Corporate Governance
A regulation refers to a law or rule designed to govern or control the conduct of a person, group, or corporation. egulation limits, constraints and creates a right, allocates responsibility and limits or creates a duty. egulation may take the form of legal restrictions that are promulgated by a federal authority. It also has contractual obligations that are meant to bind the parties involved. This report endeavors to explain how legislative reactions to regulate different business activities can be prevented. It also endeavors to explain about the challenging arguments presented by Professor Manne and the proposal he made for unregulated corporate system.

Corporate scandals that lead to business regulation

Numerous corporate scandals have prompted reforms on the business practices resulting increasing regulation. Some of these corporate scandals include cover-ups, greed, and dishonesty. The business corporations should answer back to the public: for this reason, they should uphold responsibility and accountability in…...

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References

Manne, G.H. 2003. A free Market Model of a Large Corporation System. Emory L.J. vol. 52: 1381- 1400

Ray, G, 2011. An Analysis of Manne's Argument against Legislated Governance. Pp 1- 19: Electronic copy available at:  http://ssrn.com/abstract=2375714

How can I establish business credit before I start a business? The paradox seems to elude American politicians and policy makers.
The rich get richer and the poor get poorer because we who are socially disadvantaged are denied access to the upper echelons of the capitalist system. We are told that unless we have some money to begin with, we can't hope to make more money in the future. Forget about the rages-to-riches stories; they are cliches too. What banks earn from my small personal savings serve only to bolster the pockets of the corporate financiers, who turn around and deny people like me loans in the amount that they spend on one shopping spree.

Ultimately Dun and Bradstreet helped me set up a business credit file, which will slowly help me build my business credibility. In due time, I will be able to obtain a business credit account with Wells…...

Sarbanes-Oxley Act of 2002
The accounting profession was entangled in the accounting and business scandals whirlwind that rocked the American economy in 2002. To recover investor confidence in financial data, the Sarbanes-Oxley Act designed a new Oversight Board for public Company accounting with the power to set requirements for auditors of public organizations, thus bringing to an end a century of export control of audit. We determine that this reform results in an important loss of the professional position of auditors, which also affects other categories in the wider accounting career.

Significance of the Act

Between 2001 and 2002, a sequence of accounting frauds was discovered at major organizations. Consequently, the bubble burst sending investor confidence and stock prices are plummeting. The part of auditors in these frauds led to a deepening issue with the potency of professional self-regulation. High-profile business problems translating into a media fixation of Enron questioned the potency of…...

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References

De, L., & Argosy University. (2006). The Effectiveness of the Sarbanes-Oxley Act of 2002 in preventing and detecting fraud in financial statements: A dissertation. Boca Raton: *****.

Fletcher, W.H., & Plette, T.N. (2008). The Sarbanes-Oxley Act: Implementation, significance, and impact. New York: Nova Science Publishers.

Warren, C.S. (2011). Accounting: Chapters 1-13. California: Cengage Learning.

Ethically, the actions of Enron management were reprehensible. From a deontological perspective, they broke laws. From a consequentialist perspective, their actions resulted in significant financial losses for millions of people, job losses for thousands and a loss of public faith in the financial system.
The Enron scandal is perhaps the most egregious misuse of data in recent years. Data was manipulated and/or hidden from those whose job was to analyze the data. ide-ranging and catastrophic losses resulted from this misuse. Had the data been presented factually and honestly, the analysis that flowed from it would have benefited Enron's internal and external stakeholders. The company may have suffered in the short-term but would have been able to survive in the long-term.

orks Cited:

Thomas, Cathy Booth. (2002). Called to Account. Time Magazine. Retrieved March 27, 2009 from http://www.time.com/time/business/article/0,8599,263006,00.html

Houston Chronicle: The Fall of Enron. (2001-2009). Houston Chronicle. Retrieved March 27, 2009 from http://www.chron.com/news/specials/enron/

ee, Heesun.…...

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Works Cited:

Thomas, Cathy Booth. (2002). Called to Account. Time Magazine. Retrieved March 27, 2009 from  http://www.time.com/time/business/article/0,8599,263006,00.html 

Houston Chronicle: The Fall of Enron. (2001-2009). Houston Chronicle. Retrieved March 27, 2009 from  http://www.chron.com/news/specials/enron/ 

Wee, Heesun. (2001). Enron in Perfect Hindsight. Business Week. Retrieved March 27, 2009 from  http://www.businessweek.com/bwdaily/dnflash/dec2001/nf20011219_8118.htm

PENALTIES - CIVIL & CIMINAL
There are statutes that impose penalties both civil and criminal for government contractors who commit fraud, waste or abuse. Some of those statutes are as follows:

False Claims Act;

False Statements Act;

Forfeiture Statute;

Anti-Kickback Act

Bribery and Gratuities statutes;

Mail and Wire Fraud statutes; and the Public Integrity Act and recent legislative initiatives to strengthen criminal penalties for violations of conflict of interest laws. (Peckar & Abramson, 2007)

The government has the right to audit the records of the contractor for up to three years following a contract for the government being completed. Companies with contracts exceeding $5 million are required to: (1) post a fraud hotline poster; (2) establish a written code of ethics; (3) establish an employee ethics and compliance training program; and (4) establish an internal control system. (New ule for Government Contractors, nd)

SUMMAY & CONCLUSION

The Corporate Compliance Plan that is successful and effective is one that will…...

It should not be treated as a separate exercise undertaken to meet regulatory requirements." (ICA, 29) Here is expressed a philosophical impetus that drives the focus of this research, that such compliance which will generally concern matters such as corporate accounting, the practice of internal oversight and the practice of financial transaction must be considered inextricable from other aspects of practical, procedural and legal operation in terms of its relevance and necessity.
Chapter 3-Practice

The practice of corporate governance may perhaps best be understand from the perspective that deregulation has largely defined the processes and direction of the global economy across the two decades following the Cold ar and its inevitable opening of economic channels. This is because in practice, corporate governance is a concept which has suffered much neglect. To the point, the statistics availed by organizations such as the orld Bank and the International Monetary Fund illustrate that there…...

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Works Cited:

Aguilera, R.V. & Yip, G.S. (2004). Corporate Governance and Globalization:

Toward an Actor Centred Institutional Analysis. University of Illinois: College

of Business. Online at .

ASB. (1999). Reporting Financial Performance. Financial Reporting Council. Online at

Both proposals were consequently amended and eventually accepted by the SEC.
The audit committee makes sure that the books aren't being cooked and that shareholders are properly informed of the financial status of the firm. Characteristically, the audit committee advocates the CPA firm that will audit the company's books, appraises the activities of the company's independent accountants and internal auditors, and reviews the company's internal control systems and its accounting and financial reporting requirements and practices. The compensation committee usually does the following: (1) recommends the selection of the CEO, (2) reviews and approves the appointment of officers who report directly to the CEO, (3) reviews and approves the compensation of the CEO and the managers reporting to the CEO, and (4) administers the stock compensation and other incentive plans. The suggested committee establishes experience for potential directors (Lunnie, 2007; pg. 90). It also puts collectively a list of candidates…...

WorldCom (CEO Bernard Ebbers) supported by years of profitability arising from the deregulation of phone companies was a fast moving stock that was highly toted by stock specialists as a must buy, even while it was seriously hemorrhaging from bad and fraudulent business deals and its own shoddy accounting, cover ups and bad investment deals.
WorldCom quickly supplanted at&T as the favorite of many investors, based heavily on Grubman's recommendations. The investment world quickly sang WorldCom's praises as a result. A technology magazine, Network World, named it one of the ten most powerful companies, behind only Cisco and Microsoft. After listing its virtues, the magazine went on to conclude that, "MCI WorldCom will probably be a keeper on this list." 18 as for its investment virtues, Grubman claimed that it was a traditional "widows and orphans" stock, to be held for the long-term. Based partially upon his recommendations, Fortune listed…...

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References

Beauchamp, Tom. L. Bowie, Norman. E. Ethical Theory and Business 7th Ed. New York: Prentice Hall, 2003.

Dalla Costa, John. The Ethical Imperative Why Moral Leadership Is Good Business. Reading, MA: Perseus Publishing,1998.

Fox, Loren. Enron: The Rise and Fall. Hoboken, NJ: Wiley, 2003.

Geisst, Charles R. Wall Street: A History: from Its Beginnings to the Fall of Enron. New York: Oxford University Press. 2004.

But the shareholders themselves need to be more aware and more involved in their company's business in order for any meaningful change to sustain itself:

Shareholders, the intended beneficiaries of the corporate vehicle, are the ultimate capitalists: avaricious accumulators with little fiscal risk and no legal responsibility for the way in which they pursue their imperative to accumulate. Shareholders, not corporations, show indifference to the needs and values of society. It is their behaviour that is most appropriately characterized as amoral indifference to the plight of others and their environment. Shareholders, not corporations, behave in a pathological manner. And shareholders should be the targets for the cure that we need for our ills. (Glasbeek 2005: 24)

There is also the problem of victimisation of other cultures in a global market. As Strike, Gao and Bansal (2006) point out in their article, 'Being Good While Being Bad: Social esponsibility and the International Diversification…...

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References

Berkhout, Tom. 2005. 'Corporate Gains: Corporate Social Responsibility Can Be the Strategic Engine for Long-Term Corporate Profits and Responsible Social Development.' Alternatives Journal, January/February, pp. 15-22.

Carroll, B.A. 2004 'Managing ethically with global stakeholders: Annual Editions' Business Ethics 06-07: Contemporary Learning Series 30, pp. 114-120.

Dean, Dwane Hal. 2004. 'Consumer Reaction to Negative Publicity: Effects of Corporate Reputation, Response, and Responsibility for a Crisis Event.' The Journal of Business Communication 41:192-201.

Dickens, Charles. 1912. A Christmas Carol. Chicago: Rand McNally.

4. If Enron shareholders had been fully aware of the LJM partnership agreement, do you believe they would have been willing to continue investing in Enron?

LJM was created by Fastow allegedly to buy poorly performing Enron assets, but in reality to hide debt and inflate profits of Enron in order to leverage its stock price. It is almost certain that Enron shareholders would have ceased to continue investing in Enron had they been aware of the full significance of LJM.

LJM, in its essence, entailed that Enron was far below that which it's displayed to the public and that likely its debts were more massive and its profits far less than those claimed. Investors, obviously, would not want to invest in a poorly performing company.

Even if Enron's profits were higher and debts lower than those that the company tried to conceal, the very fact that Enron was not transparent or straight…...

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References

Arping, H., & Sautner, B. (2010). "The Effect of Corporate Governance Regulation on Transparency: Evidence from the Sarbanes-Oxley Act of 2002." Papers.ssrn.com.   Retrieved 5/11/2012http://papers.ssrn.com/sol3/papers.cfm?abstract_id=1561619 .

Environment and Society. (2007)"Environment and Society -- Shell General Business Principles." Shell International B.V.

Fombrun, C. & Foss, C. 2004, 'Business ethics corporate response'. Corporate Reputation Review, 7, pp.284 -- 288

Healy, Paul M. & Krishna G. Palepu (Spring 2003). "The Fall of Enron" (PDF). Journal of Economic Perspectives 17 (2): 15.

Corporate Social esponsibility
The purpose of this case study is close synopsis of the Enron case and its impact on consumers and corporate business practices alike. Prior to its collapse Enron had been named one of America's top 10 admired corporations, and its boards "was acclaimed one of the U.S.' best five" (eed, 2004). Throughout the 1990s the company experienced tremendous growth and profits exceeding $180 billion, employing more than 30,000 people worldwide (eed, 2004).

Enron collapsed however and went bankrupt, a process that "outraged and impacted stakeholders tremendously and resulted in numerous congressional investigations" (eed, 2004). The "implosion" of the company "wreaked havoc on accounting like no other case in American history; the collapse of the system called into question the adequacy of U.S. disclosure practices and the integrity of independent audit processes" (Thomas, 2002).

Overview of the Case

In October of 2001 Enron executives announced they were taking a $544 million…...

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References:

Berlau, John; Spun, Brandon. (2002). "Is Big business ethically bankrupt? Boom in business ethics courses is likely in the wake of the Enron scandal, but critics say these classes need to focus on moral rather than political corrected ness." Insight on the News, Vol. 18, Issue 10, p. 16

Farrell, G. (2002). "Impact to reverberate from Wall Street to D.C." USA Today. October 10, 2004,  http://www.usatoday.com/money/energy/enron/2002-06-17-andersen.htm 

Hoops, J. (2004). "Enron revisited: where are we today?" The Trusted Professional,

October 11, 2004,

Corporate Governance
As some queries about corporate governance were there ever since 1932 - the period of erle and Means, the expression of the concept of Corporate Governance was not found in English vocabulary until 25 years ago. However, in the previous two decades, matters relating to corporate governance have gained importance in academic literature as well as in public policy deliberations. Corporate governance came to be acknowledged as being synonymous with takeovers, financial restructuring, and activities of institutional investor's during this part of the era. Corporate Governance is now at a turning point. Several budding and up-coming economies that are on the path of development have identified by now that excellent corporate governance is vital for sustainable economic development. Furthermore, a lot are on the lookout for a novel or appropriate standard for making it relevant for their particular internal situation. (erle and Means, 1932)

The last ten years has seen…...

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Bibliography

Berle, A; G. Means (1932) "The modern corporation and private property" Macmillan, NewYork. pp.54-58

Hart, O. (1995). "Firms, contracts and financial structure" Clarendon Press, Oxford. pp.32-36

Jensen, M and Meckling, W. (1976). "Theory of the firm: Managerial Behavior, Agency Costs and Ownership Structure" Journal of Financial Economics, Volume. 3.pp. 305-360

Shleifer, Andrei; Vishny, Robert W. (1997) "A Survey of Corporate Governance," Journal of Finance Volume. 52. pp. 737-83.

The stock was trading on pink sheets at $0.165 per share at the end of April 2003" (8).
As noted above, one of the key factors involved in what happened at HealthSouth was the enormous pressure to perform in the increasingly competitive for-profit healthcare industry, pressure that directly affected the decisions that were made concerning the types of accounting practices that were needed to "deliver the goods," at least on paper. Although absent from the foregoing list, Scrushy's name appears time and again in the investigation that followed. According to Jennings, "Like Enron, orldCom, and Tyco, HealthSouth placed tremendous pressure on employees to 'meet the numbers.' In April 1998, CEO Richard Scrushy told analysts that HealthSouth had matched or beat earnings estimates for 47 quarters in a row" (8). The role played by Scrushy in engineering the corporate culture that would allow these estimates to be reported with a straight…...

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Works Cited

Brickey, Kathleen F. 2006. "In Enron's Wake: Corporate Executives on Trial." Journal of Criminal Law and Criminology 96(2): 397-399.

Geyman, John P. The Corporate Transformation of Health Care: Can the Public Interest Still Be

Served? New York: Springer, 2004.

Jennings, Marianne M. 2004. "Incorporating Ethics and Professionalism into Accounting

Corporate Governance
There have been controversies on the subject of the governance and accountability of big corporations, but it is only recently that these issues have gained prominence. The compensation for the top management is one of the major issues of corporate governance today. The primary reason for offering stocks to executives was for raising the share prices and thereby increasing its value for both investors as well as shareholders. Though this proved to be a major success, there were a few executives who would not disclose their stock options or would not make full use of the stock options offered to them. This caused inefficiency in the financial market. Stakeholders have the freedom to check their shares and to question the management if there were any discrepancies. Despite these constant checks with financial analysts, the board of directors, the panel of regulators, auditors and managers, there has been instances of…...

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References

Charkham, Jonathan. 1994. 'Keeping Good Company: A Study of Corporate Governance in Five Countries' New York: Oxford University Press.

Davies, Adrian. 1999. 'A Strategic Approach to Corporate Governance' Gower.

De George, Richard T. 1995. 'Business Ethics' New Jersey: Prentice-Hall, Inc.

Fort, Timothy L. 2001. 'Ethics and Governance: Business as Mediating Institution' New York, N.Y: Oxford University Press.

Corporate Conduct
Global corporations are often difficult to control because they operate in various countries throughout the world. As such actions that may be illegal in some countries are perfectly legal in others. Furthermore law enforcement officials and governments do not have the power to enforce laws that are outside of their jurisdictions. These issues call into question the effectiveness mechanisms that exist to control global corporate conduct. The purpose of this discussion is to Assess the effectiveness of various mechanisms that exist to control global corporate conduct and recommend a mechanism that I believe is the most effective.

Survey of Mechanisms and their Advantages/Disadvantages

Private Regulation

Private regulations employ civil regulations to compel transnational corporations to operate according to a certain set of standards. According to the "defining feature of civil regulation is that its legitimacy, governance and implementation is not rooted in public authority. Operating beside or around the state rather than…...

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Bibliography

Fritsch, S.(2008) The UN Global Compact and the Global Governance

of Corporate Social Responsibility: ComplexMultilateralism for a More Human Globalisation? Global Society, Vol. 22, No. 1, pg. 2-26

Haufler, V. 2003 "Globalization and Industry Self-Regulation," in Governance in A Global Economy: Political Authority in Transition, Miles Kahler and David Lake, eds. Princeton University Press, 2003, p. 226

Haufler, V. 2002 The Public Role for the Private Sector, and The Emergence of Private Authority in Global Governance Rodney Hall and Thomas Biersteker, eds. Cambridge University Press, 2002.