles of corporate governance and thus comply with the provisions of the companies act. The board of governance of the Standard Group has certain functions to perform to its committee along with the corporate governance framework. The executive of the bank engages them in critical decisions of the bank. The board of mem bers of the Standard Group conducts monthly meeting and thus various discussions are held for the improvement of the bank (Dermine 2013). Discussion Principal agent theory is one of the parts of corporate governance that shows the state of affairs in which one principal or the stakeholder takes the decision on behalf of an agent or the management. Standard Bank Group of South Africa follows a high standard in its corporate governance. The bank complies with the regulations that have been put forward with the legislation. The bank is also enhancing their corporate governance strength with the expansion of its ranches to other countries and region. The organization is involved in taking continuous initiative to improve their corporate governance hold in order to benefit the stakeholders (Bovens, Goodin, and Schillemans 2014). The board of directors is involved in formulating the rules and regulation of the bank that can comply with the needs of the international practices. These principles needs to be followed by the every agents of the firm such as the subsidiary firms, Stanbic IBTC Holdings, managers, trustees, stockholders inves tors and others. The subsidiary of the company complies by these rules made by the stakeholders and uses it in their own governance. The corporate governance body also advices the subsidiaries about the maximum risk tolerance limit by the bank. The board of directors and other auditors of the company seek permission from the stakeholders of the bank on certain actions whose rights are particularly reserved with the stakeholders. The stakeholders or boards of the group take all the governance decision. They are the one that forms all the governance rule of the bank and offer effective leadership on it after evaluating the ethical concern of the organization (Filatotchev, Jackson, and Nakajima 2013). The board comes up with various principles of the corporate governance according to the Companies Act, which the stakeholders and other bodies of the group need to follow. The board of the organization is of appropriate size consisting of twenty directors of the group. The board of the group such as the Chairman and the chief executive follows several roles. Some of the roles are setting ethical tone, leading the committee, maintaining the trust of the stakeholders, appointing executive team, formulating groups strategy, establishing an appropriate organizational structure and others. The board is the principal that formulates the rules and regulation of the governance and other bodies are the agents that need to follow the rules in the interest of the organization. In 2016, the group held a total of six meeting in which the board decided about various strategies of the bank (Crane, and Matten 2016). The member of the board such as the chairman, chief executive and secretary set the agenda of the group. The meeting decided about certain important critical matters about administration and compliance. The meeting also allowed the peers and non-executive directors to share their views about the rules and regulation of the company in the absence of chief executive. The meeting finalized certain governance for the company such as the retirement of the financial director, appointment of five non-executive directors, promoted the policy of gender diversity and considered the report put forward by the King Code 4. The board also shows diversity in a broadest sense in order to ensure that diversity is maintained in the workplace as well by other member of the bank. However, it is seen that the directors of the business does not take part in the business meeting in cases when the board thinks it might lead to conflicts. At those cases the directors of the bank does not take part in any business matters discussed in the meeting. Further, it is noticed that the directors o f the company are offered with the governance manual in which all the details about the governance is provided. The details contained under the corporate governance report are the governance structures, mandates, important policies, legislations, and others. The directors are informed about this crucial information along with the regulations, code of conduct, changes made in the rules. This governance manual helps them to direct and assist other member of the bank residing in different branches. Thus here there are various stages of principal and agent relationship found in the banking environment. One such pair is the board and the directors in which the board is the principal and the directors are the agents. On the other hand the another pair is of the directors and the staffs in which the directors are the principal that direct the staffs about the governance rule with the help of the manual (Garca-Snchez et al. 2015). Code of ethics shows the mission and vision of the organization in relation to the values and ethics. It states the ways by which the directors and other bodies of the organization as well as the employees should approach each other. It also states the principles and ethics lying at the core of an organization and the amount of professionalism maintained by the people. Code of ethics is also known as ethical code in some of the organization that guides the member of the organization to know the difference between right and wrong within the campus. These codes of ethics are adopted by both governmental and nongovernmental organization to carry out their professional responsibility effectively. For the purpose few organizations carry out code of practice under which they discuss about the issues, decision, rules that the personals of the organization needs to maintain during their course of professional practice (Mason and Simmons 2014). Standard Bank Group also maintains a code of eth ics that defines their values within the organization throughout its branches. The ethical values maintained by the bank ensure that they carry out their business at a right way in the right direction. For the purpose, the bank has put forward, certain codes that are the laws the personals of the business needs to follow. These codes of ethics are also essential for the organization to get the trust of their shareholders. This is because the stakeholders are imperative to the organization and they have trust on the organization only if follows certain rules and trails of professionalism. The Standard Bank Group decides on the values that need to be followed by every brand of the bank. The code is mostly related to corruption, corporate governance and harassment within the premises of the bank. These ethics are applied at every place wherever the banks are operative. The globally recognized code put forward by the group is the King Code (Salvioni and Astori 2015). The code of ethics made by the company needs to be followed by each of its members including the board. The ethical values that are put forward by the group are also made aligned with the policies and procedures followed by the group. This is done to assist the employees, boards and others to easily follow the code of conduct. The group has formulated eight values for the organization to deal effectively with the stakeholders, customers and other members of the bank. While making the values the bank keeps in mind that customers are important and thus they should always be at the front of any policies. The important values of the bank are adequate customer service, growth of companys personals, offering the best to our stakeholders, effective teamwork, holding respect for each other irrespective of the designation one holds and various other values that shows the ethics of the bank (Waemustafa and Abdullah 2015). The company also follows certain working ways that can comply with their values and ethics such as the bank participates in any activity in a careful way and tries to avoid sudden reactions or actions for any situation that might prove to be wrong in future. The organization beliefs on the benefits of teamwork rather than working individually. These methods are followed across various branches of the bank and across countries. Further, the team works accordingly to maintain the dignity of each other as well as of the bank. The bank maintains a sense of respect within its environment and outside of Standard Bank. The organization makes it clear to it people that integrity is to be maintained in the environment of the bank. The bank has also formulated certain principles as well, that has been decided by the group such as fair relationship with the customers, offering the best service and products to the customers, keep informing the customers, analyzing the needs f the customers These are some of the important principle the bank and it is noticed that most of its principles focuses on building strong customer relationship as they are the one that gives business to the bank. The second important parameters of our value giving are the stakeholders that help the business to attract customers and investors for the bank. These are some of the code of ethics that the bank follows within its business environment and with the external partners. The next factor that comes into concern about corporate governance of an organization is the management that plays a great role in both formulating the governance as well as following it. The board of the company is responsible in carrying out the day-to-day task of the company regarding business activities and the ethical values. The board consists of chief executive officer, the executive board and some of the external board members. The executive committee of the Standard Bank Group is Group chief executives, Group financial director, chief executives, Group chief compliance officer, Group chief information officer and others. Each of these members is responsible of some work or the other contributing to the growth of the organization and maintaining its dignity in the bank. The management is responsible for various activities such as for board meeting, administrative work, maintaining daily data, carrying out remuneration work, auditing and various other activities. Each of the r esponsibility is carried out by various leaders and members assigned for it. The bank has formed a committee consisting of all the required members of management and has divided the responsibilities accordingly. A director affairs committee includes all the directors of eh bank and are determined to manage the corporate governance of the organization. The committee also makes sure that the people responsible for it properly maintain the laws, regulations and codes. The group of the director committee is also responsible for further duties such as reviewing the corporate governance report put forward by the board and prove that the report is achievable. The committee also has to recommend various section of the organization about the ways they should conduct their job responsibly. Another committee is the group audit committee that carries out all the audit work (Haan and Vlahu 2016). All the corporate organizations in South Africa are aware of Kings Report on corporate governance. The managers of the standard bank group apply the principles of King Code IV which was released in 2009. The managers started using this method from 2015 which was released for public comment by the Institute of Directors in South Africa. The King IV approach provides an integrated approach to corporate governance by encompassing the social, economic and environmental spheres. Various effective and quality corporate behaviors also provide different ways to mitigate the social and economic challenges. King IV provides broader scope and acceptance of corporate governance and thus makes it accessible to the organizations (Yeh et al. 2013). Moreover, King IV also focuses on apply and explain rather than apply or explain which was encouraged by King III. However, earlier King III aimed at encouraging the quantitative explanation and application on how the principle gets affected. Whereas Kin g IV tries to stipulate the minimum requirements for different types of remuneration policies and also provides that the adoption of such policies will be possible through 75% non advisory vote of the stakeholders (Chu et al. 2016). In such a case, the stakeholder approach will also require that the governing body will balance, weigh and consider the legitimate interests, needs and expectations of different stakeholders in taking important decisions for the upliftment of the organization. The managers of Standard Group will try to promote corporate governance which will help in the integral running of the organization and thus deliver an ethical culture. They will also try to enhance the performance of the employees which will help in value creation of the bank. The managers will also allow the governing body of the bank to take adequate and effective control measures. This will help in creation of trust among the employees in the organization (Qian and Yeung 2015). As corporate governance mentioned by King IV is the exercise of ethical and effective leadership which is to be implemented by the governing body. The managers of Standard Group will follow this type of leadership and thus provide strategic direction to the employees. They will also use different approving policies so that they can apply the strategies effectively. This type of ethical leadership by the managers will help in building an ethical culture in the organization. The principles which are associated with King IV is drafted in such a way that the managers will be imposed with different type of governance duties in the organization which will help them in setting effective tone and examples in the organization. They need to be unifie4d on these matters which will fulfill the core purpose of the organization, values and role of the stakeholders, the culture of the organization, legitimate grouping of the stakeholders in fulfilling their interests, needs and expectations (Faleye and Krishnan 2017). The managers of Standard Group must assume the responsibility of the organization and they must also try to protect the financial resources, social, intellectual, relational, human and natural capital. Moreover, the managers must also be responsible for the decisions and the actions which are to be taken by the stakeholders. This accountability must follow the designation and assumption of the responsibility which are to be taken by the managers. The governance structure which is adopted by the managers should connect to the responsibility and accountability of their post. Thus, it is the responsibility of the managers to communicate clearly with the employees as well as the stakeholders. It is also the duty of the mangers of Standard Group to ensure that the decisions taken by them are legitimate and reasonable which will help in fulfilling the expectations, needs and interests of the stakeholders (Tricker and Tricker 2015). The managers of Standard Group must ensure that the reports and disclosures of the stakeholders must be made in such a way that it is easier to assess the performance of the employees and it includes the impact of the organizational activities. The ability to sustain the creation of value is also the motive of the organization. The banks should aim for building stronger ethical culture which is known as self-policing. The cost of failure in managing the ethics will also be very high (Calomiris and Carlson 2016). The managers of the bank also focus on opportunity management and thus it proposes risk and opportunity committee in the bank who will take special measures and care of the different departments. Several meetings are held to address the agendas in the bank which are responsible for audit and management of risk in the bank. Moreover, there must be a separate audit committee which will oversee the accounts related and audit issues. It is also the duty of the manager of Standard Group to check the functioning of the various departments of the bank. Moreover, the mangers are also responsible for the ethical conduct of the stakeholders and keep a close monitoring of them through the stakeholder inclusive approach. Thus, it can be said that the policies of King IV helps the managers in the refinement of the bank (Berger et al. 2016). There are different ways and a board who are responsible for assessing the role of corporate governance. These board members are responsible for managing the risk of various activities of the bank on daily basis. They will also be responsible for overseeing the risks and providing robust challenges to the management team. They will also be responsible for independent assurance or third party line of defence. The monitoring will be done by the head of the bank or the business unit. They will be responsible for balance sheet management and capital management. Moreover, they will also be responsible for divisional risk and compliance functions. The board of directors will also be responsible for ensuring that that proper wand responsible person is involved in the management team (Armstrong et al. 2015). The next level of members who are responsible for corporate governance are the chief risk officer and the chief compliance officers. The third group of members who are responsible for co rporate governance are the internal and the external auditors of the bank. They will also be responsible for different outsourcing and implementation policies of the bank which will guide the accountability for any activity. Standard Bank Group has given more importance to King III group which has advocated and implemented the governance structure and supported leadership, corporate citizenship and sustainability. In order to create transparency in the organizational structure in accordance with the various lines of responsibility, the Bank has established a separate governance structure. They will be responsible for effective and full control of the group and its responsibility and accountability for measuring the performance of the group. This includes reviewing and monitoring the corporate strategies through the establishments of different key policies and objectives, determination of the risk, preference and tolerance of the group, understanding the risk which is to be faced by the government as well as the bank. The board is also responsible for the overall responsibility of the entire management group and also maximizing the value of the shareholders. In performing its different responsibilities, the board members are supported by the senior managers of the bank along with different panels and forums of the bank. The committee who is responsible in these will have specific charter and reference and thus they can provide assistance to the board members. Moreover, the bank also has different committees and thus they also provide support to the governance team in performing their duties. The various mechanisms such as the strategies, policies and processes which are to be implemented for providing support to the governance committee are also to be taken care of by the board members. The nomination committee also assists the board members in identifying the suitable and the correct members who can address the requirements in terms of their knowledge and skil ls. This committee will also be responsible for succession planning, dismissal, appointments, reviewing committee structures and remuneration policies. The remuneration committee plays an independent role to oversee the various processes which are associated with remuneration and to consider and approve the issues and approvals which are associated with remuneration. The committee also assigns that the remuneration policy is aligned accordingly and it will also help in promotion of the strategic objectives of the bank. The social, ethics and transformation committee is a mandatory board that will discharge the activities of evaluation and monitoring roles. They will focus on economic empowerment and employability of the community members in the bank. The risk and the ethical committee will relate to the ethical behavior within the group members. The role of the actuarial committee will be to act like a sounding board for the bank (James and Joseph 2015). The audit committee and the statutory actuary in relation to the actuarial and other related matters of technical nature will discharge the functions towards the shareholders and the policyholders of the bank. They will also be responsible in statutory actuary and thus fulfilling the statutory and professional responsibilities. The fair practice committee will be responsible for carrying out different functions of the bank such as ensuring fair treatment to the customers as it is the main responsibility of embedding the corporate value at various levels within the bank. They are also responsible for various discretionary functions and ensuring that compliance is done accordingly. This board will act as an independent governance forum and thus they will be responsible for overseeing the implementation of adherence from and treating the customers fairly in accordance with the regulation committee. The risk and compliance committee also assist the board members in discharging different kinds of responsibility for the various processes which are associated with different types of management and compliance issues. This committee will review the overall compliance to the significant regulations and laws. Thus, the corporate governance team will enable the delivery and discharge of effective governance to demonstrate adequate control in successful operation (Claessens and Yurtoglu 2013). Conclusion Thus, it can be said that corporate governance plays an important role in all organizations. The board of directors who are the primary stakeholders plays an important role in influencing corporate governance. The directors are elected by the shareholders or are appointed by different board members. The code of ethics of Standard bank ensures that they do the right business in correct time by complying with the different laws and rules. The code of ethics is informed by the ethical standards of the bank. The bank also has a subsidiary framework governance body that will ensure consistent application of sound governance of the organization. The mechanisms are framed in consultation with the employees and the stakeholders of the bank. 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