Page 7 - FINAL CFA SLIDES DECEMBER 2018 DAY 11
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Session Unit 10:
                                                                  34. Corporate Governance and ESG: An Introduction


            Board responsibilities, p.6

            •    Selecting senior management, setting their compensation and bonus structure,
                 evaluating their performance, and replacing them as needed.
            •    Setting the strategic direction for the company and making sure that management
                 implements the strategy approved by the board.

            •    Approving capital structure changes, significant acquisitions, and large investment
                 expenditures.
            •    Reviewing company performance and implementing any necessary corrective steps.
                                                         tanties
            •    Planning for continuity of management and the succession of the CEO and other

                 senior managers.
            •    Establishing, monitoring, and overseeing the firm’s internal controls and risk
                 management system.
            •    Ensuring the quality of the firm’s financial reporting and internal audit, as well as

                 oversight of the external auditors.


            An audit committee of the Board is responsible for:

            •    Oversight of the financial reporting function and implementation of accounting policies.
            •    Effectiveness of the company’s internal controls and the internal audit function.
            •    Recommending an external auditor and its compensation.
            •    Proposing remedies based on their review of internal and external audits.
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