Ch9 Corporate Governance Flashcards

1
Q

Traditional approach to Strategic control

A

1) strategies are formulated and top management sets goals
2) strategies are implemented ‘
3) performance is measured against predetermined goal set

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2
Q

informational control

A

whether or not the organization is “doing the right things”

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3
Q

behavioral control

A

if the organization is “doing things right”

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4
Q

organizational culture

A

is a system of shared values that shape a company’s people, structures, and control systems to produce behavioral norms

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5
Q

reward system

A

policies that specify who gets rewarded and why

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6
Q

boundaries and constraints

A

rules that specify behaviors that are acceptable and unacceptable

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7
Q

corporate goverance

A

relationships among various participants in determining the direction and performance of corporations
Primary participants are: stakeholders, management, and board of directors

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8
Q

corporation

A

a mechanism created to allow different parties to contribute capital, expertise, and labor, for the maximum benefit of each party.

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9
Q

agency theory

A

resolves two problems

1) when goals pf the principals and agents conflict
2) when it is difficult or expensive to for the principal to verify what the agent is actually doing

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10
Q

board of directors

A

acts as a fulcrum between owners and controllers of a corporation. Also provide a balance between a small group of key managers and stakeholders

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11
Q

shareholder activism

A

actions by shareholders to protect their interests when they feel that managerial actions of a corporation diverge from shareholder value maximization

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12
Q

external governance control mechanisms

A

methods that ensure that managerial actions lead to shareholder value and do not harm other stakeholder groups

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13
Q

market for corporate control

A

external control mechanism in which shareholders dissatisfied with a firms management sell their shares

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14
Q

takeover constraint

A

the risk to management of the firm being acquired by a hostile raider

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15
Q

principal - principal conflicts

A

conflicts between two classes of principals- controlling shareholders and minority shareholders - within the context of a corporate governance system

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16
Q

expropriation of minority shareholders

A

activities that ensure the controlling shareholders at the expense of the minority shareholders

17
Q

business groups

A

a set of firms that, though legally independent, are bound together by a constellation of formal and informal ties and are accustomed to taking coordinated action