Corporate Governance : Managing Diverse Expectations and achieving complete disclosures

Diverse Expectations
While the fundamentals of corporate governance apply across all substantial public and private enterprises, demands and capabilities of stakeholders vary. The family in family-businesses, institutional investors and private equity companies, shareholders, who contribute capital; third parties like auditors and rating agencies assess the risks; regulators, employees, customers, civil society - in short, Corporate Governance has different connotations for each of these segments.

At a time, when demands for regulatory requirements, accountability and transparency are at an all-time high. Corporate Governance today assumes utmost importance, probably evening going beyond financial/business objectives.

Disclosures
Disclosure has become the key-word of discussions focusing on corporate governance. Regulators and Government have mandated that investors have access to financial data concerning corporate performance and other material information that will allow them to make rational decisions. In addition, the introduction of comply-or-explain regime under the Companies Act has also set the tone for establishment of a culture where companies would not wish to be visible outliers. But is the stream of information being shared actually serving investors’ need? The SEC is also reviewing whether public companies overwhelm investors with ‘information overload’ and is raising questions if certain disclosures are duplicative, obsolete or irrelevant and immaterial to the needs of users forcing investors to sort through the clutter at their own peril. We need to introspect and deliberate on how too much of a good thing may be bad and the possibility of reforms in disclosure requirements.

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