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1
→
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#
,mn¥en%L of board of
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>
make decisions → order CEO /executives
execute
to

manage , coordinate , execute

v v
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organised structure ( group of 3-

4)
→ remuneration of chairman / CEO
CFO, COO ,
#
 Director’s duties, Agency and it’s Problem

filtration where courts put aside

✓
Directors make judgement ,
limited liability G
in
good faith :-. if fails Hold Corporation 's shareholders/directors

Protected liable for actions / debts

↳ personally
.

duty of loyalty
Director signing , ↑
company 's contract \ Certain duties are
→ duh to preserve
faith 9 trust
good
not Liable responsible

↓
Legal Personality
Legal (this can be abused ) protected
person

L V
Natural
Artificial
person
person
Independent Directors:
Non-executive directors who are not involved in management BUT can make independent decision BUT must be Non-Executive

Non-independent Directors: Must listen to other’s input

Non-Executive Directors: Not involved in management BUT may not be independent

 ✓ if non-executive Executive

✗ ✓

✗ ✓

✗ ✗

✗ ✓

Independent Non -
independent
Directors Director

Non Non-executive Executive

-
Executive Directors Directors
 Facilitate conversation

← ↓

conflict of interest
Directors
↑ Board 9
management

consultant -1 Chairman
($1M ) ( 250k) accountability transparency
p →
↓ ✗
✗
Non - executive
Chairman

($1.25M )
I

↓
Singtel using legal personalities
to evade responsibilities

Abuse of
Legal Personality
?
 separate
personal'

Limited Liability

Corporate
structure
Why Enron’s corporate structure failed to stop the dishonest executives?
Initially After

Sub - contractors
 Responsibility of business

/
is to create value for All stakeholders

create value as

much as ←
possible without

creating tradeoffs
According to stakeholder theory , following are stakeholders of
WALMART

✓ in

interest in
✓
Walmart
✓

✓ v
Walmart Mondragon
capitalist
Corporation

cooperatives
i
✓

✗
✗

o Profit-pooling – almost never promotes free-riding

 not Invoked ✓ Approval of annual budget
In policymaking " """ """ & ""°" "

[
of key govt officials & Board members

✗ NOT ✗→ a part of

SG ←
µ,µ,
represent
domestically 9 ↓qovevn policy-making
internationally
""" " " b'efaaou.pa.ae,←
'

admin affairs of
✓ to
Day day
state

① ⑤
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the cabinet

from
support majority
of parliament

↓
✓must be MP

✓Approved by PM &
President

MP → respective
> Minister ministries
✓PM advice
✓ President
↓
choose govern
country
Governments
lawyer

Power to institute, conduct, discontinue any proceedings for any offence

May not use power in bad faith
 Discuss issues
←

@jyaM
pertinent to
society
NMPS
Rep .

NC MPs
Interest of
people
MPs
Elected [
cabinetDPM

↑•£↳l•¥••
pm ,

→ Represent interest of people of -

ministers

memteof → to meet quota

opposition political
represent certain interest
groups

( Represents people )

①
Law-Making begins with a Bill, which is then debated, across three readings, before it is passed. ②
Scrutinized by PCMR, and proceeds for President’s assent before being as law called an Act of Parliament
 Head of ←

civil
service

PVBIHDB - ' '

look after
certain scope

profitable

I
non ↓
-

profitable
 Laws ← Parliament
_
prevent £
abuse

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Cabinet
Minister

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-

Minister

Parliamentary
Secretary
Head of
Civil
Permanent Service
Secretary

Directors Directors Directors

÷
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 [
How can we

regulate ?

•
The need for

] Intervention

?
↳

↳
↳
↳
HONG KONG CUBA

AUS ,
FRANCE
Government controls
economy & acts like
"
single huge corpora
✗ information control

✗ personal interest
vs

public interest

✗ Hierarchy is limited

Result vs Effort vs No
effort Fair

Not Fair

-
no one

expected
under -
regulate
due to lack of knowledge ×
✗ Limit in knowledge

✗ Wrong policy
"
✗ Over regula
-

✗ Limit in know-how

✗ Disconnect between
↓
payer / spender, easy to justify
receiver government
programmes
✗ unintended consequences

✗ exacerbated
inequality
What influences
government ?
 ? ?
£
↳ ③ ③

1-
Business becomes client of government = tizz receives concession
←
↑ + help
from govt
^

Government
As
Client
 I

Clientism
Government -9 relevant
Acting as
→ →
groups come tgt
BODY "

townie @ decision / Corporatism corpora : Body

policy

✓ Pluralism
↳ Interest groups actively compete for influence
✗
 to meet
Bids were evaluated based on

Goals ✗ following criteria

← Factors to influence
Why influence the
Government ?

( Chinese talent)
 People

profit
planet

1. 7
- how business is conducted
according to
regulations
.

Economic people
Prosperity 1 social performance )

B¥F¥¥*¥y Environment
planet
s*rAEÉBÉE profit
Social
Protection ( environmental
Responsibility performance )
 ↓ profit margin
110%

→ spends SG 's reserves

✓ create

goodwill

to encourages
corporate

1
Mandatory for SGX listed
companies to provide sustainability report
Benefit
$49.5M
Cost
$137M Conflict between law , morality CSR
,
. . .

← I
which stance
should companies take ?
 Death Penalty . Abortion legal

killing a c-

rapist

↑ &

↑
↓
±
Chapter 7: Societal demands and Activist groups - Confrontation vs Co-operation

Chapter 9: Managing Public Affairs: DBS High Notes 5 - Dbs vs Investors

X
checklist g.
If this stage
fails ,
go to civil

pending
←
Which
direct "
 over -
profit driven
↓

°ᵗ

consequences
NOT
Legality
[
promising

;%?n%
poss
attempt
in
d-
pursuit
 Government
ques premise companies to
DBS vs
business
'
Coweta with society

I
for follow ↑
/
✓
Nead "
like
in
yet

Correlate btw Govt & Businesses

 "
What were Catania of prime minister