Estoce, AikoFibra, CrystalIcalina, Jess Juntilla, TanyaKinazo, RecheilleOñate, SophiaPonay, CessnaAC516B: T-TH 12:00-3:00pmJuly 2, 2015

“Organizational Governance”

Objectives:•Describe the meaning of “organizational governance” and present a conceptual model for effective organizational governance for both profit seeking and not-for-profitorganizations.•Discuss the demands for “better” governance, including recent demands to improve organizational governance and accountability.•Identify the different governance principles.•Identify the roles/responsibilities of those that are tasked with governance.

Definition:•Monks and Minow (2001) define corporate governance as the “relationship among various participants in determining the direction and performance of corporations.” They identify the primary participants as the shareowners, management, and the board of directors.•Corporate governance involves a set of relationships between a company’s management, its board, its shareholders, and other stakeholders. Corporate governance also provides the structure through which the objectives of the company are set, and the means of attaining those objectives and monitoring performance are determined. Good corporate governance should provide proper incentives for the board and management to pursue objectives that are in the interests of the company and shareholders and should facilitate effective monitoring. (OECD, 1999, 1)

Demands for better governance:•Continuing organizational disasters•Changes in Share Ownership Patterns•Legal EnvironmentGovernance Principles•Interaction•Board Purpose•Board Responsibilities•Independence•Expertise•Meetings and Information•Leadership•Disclosure•Committees•Internal Audit

IAF’s role in Governance:Internal auditors’ roles include monitoring, assessing, and analyzing organizational risks and controls; and reviewing and confirming information and compliance with policies, procedures, and laws. Working in partnership with management, internal auditors provide the board, the audit committee, and executive management assurance that risks are held at bay and that the organization’s corporate governance is strong and effective. And, when there is room for improvement anywhere within the organization, the internal auditors make recommendations for enhancing processes, policies, and procedures.