Reference no: EM133084869

What is corporate governance? What are three important features of corporate governance? 

1. What does the structure of the governance system depend on? 
2. What are three external forces that influence the structure of the governance system? 
3. What was the purpose of the Cadbury Committee in the UK? 
4. What does The Corporate Library do? 
5. What are three recent trends that further complicate attempts to identify uniform standards of government? 
6. It is highly unlikely that a single set of best practices exists for all firms.  T   F 
7. Germany requires labor union representation on many corporate boards.  T   F 
8. What has been the result of good protection of minority shareholders in the US and UK? 
9. Explain the key parts of stewardship theory? 
10. Explain about Enron. 
11. What are the three board responsibilities? 
12. The board does not rely on advice of third parties?  T    F 
13. The board is not an extension of management.       T    F 
14. How is independence evaluated? 
15. Why is independence critical? 
16. What are the responsibilities of the chairman? 
17. What is the role of the lead director? 
18. Board actions take place only at board meetings.   T    F 
19. About how many hours per month do directors spend on board matters? 
20. What percent of directors were satisfied with the information they received on operational performance? 
21. Name four types of committees. 
22. On average how many times per year do audit committees meet and for how many hours? 
23. The CEO often has significant input into the choice of directors nominated to the board. T    F 
24. Give three examples of specialized committees. 
25. Explain about staggered boards. 
26. What percent of publicly traded companies had staggered boards in 2009? 
27. What does plurality of votes mean? 
28. What are dual class shares? 
29. What is cumulative voting? 
30. In the ordinary course, board elections are uncontested.    T     F 
31. Contested elections occur in what two situations? 
32. What are three ways that a director can be removed? 
33. What are the three components of fiduciary duty? 
34. The United States has approximately _____________directors of large private and publicly traded corporations. 
35. The average director stays on a corporate board for ________ years. 
36. According to Audit Analytics, only about ____________ percent of directors who left the board in 2009 were dismissed or not reelected. 
37. ______________________________ is the single most important criterion for recruiting a new director. 
38. 51 percent of women believe that having three or more female directors on a board make it more effective, whereas only 12 percent of male directors hold this opinion.    T        F 
39. What is a professional director? 
40. Director recruitment is a key responsibility of the ___________________________ committee. 42. Generally, directors cannot be taught compliance more readily than they can be taught domain expertise. T     F 
41. Directors are not paid extra for serving on committees.  T      F 
42. Lead independent directors receive total compensation that is approximately 20 percent higher.      T      F 
43. What is th purpose of ownership guidelines? 
44. Each committee (audit, compensation, and nominating and governance) is required to perform its own ______________________ . 
45. What are the five topics that evaluations address?
46. A director leaving unwillingly is common.      T       F 
47. The board may not remove a fellow director, even if the director is performing poorly. 

Shareholders may remove a director at the annual meeting.   T       F 

1. What is your opinion regarding the debate whether directors and officers of failed companies should be elected to directorships at other firms or whether their failure to properly monitor one firm should disqualify them from other boards?