What is corporate governance?
Why did corporate governance emerge?
When the American company Enron fell due to mismanagement, something had to and would happen in the field of running a company. The answer to this is clear guidelines on corporate governance. This is also called corporate governance.
In America this is known under the Sarbanes-Oxley act. In the Netherlands, this is referred to as the Tabaksblat code, which attempts to ensure that the management of Dutch companies listed on the stock exchange runs smoothly. The code tries to prevent undesirable behavior or corporate scandals. For example, the code aims to publish good and transparent annual reports.
The code also provides a clear structure between the company and its stakeholders.
The Tabaksblat Code clearly shows that the Supervisory Board, Supervisory Board, Management Board and Management Board must be accountable to the following stakeholders: Shareholders, Employees, Customers and Society.
The corporate governance code
The Dutch corporate governance code contains more than 100 rules regarding responsible management. This includes the following points:
The duties of board members, the remuneration of the board members and the working method of the board to reach a decision. By means of these rules, the shareholders must have more say during the general shareholders' meeting.
To get a better picture of the rules in corporate governance, below are some examples of rules that may be included.
The golden handshake should not exceed one six-month salary.
A supervisory director may not hold more than 4 other supervisory directorships.
A director is not allowed to use business opportunities for personal gain.
The distribution of an annual dividend will appear as a separate item on the agenda during the general shareholders' meeting.
"Money Talks, Bullshit Walks"
- Thomas Langerwerf
Drafting corporate governance
Do you want to avoid the hassle of ambiguities or arguments? Then you would do well to have a corporate governance code drawn up for your company. We at Family First have years of experience in creating corporate governance. This allows us to provide you with the best possible service and adjust the code to your wishes and needs.