1. Ethics and Governance
Governance 1

2. What is Governance?
Governance is the system by which organizations are directed and controlled.
Relationships between directors, shareholders, and other stakeholders.
Structure through which objectives, strategies, and monitoring are established.

3. Why is Governance Important?
Separation of ownership and control
Corporations: shareholders and managers
Governments: taxpayers and public servants
NGOs: donors and administrators
Potential for conflicts of interest

4. Agency Theory Agent Principal Agency Agency costs
Fiduciary duty (trust and confidence)
Accountability

5. Organizational Life and Corporate Governance
Board of directors
Corporate reporting
Risk management
Internal controls
Shareholder rights and responsibilities
Corporate social responsibility and ethics

6. Underpinning Governance Concepts
Fairness
Transparency
Innovation
Skepticism
Independence
Probity (honesty)
Responsibility
Accountability
Reputation
Judgement
Integrity