Escolar Documentos
Profissional Documentos
Cultura Documentos
Learning Objectives
To understand the difference between
shareholders & stakeholders To be aware of the various different stakeholders group To have an overview of the way that shareholders & stakeholders are provided for in various CG codes & guidelines To understand the roles that shareholders & stakeholders can play in companies & the development of CG
grouined p on which the activities of the company have an impact (including shareholder...) Shareholders: an individual, firm or other entity that own shares in a company
stakeholders group:
Shareholders invest their money to provide risk capital for the company In many jurisdictions, shareholders rights are enshrined in law
of the corporation, except through their election of the BOD Own stocks but have no access to assets The real value of stock: dividend payment, share resell, potential asset value at the dissolution of the corporation The rights include: receiving information, electing board members, submitting & voting on proposal policy
the Board: Some problems that can arise and create an insufficient system in terms of electing appropriate representation include inadequate information about prospective directors and an inability to nominate candidates.
Throughout the fiscal year, shareholders are able to submit proposals to help direct the corporation in the direction that they deem fit. Several protocols are consistently required for shareholder proposals. Without adherence to these protocols, the proposals will not be considered by the board.
The shareholder must own at least 1% of the companys stock, have owned it for at least one year, and must commit to continual ownership through the voting date. The shareholder may not submit more than one proposal per voting period. The proposal may not be more than 500 words in length and must not relate to any prohibited proposal content.
Shareholders Meeting
Shareholder meetings are held to
provide shareholders with a forum in which to gain information and cast votes. Although designed to ensure that investors are able to actively protect their investments, shareholder meetings can be largely unproductive when not run effectively.
BODs Duties
To protect shareholder interests, the board is assigned two
fiduciary duties:
Duty of loyalty In keeping with the duty of loyalty, the board and its members are required to act on behalf of shareholder and company interests, rather than their own. Duty of care This duty requires that company directors make reasonable efforts to care for the companys interests.
subject to reprisal through shareholder petition for dismissal, class action suits, or legal injunction.
Shareholders in Indonesia
The rule of share holders in the
Stakeholder Groups
Employees: the company provides livelihood Providers of credit Suppliers:
Provide goods or services Continuity of the company suistanability of the suppliers Buy products Social, environmental, & ethical aspect of corporate behavior
Customers
Stakeholder Groups
Local communities Corporate employees many local people Unemployment social impacts Environmental groups Protection to environment (e.g. ollution) Government To ensure that companies comply to socially responsibility, ethical & environmental considerations Employment, monetery, market supply... Fiscal
individual companys approach UK & US: the emphasis is on the relationship between the shareholders (owners) & the directors (managers) German & French: partnership between capital & labor, provide for employee representation at board level, bank (providers of finance) may also represented on the supervisory board.
Stakeholders in Indonesia
The rule of stakeholders in the
Conclusions
Companies should take account of the
views of various stakeholders in addition to those of shareholders Maintaining & enhancing shareholder value should consider stakeholders interests Interaction among all of interests suitanability in the long-term operations.