Theories of Corporate

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Theories of Corporate

Governance
Coverage
• Theories of Corporate Governance
• Duties of the Board
• Duties of the Board Chairman
• The relationship between Executives and
NEDs.
Common key theories of corporate
Governance
The Corporate Governance is the process of
decision making and the process by which
decisions are implemented in large businesses is
known as Corporate Governance. There are
various theories which describe the relationship
between various stakeholders of the business
while carrying out the activity of the business.
Common key theories of corporate
Governance
i. Agency Theory.
ii. Stewardship Theory.
iii. Stakeholder Theory.
iv. Transaction Cost Theory
Agency theory
Agency theory focuses upon relationships between
parties where one delegates some decision-making
authority to the other. The principal would delegate
some decision making authority to the agent who,
in turn, would be responsible for maximizing the
principal's investment in exchange for an
incentive, such as a fee.
Shareholders

Board of Directors
(NED)
BCM

Executive Directors
(SM)
Agency theory
Agency theory is used to understand the
relationships between agents and principals. The
agent represents the principal in a particular
business transaction and is expected to represent
the best interests of the principal without regard for
self-interest. This leads to the principal-agent
problem
Stewardship Theory
Stewardship theory is a theory that managers, left on their
own, will act as responsible stewards of the assets they
control. Stewardship theorists assume that given a choice
between self-serving behavior and pro-organizational
behavior, a steward will place higher value on cooperation
than defection.
 The primary focus of stewardship theory, as well as
agency theory, is to understand how human beings can
be motivated to contribute to the achievement of the
goals of organizational principals
Stakeholder theory
• Stakeholder Theory is a view of capitalism that
stresses the interconnected relationships between a
business and its customers, suppliers, employees,
investors, communities and others who have a stake
in the organization.
• The theory argues that a firm should create value for
all stakeholders, not just shareholders.
Importance of Stakeholder theory
• Stakeholder theory demands constant and
determined engagement from business leaders.
• Applying the principles of stakeholder theory
can help lead your business to a more engaged
workforce and improved returns on corporate
social responsibility programs.
Transaction Cost Theory
• Transaction cost theory (Williamson 1979, 1986)
posits that the optimum organizational structure is
one that achieves economic efficiency by
minimizing the costs of exchange.
• The theory suggests that each type of transaction
produces coordination costs of monitoring,
controlling, and managing transactions.
Importance of Transaction cost theory
• Transaction costs are important because they
impact the amount of net return a company
can accrue. Low transaction costs can ensure a
company maximizes the amount it profits from
selling goods or service
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