Corporate Issuers Flashcards
(140 cards)
Refers to integrating social or environmental considerations in general into investment decisions:
Responsible/sustainable investing
Negative screening refers to :
excluding specific companies or industries from portfolio consideration based on ESG factors
Positive screening refers to:
including/identifying companies or industries for portfolio consideration based on ESG factors
According to this theory:
The focus of corporate governance is managing conflicts of interest among owners and several groups that have an interest in a company’s activities, including creditors
Stakeholder theory
Under this theory:
The primary focus of corporate governance is to manage the the activities of a firm in the best interest of it’s** owners**
Shareholder Theory
Foscus: Maximizing shareholder profits/value
Conflicts of interest, under shareholder theory, arise between:
shareholders (owners) and managers of a company
Information asymmetry arises between _____ and _____, and decreases their ability to _____ and _____ whether _____ are acting in their best interest
shareholders and managers;
monitor and evaluate whether the managers are acting in their best interests
Effective stakeholder management consists of:
1.
2.
effective communication with stakeholders
good understanding of all the stakeholder’s interests
An agreement between a company and a labor union, is considered part of the company’s:
Organizational infrastructure, of corporate governance
Which type of voting allows minority stockholders greater representation on the BOD?
Cumulative voting
The type of resolution most likely to require a supermajority of shareholder votes for passage is a resolution to:
mergers/acquisition
Ordinary resolutions include:
& require a ____ vote
approval of auditor and election of BOD
simple majority vote
In a two-tier BOD, the ____ are independent of the supervisory board:
Executive directors (make up the management board)
This BOD committee
reviews proposals for large acquisitions or projects and also monitors the performance of acquired assets and of projects requiring large capital expenditures
investment committee
Corporate governance is the system of ______ and _____ by which individual companies are managed.
internal control and procedures
Corporate governance uses checks, balances, and incentives to achieve a goal of:
* minimizing
* managing
- minimizing principal agent conflicts
- manage conflicting interests between insiders and external shareholders
Which stakeholder group tends to the less concerned with/affected by a company’s financial performance?
customers
In the context of of a corporation, who are the players in a principal-agent conflict?
principal: shareholders (owners)
agent: management & BOD
The most common principal agent conflict:
- Shareholders prefer:
- Managers prefer
Risk tolerance
* shareholders prefer more risk
* managers prefer less risk because they have more stake in the game on the firm’s performance, since their employment is dependent on the firm, where shareholder’s hold diversified portfolios
Straight voting means one share, one vote, which leaves minority shareholders with much less representation and can be an example of an:
agency conflict
This type of voting:
facilitates shareholder activism
Cumulative
by allowing shareholders to accumulate and vote all their shares for a single candidate in an election involving more than one candidate
In recent trends of corporate governance, most firms are expanding the scope to consider the interests of:
employees, customers, and suppliers
Ensuring a company has an appropriate enterprise risk management system is a responsibility of:
BOD
The two roles that should be separated to prevent too much executive power.
CEO & board chair