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Financial Reporting and Ethics - The Institute of Chartered ...

Financial Reporting and Ethics - The Institute of Chartered ...

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CORPORATE GOVERNANCEAn agent has implied authority to act as he considers fit for effectivelycarrying out his duties for as long as he does not exceed the extent <strong>of</strong>the power <strong>of</strong> his principal. By the simple rule <strong>of</strong> estoppels, a wife is theagent <strong>of</strong> her husb<strong>and</strong> to the extent that she has been pledging his creditwith identified suppliers <strong>and</strong> the husb<strong>and</strong> has been settling the bills.11.5.2 Minimising or reducing the threats <strong>of</strong> agency costs - financial<strong>and</strong> moral involve the following under-listed actions ordevelopments:(a)Where the principal puts up a highly publicized disclaimer oralerts the suppliers from whom the purported agent collects goodsor services, especially in the case <strong>of</strong> a wife who commits herhusb<strong>and</strong>, it is the agent who faces the liabilities to the thirtyparties;(b)(c)(d)A company’s agents who transact businesses, in the ordinarycourse <strong>of</strong> events, include the board members <strong>and</strong> managingdirectors/chief executive <strong>of</strong>ficers. All actions taken by the agentsshould be intra vires, inviolate <strong>and</strong> protective from expropriation,insider trading or ‘rip-<strong>of</strong>fs’ <strong>of</strong> the principals, outside investors<strong>and</strong> members <strong>of</strong> the public. Where the story is different from theone stated, the long <strong>and</strong> enduring h<strong>and</strong> <strong>of</strong> the law <strong>of</strong> the l<strong>and</strong>should apprehend <strong>and</strong> punish the <strong>of</strong>ficers;Instituting dynamic <strong>and</strong> forward looking corporate governanceprinciples, as suggested under 10.4.1. Any member <strong>of</strong> the boardor top management who commits an infraction <strong>of</strong> any <strong>of</strong> the laiddown procedures deserves to be shown the way out <strong>of</strong> thecompany;<strong>The</strong>re should be corporate rules <strong>and</strong> regulations in codified form,for every employee down the ‘scalar chain’ to adhere to.Infringements should not be spared; <strong>and</strong>(e) <strong>The</strong> measures <strong>of</strong> good governance discussed in Section 10.4.1should be strengthened by the tenets <strong>of</strong> the Code <strong>of</strong> CorporateGovernance in Nigeria, 2003 <strong>and</strong> the pronouncements <strong>of</strong> the<strong>Institute</strong> <strong>of</strong> <strong>Chartered</strong> Accountants <strong>of</strong> Nigeria (ICAN) <strong>and</strong>International Federation <strong>of</strong> Accountants (IFAC). <strong>The</strong> twopublications are discussed fully under Section 10.9.1, “RegulatoryFramework for Corporate <strong>and</strong> Enterprise Governance.” A member<strong>of</strong> <strong>The</strong> <strong>Institute</strong> <strong>of</strong> <strong>Chartered</strong> Accountants <strong>of</strong> Nigeria who infringesany <strong>of</strong> the indices <strong>of</strong> ethical code <strong>of</strong> conduct is severely dealt with.215

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