Many firms have implemented corporate governance, yet have fallen into collapse and scandal involving their operations. What has gone wrong? Chambers' Corporate Governance Handbook is the definitive, practical guide to the ever changing corporate governance landscape highlighting the potential pitfalls, tackling the issues, placing blame where appropriate, and recommending possible solutions to these problems.
Providing invaluable, practical guidance Chambers' Corporate Governance Handbook ensures that you are up to date and compliant with best practice giving you complete confidence that you are continuing to function within the legal, ethical and practical parameters of corporate governance.
New for the Seventh edition: Completely revised and updated, the new seventh edition includes new chapters on: Positioning internal audit for effective CSR and ESG - scope, competence and reporting; Board evaluation; Recalibrating internal audit; The independence and of different corporate governance parties; Relationships between different corporate governance parties; The risk conversation at board level/ In addition: Includes coverage of the autumn 2016 release of the updated UK Corporate Governance Code; Family Firms and their Governance expanded to cover SMEs; Corporate Social Responsibility, Integrated Reporting and Sustainability (Chapter C5) will be expanded to cover ESG (Environment, social and governance) and a new ESG checklist will be included.
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Table of Contents
Part A: Effective Boards and Directors Chapter A1 The Effective Board Chapter A2 Considering Joining a Board Chapter A3 Independence Issues Chapter A4 Resigning a Directorship Chapter A5 Board Committees Chapter A6 Board Policies and Policy Statements Chapter A7 SME and Family Company Corporate Governance Chapter A8 Governance of International Organisations Chapter A9 Directors with Company Loans: Independence and Conflict of Interest Implications Part B: Contributed Chapters Chapter B1 Avoiding the Pitfalls in Running a Private Company Chapter B2 Evaluating Board Effectiveness Chapter B3 Diversity: Making it to the Top Chapter B4 The Chairman's Perspective Chapter B5 The Non-Executive Director's Perspective Chapter B6 The Effective Board Chapter B7 Survey of Non-Executive Director's Views Part C: Understanding Corporate Governance Chapter C1 Understanding Corporate Governance Chapter C2 Grand Themes in Corporate Governance Chapter C3 Applying the Theories that Underpin Corporate Governance Chapter C4 Do Non-Executive Directors Add Value? Chapter C5 Corporate Social Responsibility, Integrated Reporting and Sustainability Chapter C6 Culture, Ethics and the Board Part D: Corporate Governance in Practice Chapter D1 The UK's Companies Act 2006 – Corporate Governance Issues Chapter D2 The UK Approach to Corporate Governance Chapter D3 Critique of UK Corporate Governance Chapter D4 The Walker Review of Corporate Governance in UK Banks and other Financial Industry Entities Chapter D5 Checklist to Benchmark Corporate Governance Practice in the Context of the UK Corporate Governance Code Chapter D6 British Governance Standard (2013) – Code of Practice for Delivering Effective Governance of Organizations Chapter D7 Gulf Corporate Governance Part E: Board Committees Chapter E1 Overview of Audit Committee Responsibilities Chapter E2 Effective and Efficient Conduct of Audit Committee Business Chapter E3 Audit Committees and Sarbanes-Oxley in the UK Chapter E4 Audit Committee Oversight of Published Information Chapter E5 Audit Committee Oversight of Risk Management and Internal Control Chapter E6 Audit Committee Oversight of External Audit Chapter E7 Audit Committee Oversight of Internal Audit and other Review Agencies Chapter E8 The Development of Audit Committees over Time Chapter E9 Board Risk Committees Chapter E10 Board Remuneration Committees Chapter E11 Board Nomination Committees F: The Corporate Governance Journey Chapter F1 The Corporate Governance Framework Chapter F2 Evolution of the UK Code and the Impact of Higgs and Smith Part G: Risk Management, Internal Control and Internal Audit Chapter G1 The Risk Conversation at Board Level Chapter G2 Risk Management and Internal Control Chapter G3 Three Lines of Defence Chapter G4 Recalibrating Internal Audit Chapter G5 Positioning Internal Audit for Effective CSR and ESG Part H: External Oversight Chapter H1 External Control Chapter H2 Is Audit failing the Global Capital Markets? Appendices Appendix 1 The UK Corporate Governance Code Appendix 2 The UK Stewardship Code Appendix 3 The Chartered Director (CDir) Qualification Appendix 4 Board Committees – Terms of Reference Appendix 5 Suggestions for Good Practice from the Higgs Report Appendix 6 Cadbury, Greenbury and 1998 Combined Codes The 1992 'Cadbury Code' The 1995 'Greenbury Code' The 1998 Combined Code Appendix 7 Internal Auditing's Mission, Principles, Definition, and Code of Ethics Appendix 8 International Standards for the Professional Practice of Internal Auditing Appendix 9 Independent External Board Evaluations Code of Practice