a)
i) Corporate governance is the system by which companies are directed and
controlled. Thus, corporate governance is concerned with the relationships among
a company’s shareholders, board of directors, and senior management

ii) Roles of the company’s board of directors in corporate governance

•  Hiring, firing, and setting compensation for the CEO.
• Setting company-wide policy to guide senior executives in developing operational
  and financial strategies and taking decisions.
• Advising the CEO and other senior executives, who manage the company’s day-to-day activities.
• Reviewing and approving strategy, significant investments, and acquisitions.
• Overseeing operating plans, capital budgets, and the company’s financial reports
  to common shareholders

iii) Corporate governance best practises

•  Separation of the board chairperson and CEO roles.
• Establishment of audit, nomination, and remuneration committees of the board of
  directors.
• Employment of non-executive directors.
• Requirement of annual financial reporting and financial disclosures.
• Requirement of annual external audit.
• Establishment and enforcement of a code of ethics for directors and senior
  executives.

b) Methods of issuing shares
i) Placement is a method or strategy where shares are sold to specified or targeted
group of investors usually institutional investors and selected wealthy
individuals.

The advantages include:

•  Cheaper to approach institutional and individual investors
•  It is faster or quicker and easier
• Disclosure of information is contained and better compared to listing to the general
  public
• Investors sometimes feel good and consider themselves few privilege which boost
  the chance of success

ii) Offer for sale involves making the offer to the entire general public to buy which
can be at fixed price or by tender.
Advantages:

• The pool of investors is bigger
• It improves transparency
• Keeps the management on its toes as disclosure requirement is comprehensive
•  Can widen shareholder base for balanced ownership and minimise significant
  influence by few shareholders.

iii) Offer for sale by tender: The public is invited to participate and bid for the
available shares in excess above the minimum determined by the company. The
price which ensures all the shares are sold out is called the strike price. Available
shares are then allocated on pro rata basis
Advantages:

•  Ensures transparency in pricing
• Offers opportunity to all to have access
• If successful promotes the brand of the company