Corporate governanceGood governance is achieved by implementing certain strategies. The most important strategy is setting goals. These goals must be realistic and in accordance to the company. The company must also have principle. They govern the conduct of the corporate members and what they are required to do. Some of the principles are accountability, integrity, honesty and transparency among others. The leaders in the top management should be effective. This can be achieved by appointing only those who are qualified. Top management should be exemplary to the rest of the corporate members. For example, top managers should practice the principles and others will emulate (Monks & Minow, 21).Corporate governance is enforced by the board of the organization. The board has overall management of the organization. The board is elected and given the authority to govern a company or organization. It acts according to the powers and duties it has been given. The rest of the managers are chosen by the board of directors. The board has the power to make decisions and implement them. They preside over appointment of important people like chief executive officers (Tricker, 34).Australia relies on good principles of management. Proper management is successful if the business entity has the right personnel in all management procedures. Company law requires organizations and companies to be headed by board of directors. This is to ensure the company is not managed by a single person with selfish interests. It protects the rights of other members. Some company issues are difficult and need a group of people to solve them. This is why Australian company law requires a company to be run by the board. A board has a number of directors. They are many to ensure good decisions are made. When several intelligent people work together, they will come up with brilliant ideas and decisions (Harvard business school, 57).The board of directors has many roles in a company. The major one is formulating policies and objectives for the company. These policies are used to ensure discipline and direct member on their duties. Objectives are determined by the board hence they formulate them. It also has to determine the values, vision and mission of the company. The board appoints chief executive officer and evaluates his or her performance. Other roles include making SWOT analysis of the company. It helps them to reduce threats and weakness and capitalize on strengths and opportunities (Kim & John, 5).The value of the board to the company is ensuring it is running smoothly. Shareholders appoint the board to manage the company on their behalf. Therefore, the board adds value by improving management. Shareholders ensure all members are competent when they are appointed. Members of the board drive the company to its success my making the right decisions. An annual meeting is held to evaluate the performance of the board. If the shareholders would feel the board is incompetent, they have authority to appoint other members. It makes the board accountable and transparent (Harvard business school, 66).The most appropriate way of promoting ethical decision-making is by having a professional code of ethics. It outlines how all members of the company should conduct themselves. Employees will make decisions according to the policies of the code. Code of ethics depends on nature of the organization. For example, hospitals will have a different code of ethics from a company with a different product. Defying policies of a code of ethics has repercussions. This is another factor, which will make employees to make responsible and ethical decisions. Professional code of ethics provides reference to the employees and management. It helps them to make quick decisions where necessary. Too much time can be wasted if they had to consult top management on every ethical dilemma.A company can respect shareholders rights by allowing them to practice them. This can be done by communicating to them any relevant agenda. They should also be allowed to participate in the annual general meetings. From these meetings, they will make their own evaluations and conclusions, which is part of their rights. If they need to know any information about the company, they should be allowed to access. For instance, they may be interested to know about the financial position of the company. They should have access to the companys financial statements (Tricker, 42).The head of a board is the chairperson. Other directors with positions include the secretary, chief financial officer and chief operating officer. The secretary files documents for the minutes of meeting with shareholders. He writes the minutes and then files them for future reference. The treasurer presides over all financial activities in the company. He or she has power to intervene and investigate any financial malpractice. The board also approaches him or her in case of any misappropriation of funds. The operating officer has been given power to oversee daily operations. He can make necessary decisions involved in those daily operations. All board of director members have power to appoint and dismiss the CEO.Individual directors and shareholders have powers in the company. Directors have the role of managing the company. Therefore, they have all power that pertains maintaining proper management. For example, directors can hire and fire any employee. They are also involved in making decisions on daily activities. The article of the company does not require a director to be a shareholder. Shareholders have power to appoint or demote members of the board. They are the actual owners of the company. They have power to make decisions, which they see fit for the company. Some decisions made by the directors have to be allowed by the shareholders. The article forbids a shareholder from being a director (Mallin, 78).Power is divided among the board members and other directors for the interest of all stakeholders. Concentration of power may result to abuse of power. For instance, if power was only rested upon the board, it might misuse it. Power is also distributed for efficiency. It reduces bureaucracy in the line of authority. An operation officer does not have to consult the board of minor issues. He has the power to make such decisions since is he expected to be responsible. People find it confusing in differentiating powers of directors and shareholders. This is mainly experienced in making decisions.The directors and managers can be sued in case of mismanagement, especially concerning funds. However, this method of discipline is not working. The vice of mismanagement is still on the increase and there is a rise in number of lawsuits. Shareholders are not liable for the acts of the business. For example, they cannot use their personal property to settle business debt. This can only happened if they signed a lawful contract with the company. There are problems associated with these limitations. The company incurs a loss if a director is sued for embezzling funds and he or she is bankrupt. The board is liable for the action of the company, which the shareholders are not liable. They are left to the board to solve them (Kim &John, 112).Conflict of interest takes place in all types of governance. It is likely to interrupt with making decisions and bring poor results. The outcome of these results is poor performance of a company. It happens when a personal interest affects the performance of duty. The top management and all other employees are required to avoid dealing, which will affect their performance negatively. Directors are expected to exercise power for the right intentions. It is common for the management to abuse their powers and use them for personal benefit. It becomes difficult when a director does something in good faith but the law considers it improper. The law expects actions of good faith should be done for lawful purposes.Conflict of interest corresponds with business ethics. Internal stakeholders like employees and the rest of the management should be professional. This way they will not be involved in any unofficial activities, which will cause conflict of interest. No stakeholder is allowed to enjoy a personal benefit from the business or company. Companies should abide to the fiduciary principle. It states that employees are expected to be diligent and loyal to their work. Therefore, dishonest practices should be avoided (Tricker, 102).The board of directors should determine the direction of the company. It should lead the company to greater achievements. This can be done by setting the values for other members to follow. The best way to enforce this is having the board practice them. The other employees will be obliged to follow. Develop good cultural practices for the company members. These practices will be followed by the future management. Board of directors should embrace corporate social responsibility practices. They are a good way of giving back to the community. Participating in community development is a good way of advertising the company. The people in the society are part of potential customers.As the top management, the board should show concern to the welfare of all stakeholders. It should ensure good working conditions for the employees. Shareholders rights should also be observed. They are the owners of the company and contribute in providing capital for the company. Their rights should be observed and respected (Harvard business school, 123). The board should support the CEO as he undertakes his or her role. It will help the officer to manage the company effectively. Some board members tend to undermine the efforts of the CEO. This is a malpractice since may affect his or her performance. The board should seek all possible ways to motivate employees for better performance. They rely on employees performance so they should be motivated.Performance of the board should be evaluated by the shareholders. They appoint or remove these directors. Shareholders should evaluate how the board is managing the company. This is by looking into the decisions they make. The board appoints the rest of the managers who take part in the management of the company. These managers and other employees should be competent. Shareholders should ensure this by checking their professional qualifications. It is a major contributing factor to the performance of employees. For instance, if an individual is not qualified, he or she will not be competent (Tricker, 121).The policies, goals, values and mission of the company can be used to manage the boards performance. Shareholders will use these components to evaluate whether the company is achieving them. Some of the decisions made by the board have to be confirmed by the shareholders. This is part of managing boards performance (Harvard business school, 156). If the board is not performing well, the shareholders form a general meeting and elect other members. Poor performance of a company may result to its failure. This is why the boards performance must be observed. The shareholders will also incur losses if the company performs poorly.Companys funds must be protected from embezzlement. There are endless cases of directors and other employees who have embezzled funds. The company incurs losses and cannot pay it debts. Funds must be protected to ensure the company remains a going concern. Every person who handles cheques and bank statements should be accountable for expenditure. Funds are vulnerable to those who handle them directly. This is why they should be followed up keenly. All the financial statements should be presented to the shareholders. Auditors should also be invited to very proper accounting of money. The most senior financial officer should handle the bank statements of the company. He or she should scrutinize closely with the accountant and detect any fraud cases. It will minimize chances of fraud to those who are bookkeepers. It is important for the company to have an insurance cover on losses. In case any loss of funds occurs, the insurance company will compensate (Mallin, 99).Prices of products may have confidential information. This information should be disclosed only to the relevant people in the company. If such information leaks out it might be used by competitors. This is a disadvantage to the company because other rival companies will out do them. Employees who are expected to handle this information must be discreet and practice policies of privacy of company information. It is illegal for employees to violate privacy policies of a company. Privacy of price information is required when the management is determining the price of a product. After the price has been set, it is disclosed to the customers.Transparency is derived from the concept of seeing through an object if there is light. This concept is also applied in governance. Transparency entails accounting for all actions used in governance. The board must be transparent to the shareholders. Transparency corresponds with responsible conduct since one has to give a record of actions. All companies with good governance are transparent to the public. This mainly happens when they are attracting investors. They have to present financial statements, which will be used in attracting investors. Transparency requires all internal stakeholders to engage in business ethics and make their actions visible (Kim & John, 71).Transparency boosts confidence of customers and other external stakeholders to the company. For instance, if a company states the real time of making payments to its suppliers, it has to adhere to it. Since all people in the company are transparent, they will not be involved in fraud cases. This will benefit the company since it will not incur any losses. The company will continue to grow. Good governance highly depends on sensible thinking. All the decisions made must be thought through carefully. This is why there are several members in the board. When they combine their capabilities of thinking, they should come up with good decisions. Sensible decisions contribute to the growth of the company. They entail innovative ideas, which will help the company to be competitive in its industry. Companies must embrace a culture of good governance for the company to be successful (Mallin, 126).Works cited. Boston, MA: Harvard Business School Press, 2000. Print.Kim, Kenneth A, and John R. Nofsinger. . Upper Saddle River, N.J: Pearson/Prentice Hall, 2007. Print.Mallin, Chris A. . Oxford: Oxford University Press, 2004. Print.Monks, Robert A. G, and Nell Minow. . Malden, Mass: Blackwell Pub, 2004. Print.Tricker, R I. . Oxford: Oxford University Press, 2009. Print.