1. Corporate Governance and COMPANIES ACT 2063(2006)
Presented By: Nitesh Khatiwada Mona Pokhrel Kalpana K. C. Dipti Dhungel

2. Corporate Governance
Practices
Rules
Processes

3. Corporate Governance

4. Corporate Governance

5. Elements of Corporate Governance Equity and Inclusiveness
Rule of Law
Responsiveness
Equity and Inclusiveness
Transparency
Participation
Accountability

6. Rule of Law Transparency Accountability
Corporate Governance
Rule of Law
Fair legal frameworks that are enforced by an impartial regulatory body, for the full protection of stakeholders
Transparency
Information should be provided in easily understandable forms and media
Freely available and directly accessible to those who will be affected
Accountability
Who is accountable for what

7. Equity and Inclusiveness
Corporate Governance
Responsiveness
Organizations and their processes are designed to serve the best interests of stakeholders within a reasonable timeframe
Equity and Inclusiveness
Provide the opportunity for its stakeholders to maintain, enhance, or generally improve their well-being
Participation
Freedom of expression and assiduous concern for the best interests of the organization and society 

8. Introduction Companies Act (2006)
Date of authentication: 7 Kartik 2063
Consits of 21 chapter which incudes various sections (188) and subsections
Act made to amend and consolidate the law related to companies

9. Rule of law
To bring about dynamism in the economic developemt of country
To promote investment
To bring liberalization
Easier incorporation, operation and administaration
Simpler and transparent operation

10. Chapter 7: Accounts and records of the company
Transparency
Transparency
Chapter 8: Audit
Chapter 7: Accounts and records of the company

11. Chapter 6 Board of Directors Sec 92: Disclosure by Directors
ACCOUNTABILITY
Board of Directors
Chapter 6
Sec 92: Disclosure by Directors
Sec 95: Power and Duties of BOD
Sec 99: Responsibilities and Duties of Directors
Sec 101: Prohibition on Loans to Officers or Shareholders
Sec 102: Prohibition on Giving False Statements by Officers
Sec 105: Restrictions on Authority of Directors

12. Chapter 9: Call for Explanation and Investigation
ACCOUNTABILITY
Chapter 8: Audit
Sec 115: Functions and Duties auditor
Chapter 9: Call for Explanation and Investigation
Sec 120: Power of office to call for explanation
Sec 121: Power of office to depute inspector
Sec 122: Function, Duty and Power of Inspector
Sec 124: Report to be submitted
Chapter 18: Audit Committee

13. Chapter 4: Shares and Debentures
Responsiveness
Sec 29: Power to Issue Shares at Premium
Sec 56: Power of Company to Alter its Share Capital
Chapter 4: Shares and Debentures
Sec 95: Power and Duties of BOD
Chapter 6: Board of Directors
Sec 136: Power of Office to Cancel Registration
Chapter 11: Cancellation of Registration of Company

14. Equity and Inclusiveness
Protection of Share Holders
Chapter 12:
Sec 138: Power to prevent directors and officer from doing unauthorized act
Sec 139: Remedy for act or done against rights and interest of shareholders
Sec 140: Right to shareholder to institute case in behalf of company
Sec 141: Acquisition or sale of property

15. Sec 67: General meeting of the company
Participation
Chapter 5 : Meeting of the company
Sec 67: General meeting of the company
Sec 68: Directors required to be present
Sec 69: Legality of meeting
Sec 71: Right to vote
Sec 73: Quorum
Sec 76: Annual General Meeting

16. Provisions Ralating to Single Shareholder Company
Companies Act (2006)
Provisions Ralating to Single Shareholder Company
Sec 52: Single shareholder company not required to call meeting of the board of director
Sec 153: Transfer and transmission of shares of single shareholder company

17. Conclusion
Significant legal framework for promoting the industry and commerce which eventually impact to the national economy and development.
The prevailing Act has been promulgated very recently and it is necessary to observe its practices in living reality for making actual evaluation on it.

18. Conclusion
Theoretically this Act is so sound and compatible with the contemporary requirement. It is made on the basis of long self-experiences and international influences which would appropriate or expected feedback.
Although it may be possible to reform or amend to the every legal framework but it can be said that the Act will be compatible for solving the disclosed problems.