ACCAP1复习框架.docVIP

ACCA P1 EXAM NOTES June 2011 Part 1: Framework Chapter 1: Introduction of CG (Corporate Governance) Key points: Definition of CG, agency relationship, accountability, Underlying concepts of CG Transparancy Full, complete and timely disclosure financial or non financial information which will affect investors’ financial decision Independence NED and Auditors Accountability Directors should be accountable to Shareholders Chapter 2: Agency relationship and theories Power L Interest H Key points: Agency theory: Agency is defined in relation to a principal. A principal appoints an agent to act on his or her behalf. In the case of corporate governance, the principal is a shareholder and the agents are the directors. Directors shoud be accountable for the investment of shareholders Transaction theory: Stakeholder theory: shareholder, employee, borad of director, institutional investor, customer supplier Govornment, trade union and external auditors. Definition: a stakeholder in terms of any organisation or person that can affect or be affected by the policies or activities of an entity. Fiduciary duty/responsibility, A fiduciary responsibility is a duty of trust and care towards one or more parties. It describes direction of accountability in that one party has to another. The fiduciary duty of directors in public companies is to act in the economic interests of shareholders who invest in the company but are unable to manage the company directly. Chapter 3: Board of directors, Board of Committee Remuneration Board of directors: Key points: Role of board: Board structure: Advantages and disadvantages of unitary