Corporate Governance Codes around the World.

Different Country follows different codes, recommended by different people on much huge research which suits the local market. Here are the all the Corporate Governance Codes followed by the different countries.


AFRICA:


Kenya: 
Principles for Corporate Governance in Kenya, Private sector.
Corporate Governance Trust, 2002.
Sample Code of Best Practice for Corporate Governance , Private Sector Corporate Governance Trust, 2002.


South Africa:
King II Report on Corporate Governance  for South Africa, Institute of Directors in South Africa, 2002.
King I Report on Corporate Governance for South Africa, Institute of Directors in South Africa, 1994.


AUSTRALIA AND NEW ZEALAND


Australia:
Principles of Good Corporate Governance and Best Practice Recommendations, Australian Stock Market ASX Corporate Governance Council, March 2003.
Corporate Governance  - Volume One: In Principles, Audit Office of New South Wales, Sydney, June 1997.
Corporate Governance  - Volume Two: In Principles, Audit Office of New South Wales, Sydney, June 1997.

Bosch Report, Australian Financial Institutions, Sydney, 1995.

Strictly Boardroom, Fred Hilmer, InfoAustralia, 1992

New Zealand:
Corporate Governance in New Zealand: principles and Guidelines, The New Zealand Securities Commission, Wellington, February/March 2004.
Corporate Governance Principles, The New Zealand Securities Commission, November 2003.


ASIA
Bangladesh:
The Code of Corporate Governance for Bangladesh, Bangladesh Enterprise Institute March 2004.


Hong Kong:
Hong Kong Stock Exchange and Hong Kong Institute of Directors joint statement on explanations required on a director's resignation, May 2007.
Hong Kong Code on Corporate Governance, Stock Exchange of Hong Kong, November 2004.
Mode Code for Securities Transactions by Directors of Listed Companies Basic Principles, Hong Kong Securities, 2001.
Corporate Governance Disclosure in Annual Reports, Hong Kong Society of Accounts, 2001.
Code of Best Practice, Hong Kong Stock Exchange, 1999.


India:
Report of the Kumar Mangalam Birla Committee on Corporate Governance, Securities and Exchange Board of India, 2000.
Desirable Corporate Governance in India - A Code, Confederation of Indian Industry, 1998.


Indonesia:
Code for Good Corporate Governance, the National Committee on Corporate Governance, 2001.
Code for Good Corporate Governance, the Nation Committee on Corporate Governance 2000.


Japan:
Principles of Corporate Governance for Listed Companies, Tokyo Stock Exchange, April 2004.
Revised Corporate Governance Principles, Japan Corporate Governance Forum, October 2001.
Corporate Governance Principles: A japanese view, committee of the Corporate Governance forum of Japan, Tokyo, October 1977.
Urgent Recommendations concerning Corporate Governance, Japan Federation of Economic Organisations (Keidanen), September 1977.


Malaysia:
Malaysian Code on Corporate Governance, Securities Commission Malaysia, March 2000.


Pakistan:
Code of Corporate Governance (Revised), the securities and Exchange commission of Pakistan, March 2002.
Stock Exchange Code of Corporate Governance, the securities and Exchange Commission of Pakistan, March 2002.


Philippines:
Code of Proper Practices for Directors, Institute of Corporate Directors, March 2000.


Singapore:
The Monetary Authority of Singapore and the Singapore Stock Exchange joint statement dissolving the council of Corporate disclosure and  Governance, and jointly assuming responsibility for overseeing Corporate Governance of listed companies, May 2007.
Code of Corporate Governance, Council on Corporate Disclosure and Governance, July 2005.
Revisions to the Code of Corporate Governance, December 2004.
Code of Corporate Governance, March 2001.


South Korea:
Code of Best Practice for Corporate Governance, Committee on Corporate Governance, September 1999.


Taiwan:
Taiwan Corporate Governance Best Practice Principles, Taiwan Stock Exchange, GreTai Securities Market, 2002.


Thailand:
Code of Best Practice for Directors of Listed companies, the Stock Exchange of Thailand, October 2002.
Best Practice Guidelines for Audit Committee, the Stock Exchange of Thailand, June 1999.
The Code of Best Practice for Directors of Listed Companies, the Stock Exchange of Thailand, January 1998.

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How Board of Directors can Manipulate/ Games played by them?

A Corporate governance is successful when it is led by the more efficient group of board of directors and others. In badly led boards, personalities and political performance can prevail and directors will play games. An awareness of some of these games can help create a board culture in which they become apparent and are stopped.

Here are few of the games directors play, by which he/she will be biased, fraud, or other by which they make the board act as per their interest and wish of the organisation.

Alliances:
Two or more member of the board conspire together to influence a board decision.
For example, two executive directors, each responsible for an operating division in a group, work together to prevent the introduction of a proposed management control system that would result in greater transparency of their divisional activities; however, they both agree to argue their case on the grounds that the system would prove expensive and that cost would outweigh any benefits.

Coalitions and Cabals:
Groups of directors work together, inside and outside the boardroom, to bring about a specific outcome to a board decision.  Coalition building involve the canvassing of support for an issue informally outside the boardroom so that there is a sufficient consensus when the matter is discussed formally in the boardroom.
For Example, a group of directors in a non-profit company incorporated to run a sports faculty opposed plans to build a new swimming pool. The members of this clique were all non-swimmers, and refused to sanction other expenditure unless the swimming pool plan was dropped.

Cronyism (Friendship):
Relationship between directors can influence decision on the basis of personal relationships not the rational merits of the case. Cronyism can produce decisions that are not in the best interest of the company.
For Example, three directors on the board of a listed company were all members of the same country club.  They tended to support each other in board discussions, all favoring the same outcome and opposing the same alternatives.  Cronyism can affect an entire board.
For Example, a director declared a personal interest in a tender for a project being discussed by the board.  He was asked to leave the room during the discussion of that contract. But the board decided to support this bid because of their personal relationships with that director, even though the bid was not the most worthy.

Deal Making:
Agreements made outside the boardroom between two or more directors to achieve a specific outcome on a board issue.  Deal making is a classic game, usually involving compromise.
For Example: The medical member of a hospital board agreed, during a private dinner, to put pressure on the board to acquire some new sophisticated medical equipment they wanted.  They were successful, even though there were more pressing needs for the available funds, including cleaning equipment for the wards.

Divide and Rule:
When a contentious issue in being discussed, the outcome wanted by one faction is more likely to be achieved if the other directors can be divided into a number of disagreeing factions.  This is ploy adopted from the chair in some boards.  Divide and rule can be a dirty game, in which the player sees the chance to set one director against another, or groups of directors against each other.  An issue in the financial accounts might be used, For Example, to divide the executive directors, the non-executive directors, and the auditors from each other, in order to achieve an entirely different personal aim.
For Example, a senior director serving on the board of cooperative advanced arguments that divided the board into three groups reflecting the views of the various representative groups - suppliers, customers, and the administration, thus he could push through the strategy he wanted.

Empire Building:
Usually adopted by executive directors, empire building involved the misuse of privileged access to information, people, or other resources to acquire power over organisational territory.  The process can involve intrigue, battles, and conquests.
Take the example of a company in the IT consulting business, which acquired a marketing company to promote its business.  The operations director of the IT company moved his staff to the more palatial offices of the marketing company, took over its fleet of cars, and argues in the board meeting that his deputy should also become a board member, because of his enlarged portfolio of responsibilities.

Lobbying:
Lobbying involved attempts to influence directors, or those in a position to influence directors, usually outside the boardroom.
Example of Lobbying: Consider the implication when a directors or consulting practice sought out the wife of the CEO of a client company during a cocktail party and encouraged here to persuade her husband to accept a quotation.

Log Rolling:
Two or more directors colluding, to their mutual benefit, is a classic board level game.
For Example: Two executive directors in a manufacturing company came to an agreement before the board meeting.  The first would enthusiastically support an investment proposal benefiting the second, whilst the second would offer mitigating arguments during the review of the poor budgeting performance of the first.

Propaganda:
Propaganda is the dissemination of information to support a cause, without attempting to show the complete picture.  The Chief executive of a financial institution made a power point presentation to his board, advocating the introduction of a new derivative-based product without once mentioning the word 'risk'.  Unfortunately, none of the non-executive directors raised the question, the board approved the proposal, and a year later the company had to issue a profit warning following losses on the new product.

Scaremongering:
Scaremongering, is used by some directors to emphasize the downside risks in a board decision, casting doubts on the situation without presenting a balanced perspective, thus attempting to have the proposal turned down.  As a director in a multinational manufacturing group argues convincingly, when the board were considering building a new manufacturing facility in another country.  A risk assessment would have shown the probability of these future uncertain events to be low.

Window Dressing:

Window dressing includes making a fine external show of sound corporate governance principles and practice, whist minimizing failure.  Some companies' mission statements, social responsibility and sustainable reports, and core principles suffer from window dressing.  Window dressing can also involve showing financial results in the best possible light, whilst hiding weakness, although this runs the risk of an adverse audit report or worse.

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