Avon Corporate Governance

In: Other Topics

Submitted By kitkatreenuhh
Words 4384
Pages 18
AVON PRODUCTS, INC. CORPORATE GOVERNANCE GUIDELINES As amended by the Board of Directors on April 2, 2012 I. Purpose of Guidelines These corporate governance guidelines are intended to set a proper “tone at the top,” by promoting good corporate citizenship and responsible business practices, and to establish a common set of expectations to assist the Directors in performing their duties in accordance with applicable requirements, and thereby build long-term value for the Company’s shareholders. These guidelines represent the policy of the Company, as adopted by the Board of Directors. The Board will review and, if appropriate, amend these guidelines from time to time. II. Responsibilities of the Board of Directors The Board of Directors is elected by shareholders to oversee management and protect shareholders’ long-term interests in the Company. Basic responsibilities The Directors’ most basic responsibility is to exercise their business judgment to act in a manner that they reasonably believe is in the best interest of the Company and its shareholders, and, in discharging this obligation, may rely on members of the Company’s management and on the Company’s outside advisors and auditors. Directors must fulfill their responsibilities consistent with their fiduciary duties to the Company’s shareholders and in compliance with all applicable laws and regulations. Each Director must also comply with all of the Company’s policies, including its Code of Business Conduct and Ethics and the Trading in Avon Securities Policy. Attendance and Participation Directors are expected to attend all regularly scheduled Board meetings and meetings of the Board Committees on which they serve, and to use their best efforts to attend any special meetings and annual meetings of shareholders. Directors are expected to spend the time and effort needed to discharge their responsibilities and…...

Similar Documents

Corporate Governance

...Review Volume 15 Issue 1 Special Issue: Comparative Corporate Governance 7-1-2003 Article 13 Corporate Governance in Malaysia Kamini Singam Recommended Citation Singam, Kamini (2003) "Corporate Governance in Malaysia," Bond Law Review: Vol. 15: Iss. 1, Article 13. Available at: http://epublications.bond.edu.au/blr/vol15/iss1/13 This Article is brought to you by the Faculty of Law at ePublications@bond. It has been accepted for inclusion in Bond Law Review by an authorized administrator of ePublications@bond. For more information, please contact Bond University's Repository Coordinator. Corporate Governance in Malaysia Abstract This article examines the corporate governance system in Malaysia. A sound corporate governance system should help create an environment conducive to the efficient and sustainable growth in the Malaysian corporate sector. Since the Southeast Asian financial crisis in 1997 – 98 (‘financial crisis’), corporate governance has become a key policy issue confronting many Southeast Asian countries, including Malaysia. This article considers the distinctive problems of corporate governance in Malaysia, despite several steps for reform that have taken place since the financial crisis. There will be a brief discussion on the meaning of corporate governance and an overview of the present status of corporate governance in Malaysia, in particular after the financial crisis. Keywords corporate governance, Malaysia, Southeast Asian financial......

Words: 13068 - Pages: 53

Corporate Governance

...Examination Paper IIBM Institute of Business Management Examination Paper Corporate Governance Section A: OBJECTIVE TYPE (20 marks) MM.50 • • • This section consists of Multiple choice questions. Answer all the questions. Questions carry 1 mark each. 1. In the second version of McKinsey’s model called “the Central model” governance chain is represented by a. Well-developed equity market & dispersed ownership b. Underdeveloped equity market & concentrated ownership c. Well-developed equity market & concentrated ownership d. Underdeveloped equity market & dispersed ownership 2. Corporate governance refers to a combination of law, rules, regulations and a. Value b. Wealth c. Voluntary practices d. Customer Satisfaction 3. ____________, is one of the major tools. Corporations use to direct persuasive communication to target buyers & the public. a. Advertising b. Media c. Press d. None 4. Policy adopted by the monetary authority with respect to the supply of money is called a. Monetary Policy b. Fiscal Policy c. Budgetary Policy d. Economic Policy 5. Cash reserve requirements refer to the a. Purchase & Sale of government securities & other approved securities by the Central bank. b. Changes in bank rate by the Central Bank c. That portion of bank’s total cash reserves which they are statutorily required to hold with the RBI. IIBM Institute of Business Management 1 Examination Paper d. The particular level of liquid ity maintained by commercial banks. 6. This......

Words: 950 - Pages: 4

Corporate Governance

...CORPORATE GOVERNANCE 1 CORPORATE GOVERNANCE We can attribute societies demand for improved corporate governance on the number of recent financial scandals that have occurred in both the United States and abroad in the past decade. For many organizations, the way to rebuild shareholder confidence was to implement a fundamental framework of procedures that would ensure scandals like Enron, WorldCom and Tyco would not occur in the future. It is precisely these scandals that made corporate governance the focus of organizations worldwide. Corporate governance is defined as the principles and processes that provide the strategies on how an organization directs and obtains its goals, the oversight process for implementing effective accountability from its directors and managers (Rittenberg, Johnstone, & Gramling, 2012). What are two of the principles that surround corporate governance? How do they tie into the recent legislation that was put into place to resolve ethical challenges and changes within the last decade? Two principles that surround corporate governance include “successful management and ethical corporate culture and independence and objectivity” (Creel, 2013). It is management’s responsibility to create a culture of “integrity and ethical behavior” (Rittenberg, Johnstone, & Gramling, 2012). In addition, it is imperative for board members to maintain their objectivity and their judgment must remain independent and in the best interest of its stakeholders.......

Words: 1286 - Pages: 6

Corporate Governance

...and ethical lapses have heightened people, press, and investor security of companies, creating demand for a corporate culture of integrity driven performance and a new corporate transparency. Management and boards now feel compelled to ensure that proper governance processes are in place to protect corporate reputation, brand image and share holder value. According to Pricewaterhouse Cooper’s 8th Annual global CEO survey (Dec 2004), 50% of retail industry CEOs believe that there is a strong relationship among all elements of GRC (governance, risk and compliance) and that effective governance can be a value driver and a benefit versus a cost, to their companies. Effective corporate governance requires management and board involvement, accountability, embracing the processes, compliance, and structure required to direct and manage the affairs of a corporation. Its overall goal is to ensure the financial viability to the enterprise and enhance share holder value. For the retail and customer industry, globalization, which entails multinational operations, various financial reporting systems, and complex supply chain with wholesalers, distributors, and multiple types of retailers, not to mention multiple brand portfolios, and various types of outlets, provides significant rationales for management and boards to develop an effective GRC program. Successful corporate governance depends largely on trade-off among the various conflicting interest groups like government, society,......

Words: 15491 - Pages: 62

Corporate Governance

...IMPACT OF CORPORATE GOVERNANCE ON FIRMS PERFORMANCE: CASE OF FAMILY FIRMS IN MALAYSIA CHAPTER 1: INTRODUCTION 1.0 Background of Study For many years and in many economies, most of business activity was accompanied by proprietorships, partnerships, or closed corporations. In these forms of organizations, a small and closely related group of individuals belongings the same family or co-operating in business for lightly periods runs the firm and share the profit. A lot of attention, has focused on the relationship between ownership structure and corporate performance for instance, a research agenda on the implications of ownership structure on corporate governance by La Porta et al (2000) sustain the legal structure does not offer sufficient protection for outside investor or entrepreneurs, original owners are forced to maintain large position in their companies which results in a concentrated form of ownership thus having implications on ownership structure. On the other hand, more of evidence according to Shirley and Walsh (2001) indicates the private held firms are more efficient and more profitable than publicly held ones although the evidence differs on the relative merit of the identity of each private owner. In 1976, Jensen and Meckling provided results of their researches on ownership structure and firm performance by dividing shareholders into internal investor with management right and external shareholder who are investor without the ballot right.......

Words: 3492 - Pages: 14

Corporate Governance

... [pic][pic] Corporate Governance and Performance An Exploration of the Connection in a Public Sector Context By Meredith Edwards & Robyn Clough Issues Series Paper No. 1 January 2005 Preface This paper is part of a major project - Corporate Governance in the Public Sector: An evaluation of its Tensions, Gaps and Potential. The project will provide the first comprehensive theoretical and empirical work on corporate governance in the Commonwealth public sector. It has been designed to enhance communication and participation in governance across government, industry, and the community by improving corporate governance literacy and making information publicly available. The project is a collaborative venture between three University of Canberra research centres and key governmental and industry partners including the Australian National Audit Office, the Australian Government Department of Finance and Administration, Deloitte, Touche, Tohmatsu, CPA Australia and MinterEllison Lawyers. This paper is the first in a series that will be produced by researchers and industry partners involved in the project. The aim of the series is to identify and explore key emerging public sector governance issues and encourage wider discussion and activity. The series has been designed for public sector practitioners and corporate governance ‘enthusiasts’ across the public and private sectors. All papers will be broadly distributed and will be available online -......

Words: 12755 - Pages: 52

Corporate Governance

...Question1 What is corporate governance? Corporate governance refers to the framework of rules, set of systems, relationships, principles and processes by which a company is governed. (Corporate Governance Principles and Recommendations, 2014) Corporate governance is based on principles such as conducting the business with all integrity and fairness, being transparent with regard to all transactions, making all the necessary disclosures and decisions, complying with all the laws of the land, accountability and responsibility towards the stakeholders and commitment to conducting business in an ethical manner. Good corporate governance provide the confidence to investor, which is crucial to the ability of entities listed on the ASX to compete for capital. (Corporate Governance Principles and Recommendations, 2014) How important is it to investors in evaluating which corporations to invest in? There is a level of confidence that is associated with a company that is known to have good corporate governance, which is crucial to the ability of entities listed on the ASX to compete for capital. (Corporate Governance Principles and Recommendations, 2014) Corporate governance is known to be one of the criteria that foreign institutional investors are increasingly depending on when deciding on which companies to invest in. They provide the guidelines as to how the company can be directed or controlled such that it can fulfil its goals and objectives in a manner that adds to the value...

Words: 559 - Pages: 3

Corporate Governance

...Corporate Governance Issues and Responsibility On the basis of the principles and rules outlined by the New Zealand Security Commission and code of ethics adopted by NZFSU and PGGW Wrightson in their company’s prospectus, they have failed to follow good corporate governance in their companies. In this case study, there were many corporate governance issues and some of them are highlighted below Board Composition and review: There was imbalance of independent and non independent directors in the board. Craig Norgate, who was the Chairman of PGG Wrightson failed to promote cooperation and efficiency amongst the board members, and was unsuccessful in trying to maintaining good relationship between the management and the board. The Chairman of NZFSU and PGWW failed to comply with the rules of Corporate Governance that, there should be a mix of balance and skills according to the size and complexity of firms, and in this case study, there were fewer independent directors and the need of them were felt by NZFSU, when the company’s current directors were unable to cope up with the failure of the company The board need to achieve the right mix, and should choose directors who have the required skills and knowledge and can contribute to achieve the goal of the company and provide more benefits to the shareholders. There should be a rigorous process for nomination and selection procedure of a director. The Chairman of Boards of PGG Wrightson and NZFSU, were accused in not......

Words: 2250 - Pages: 9

Corporate Governance

...theory? Write down the role of corporate governance in resolving the issue: Solution: Agency Theory: Agency theory shows an association among principal and agent. In this relationship a principal appoint an agent who executes duties on the behalf of principal. Principal gave some sort of power to the agent of making decisions along by keeping in mind his owners interest. Mainly agency theory solves the following two problems: a. Intention of principal and agent are in spar. b. Acceptance of risk from both points of views. Corporate Governance: Corporate governance offer law and regulations, policies and practice to supervise and organize the organizations. They present policies and directions in a proper way that can express the objectives of the organization and its stakeholders. Agency Theory and Corporate Governance: Mainly corporate governance starts with the concept of agency theory. Every person within the association and exterior of it go behind these policies to evade risk and clashes. Corporate governance offer rules and instructions and also classifies responsibilities and rights and duties of stakeholders of an organization. We conclude that corporate governance and agency theory go next to with each other. Role of Corporate Governance: Role of corporate governance in issue resolving is as......

Words: 285 - Pages: 2

Corporate Governance

...Table of Contents 1. TITLE PAGE 4 EXECUTIVE SUMMARY 6 3. INTRODUCTION: 6 4. CONTEXT OF THE COMPANY: 7 5. WHAT IS CORPORATE GOVERNANCE: 8 6. THE PURPOSE AND BENEFIT OF GOOD GOVERNANCE: 8 7. GUIDING PRINCIPLES OF GOOD GOVERANCE: 9 8. REVIEW OF REPUBLIC BANK LIMITED’S CORPORATE GOVERNANCE: 9 8.1 Organisation Structure: 10 8.2 Republic Bank Limited’s Core Values: 11 8.3 Republic Bank Limited’s Code of Conduct and Ethics: 12 8.4 Corporate Social Responsibility (CSR) in Republic Bank Limited: 12 8.5 Policies and Procedures in Republic Bank Limited: 13 9. CONCLUSION: 13 10. RECOMMENDATION: 14 -15 11. REFERENCES: 16 12. APPENDICES: 17 Appendix I 17 Appendix II 18 Appendix III 19 - 20 Appendix IV 21 - 22 Appendix V 23   TO: THE CHAIRMAN, REPUBLIC BANK LIMITED FROM: CONSULTANT DATE: 03RD MARCH, 2014 SUBJECT: IMPROVING CORPORATE GOVERANCE IN REPUBLIC BANK LIMITED 2. EXECUTIVE SUMMARY It has been established that Organisations need to have a Competitive Advantage to remain viable and profitable. In order to accomplish this, one (1) essential tool is good Corporate Governance. This paper first identifies what good Corporate Governance entails then reviews the Corporate Governance process of Republic Bank Limited (a local banking organisation) utilising the tools, concepts and theories of the governance process identified. Some recommendations have been made to further enhance what the bank currently practices. 3. INTRODUCTION: The......

Words: 4276 - Pages: 18

Corporate Governance

...uk/BJASS.aspx Corporate Governance and Performance of Saudi Arabia Listed Companies Yahya Ali Al-Matari Faculty of Accountancy, Universiti Utara Malaysia matariyahya@yahoo.com Dr. Abdullah Kaid Al-Swidi College of Arts & Sciences, Universiti Utara Malaysia swidi@uum.edu.my, and Assoc. Prof. Dr. Faudziah Hanim Bt Fadzil Faculty of Accountancy, Universiti Utara Malaysia fhanim@uum.edu.my Abstract: This study aims to provide a concise view of the background of Saudi Arabia‟s legal system, important regulations and monitoring policies related to the corporate governance followed by the Saudi government to enhance the attractiveness of the business environment. In so doing, this study attempted to provide an overview on corporate governance in the emerging markets and more specifically in Saudi Arabia. Additionally, this study has shed lights on the main monitoring devices which play a significant role in regulating and developing the Saudi business environment. The focus was on some corporate governance mechanisms that might affect firm performance including board composition (BODCOM), CEO duality (DUAL), board size (BSIZE), audit committee independence (ACIND), audit committee activities (ACMEET) and audit committee size (ACSIZE). Keywords: Corporate governance, firm performance, emerging countries, Saudi Arabia. 1 British Journal of Arts and Social Sciences ISSN: 2046-9578, 1. Introduction The topic of corporate governance is assuming......

Words: 15071 - Pages: 61

Corporate Governance

...Home » Issues » Money & Politics E-Mail Page Printer Safe ITALY: Corporate Governance Lessons from Europe's Enron by By Michael Gray, Compensation Analyst; Carlotta Amaduzzi, Global Analyst; and Stephen Deane, Publications Director, Institutional Shareholder Services Europeans are labeling it their Enron. The U.S. Securities and Exchange Commission is calling it "one of the largest and most brazen corporate financial frauds in history." And one investigator gushes, "The whole is truly beyond all limits....In every company we have found forgeries and falsifications of all sorts. But in this case we are really beyond the limits of the imagination." Parmalat Finanziara, the Italian dairy and food giant, is fast joining Enron and WorldCom as a household name for corporate scandal. The alleged financial fraud at Parmalat spans more than a decade and involves sums whose estimates have ballooned from EUR 4 billion to more than EUR 8 billion. Founder, chairman, and chief executive Calisto Tanzi has been ousted from the company and board and is under arrest. Enrico Bondi, who replaced Tanzi in December, has been given new authority to act as sole administrator of Parmalat. He has 180 days to save what he can of the company. While Bondi races against time to unearth the sources of the scandal, some corporate governance experts are already drawing lessons. The Corporate Governance Significance "Clearly what has happened in Parmalat, and Ahold a few months ago,...

Words: 335 - Pages: 2

Corporate Governance

...1.0 Introductions 2.0 Literature review 3.0 Background and history of Development CG The term of corporate governance not just been introduced but it also drew attention of the public about the weaknesses of Malaysian corporate governance practice due to the Asian Financial Crisis in 1997. After 1998, the government of Malaysia decided to adopt the corporate reforms to enhance the quality of good corporate governance practice in the country. The main sources of the Corporate Governance reforms agenda in Malaysia other than Malaysian Code on Corporate governance are the Capital Market Master Plan (CMP) and also Financial Sector Master Plan (FSMP). This sources provides guidelines on the principles and best practices in corporate governance and the direction for the implementation as well as charts for the future prospects of corporate governance in Malaysia. Malaysian Code on Corporate Governance is an initiative that established by the Financial Committee on Corporate in 1998. This committee is consists of both government and also industry. MCCG was introduced on March 2000. This code brought a systematical change in structure of public and also private corporation. The principles underlying the report focus on four areas which are board of directors, directors’s remuneration, shareholders and accountability and audit. Compliance with the code is not mandatory. However, the listed companies in Bursa Malaysia are required to prepare their annual report on how they......

Words: 2720 - Pages: 11

Corporate Governance

...Executive Summary This report pretends to do a review of the Corporate Governance about Amazon.com. The methodology adopted for this work is based in information available from the company in its websites and annual reports. In the brief report the review of the structure, process and effectiveness of the governance of the amazon.com is made and the recommendations for appropriate improvements are given it the end of the report. I concluded that company shows the corporate governance components according to their core business and their environmental business. Table of the Contents 1. Introduction.................................................................................................04 2. Nominating and Corporate Governance Committee Charter.................... 04 3. Code of Business Conduct and Ethics........................................................05 4. Officers and Directors.................................................................................08 5. Conclusion & Recommendation.................................................................09 6. References...................................................................................................11 1. INTRODUCTION: Amazon.com, Inc. (NASDAQ: AMZN) is an American multinational electronic commerce company with headquarters in Seattle, Washington, United States. It is the world's largest online retailer. The company also produces consumer......

Words: 2304 - Pages: 10

Corporate Governance

... Business Foundations BIB 1A CORPORATE GOVERNANCE “What is Corporate Governance? Why is it important for Business?” The business environment is formed of complex interrelationships among and between companies of the same industry. With the process of globalization taking place in the business community, in different countries, all around the world, good ethical practices have become almost crucial to every business transaction, and work on effectively operating in the global market. Therefore, in order to gain credibility and a good position in the international field, values such as trust, responsibility and integrity are important between transacting business corporations. Thus, laws and policies that protect the interests of companies and corporations have been put into effect due to a “standardization of the code of ethics” in the corporate world. This has led to the creation of a better attitude among business establishments, accredited on the corporate governance applied within the company. The main goal of this paper is to explain what corporate governance is, to develop its principles, mechanisms and controls, and its efficiency in the world of business. The OECD Principles of Corporate Governance states: "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......

Words: 911 - Pages: 4

IMDb: 6 S8E2 Mr.D - Season 8 | Build Your Own Computer | Новинки 2018