Question Tag: Board of Directors

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AAA – Nov 2011 – L3 – SB – Q3 – Audit of Corporate Governance

Key objectives and structures within corporate governance, focusing on the audit committee's role and board actions affecting governance.

Question

(a) Outline the main objective of corporate governance.
(3 Marks)

(b) One of the tools of corporate governance in Nigeria is the establishment of the Audit Committee under Section 359 (6) of Companies and Allied Matters Act Cap C20 LFN, 2004. What are the composition and functions of an Audit Committee?
(6 Marks)

(c) State SIX instances when the corporate governance of a public company may be compromised by the Board of Directors.
(6 Marks)

Answer

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Tags: Audit Committee, Board of Directors, CAMA, Corporate Accountability, Corporate Governance, Governance Standards
Level: Level 3

Topic: Audit of Corporate Governance
Series: NOV 2011

BMF – Nov 2020 – L1 – SA – Q4 – Business and Organizational Structures and Choices

Identify the item that is NOT part of strategic decision-making by the Board of Directors.

Question

Strategic decision making by the Board of Directors includes the following, EXCEPT:
A. Decision to fix appropriate price for the company’s product
B. Setting strategic objectives for the business
C. Decision to withdraw from a market
D. Deciding the major business strategies
E. Setting total borrowing limits for the company

Answer

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Tags: Board of Directors, Business Strategy, Strategic Decision
Level: Level 1

Topic: Business and Organizational Structures and Choices
Series: NOV 2020

CSME – May 2022 – L2 – SB – Q4 – Corporate Governance

Analyze governance roles in public companies, focusing on the CEO, Chairman, and non-executive directors.

Question

Chief Etido has recently increased his shareholdings in Food Plc, a leading manufacturer of some fast-moving consumer goods (FMCG) in the country, to over 51%. As his close friend, he recently approached you for advice on how to actualize his ambition of becoming both Chief Executive Officer and Chairman of Food Plc as he is in several other private limited liability companies.

Required:

a. Advise Chief Etido on the possibility of becoming both the CEO and Chairman of a public limited liability company like Food Plc, as provided for by the Code of Corporate Governance. (2 Marks)

b. The roles of the following in a public limited liability company:

i. The CEO (5 Marks)
ii. The Chairman (5 Marks)

c. His responsibilities on the board of directors, if he chooses to become a non-executive member instead. (8 Marks)

Answer

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Tags: Board of Directors, CEO, Chairman, Corporate Governance, Non-Executive Directors
Level: Level 2

Topic: Corporate Governance
Series: MAY 2022

CSME – Nov 2016 – L2 – Q4b – Risk Management and Corporate Strategy

Educate new board members on the role of the board and management in identifying and assessing risks.

Question

As the chairman of the board of directors of Health Pharmaceutical Company, you are required to educate newly elected members of the board on the roles of the board and management in identifying and assessing risks.

Answer

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Tags: Board of Directors, Corporate Governance, Risk Assessment, Risk Identification
Level: Level 2

Topic: Risk Management and Corporate Strategy
Series: NOV 2016

CSME – Nov 2016 – L2 – Q4a – Risk Management and Corporate Strategy

Present on ISO 31000 framework and the role of the board in risk management for a newly listed company on the Nigerian Stock Exchange.

Question

The board of directors of a company, recently listed on the Nigerian Stock
Exchange, has just resolved to put in place a robust enterprise-wide risk
management framework to ensure consistency in the approach to risk
management across the firm. This will include introducing the ISO 31000
framework for risk management to ensure international best practices in risk
management.

Required:
Draft a presentation to the board of directors on:

i) Key elements of ISO 31000 framework (6 Marks)
ii) The role of the board of directors and management in risk management (9 Marks)

Answer

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Tags: Board of Directors, Corporate Governance, ISO 31000, Risk Management
Level: Level 2

Topic: Risk Management and Corporate Strategy
Series: NOV 2016

CSME – Nov 2021 – L2 – Q5B – Risk Management and Corporate Strategy

Evaluate the roles of the board of directors and risk committees in managing risks.

Question

Evaluate the roles of the following in risk management:
i. Board of directors. (4 Marks)
ii. Risk committees. (5 Marks)

Answer

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Tags: Board of Directors, Corporate Governance, Risk Committees, Risk Management
Level: Level 2

Topic: Risk Management and Corporate Strategy
Series: NOV 2021

BL – Nov 2015 – L2 – SB – Q2b – Company Law

Explain two ways shareholders can influence the composition of the board and decisions in a company.

Question

In a Limited Liability Company, there could be no membership of the Board of Directors except by the actions of shareholders.

Required:

Explain TWO ways by which shareholders could influence the composition of the Board and decisions of the company.
(5 Marks)

Answer

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Tags: Board of Directors, Company Law, Corporate Governance, Shareholders
Level: Level 1

Topic: Company Law
Series: NOV 2015

SCS – Apr 2022 – L3 – Q7 – Professional practice and codes of ethics

Discuss key governance issues based on Ghana’s Code of Best Practices considering the Board Chairman’s intentions.

Question

In reference to Ghana’s Code of Best Practices in Corporate Governance, discuss FOUR (4) key issues that could determine how well or badly HPC is governed, taking into consideration the intention and business relationship of the Board Chairman. (10 marks)

Answer

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Tags: Best Practices, Board of Directors, Conflict of Interest, Corporate Governance, Ethical Governance
Level: Level 3

Topic: Professional Ethics and Code of Conduct for Auditors
Series: APR 2022

BL – Nov 2022 – L1 – SA – Q1 – Company Law

Determining who fills a casual vacancy on the board of a company.

Question

Who of the following fills a casual vacancy on the board of a company?

A. Majority shareholders
B. The Managing Director
C. The Board of Directors
D. The Company Secretary
E. The Federal High Court

Answer

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Tags: Board of Directors, Casual Vacancy, Company Law
Level: Level 1

Topic: Company Law
Series: NOV 2022

AA – Mar/Jul 2020 – L2 – Q3 – Internal Control and Audit Importance for Big Man Nigeria Ltd

Explanation of internal control, objectives, features, and responsibilities of management, board, and auditors.

Question

Big Man Nigeria Limited is registered with the Corporate Affairs Commission. The services to be rendered are awaiting regulatory approval. Pending that approval, directors of the company have been funding the operations of the company through the parent company for the past four years. However, the newly appointed chairman of the company’s board of directors believes there is the need to organize the company strategically so as to make it more attractive to investors.

Your father’s friend, Mr. Ado, has been appointed as the Managing Director of the company, and he is interested in appointing an accountant to keep the books of accounts of the company. The present financial operation of the company does not show a good internal control structure. Added to this, Ado is thinking of recommending to the board of directors the need to appoint an external auditor.

The Managing Director, who is not an accountant, has requested for your advice on the need for an adequate internal control system in a company.
Explain to Mr. Ado, the following:
a. Meaning of internal control. (4 Marks)
b. Objectives of internal control. (6 Marks)
c. Features of a good internal control system. (4 Marks)
d. Regarding internal control, the responsibilities of:
i. Management; (2 Marks)
ii. Board of Directors; and (2 Marks)
iii. External auditors. (2 Marks)
(Total 20 Marks)

Answer

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Tags: Board of Directors, External Auditors, Internal Control, Management
Level: Level 2

Topic: Internal Control Systems
Series: MAR/JULY 2020

BL – May 2016 – L1 – SB – Q5c – Introduction to Law

Brief explanation of criminal law, ethical codes, and bribery in the context of professional conduct.

Question

Criminal Law and Ethical Codes are to control the conduct of men and professionals in a state.

You are required to:

i. Explain briefly: Criminal Law (2 Marks)

ii. Explain briefly: Ethical Codes (2 Marks)

iii. Explain briefly: Bribery (2 Marks)

Answer

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Tags: Board of Directors, Corporate Governance, Legal Requirements
Level: Level 1

Topic: Introduction to Law
Series: MAY 2016

AA – Nov 2017 – L2 – Q1a – nternal Audit and External Audit Relationship

Discuss the benefits of forming an audit committee for Ebaatsake Ltd based on issues raised in a scenario.

Question

Ebaatsake Ltd designs and manufactures luxury motor vehicles. The company employs 2,500 staff and consistently makes a net profit of between 10% and 15% of sales. Ebaatsake Ltd is not listed; its shares are held by 15 individuals, most of them from the same family. The maximum shareholding is 15% of the share capital.

The executive directors are drawn mainly from the shareholders. There are no non-executive directors because the company legislation in Ebaatsake Ltd’s jurisdiction does not require any. The executive directors are very successful in running Ebaatsake Ltd, partly from their training in production and management techniques, and partly from their hands-on approach providing motivation to employees.

The board is considering a significant expansion of the company. However, the company’s bankers are concerned with the standard of financial reporting as the Finance Director (FD) has recently left Ebaatsake Ltd. The board is delaying provision of additional financial information until a new FD is appointed.

Although Ebaatsake Ltd does have an internal audit department, the Chief Internal Auditor frequently complains that the board of Ebaatsake Ltd does not understand his reports nor provide sufficient support for his department and the internal control systems within Ebaatsake Ltd. The board of Ebaatsake Ltd concurs with this view. Adoko & Co, the external auditors, have also expressed concern in this area and the fact that the internal audit department focuses work on control systems, not financial reporting. Adoko & Co are appointed by and report to the board of Ebaatsake Ltd.

The board of Ebaatsake Ltd is considering a proposal from the Chief Internal Auditor to establish an audit committee. The committee would consist of one executive director, the chief internal auditor as well as three new appointees. One appointee would have a non-executive seat on the board of directors.

Required:
Discuss how the formation of an audit committee could address the issues raised in the above scenario.

Answer

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Tags: Audit Committees, Board of Directors, Corporate Governance, External Auditors, Financial Reporting, Internal Audit
Level: Level 2

Topic: Internal Audit and External Audit Relationship
Series: NOV 2017

AA – Nov 2021 – L2 – Q4b – Public Sector Auditing

Identifies corporate governance weaknesses in Formation Bank Ltd and provides recommendations for improvement.

Question

Mr. William Kofi Ansah is the Founder, Chief Executive Officer, and Major Shareholder of Formation Bank Ltd. He single-handedly appointed his father-in-law as board chair and three related parties as Non-Executive Directors, in addition to the existing five (5) Executive Directors. Rewards such as first-class tickets and large consulting contracts were granted to Directors, and compensation for the Directors was excessive and not commensurate with the Bank’s performance.

There is no formal credit management policy for the Bank, and regular Board review meetings were not carried out. Large non-performing loans were granted to the related parties, which resulted in the Bank being heavily exposed. The Bank sent false monthly credit reports to the regulator, and the regulator failed to assess the report and provide prompt feedback.

The External Auditors and Regulator were treated to a high-end reception during audits and given large brown envelopes at the end of the audit. The internal audit unit is ill-resourced and reports directly to the Chief Executive Officer.

Required:
Explain FIVE (5) corporate governance weaknesses faced by Formation Bank Ltd in relation to corporate governance principles and for each weakness identified, recommend a solution to overcome it.

Answer

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Tags: Board of Directors, Conflict of Interest, Corporate Governance, Regulatory Compliance, Related parties
Level: Level 2

Series: NOV 2021

CSEG – Nov 2018 – L2 – Q5b – Corporate governance framework

Explain the importance of separating the roles of Chairman and CEO in a company.

Question

A chairman of the board of directors leads the board in meetings. The board chairman plays a crucial role in developing a focused and effective board. The competence of the chairman of the board of directors is crucial to ensure that the company’s board is effective.

Required:

Explain FIVE (5) reasons to justify the need to separate the roles of the Chairman and Chief Executive Officer (CEO) of a company.

Answer

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Tags: Board of Directors, Chairman and CEO Roles, Corporate Governance, Role Separation
Level: Level 2

Topic: Corporate governance framework
Series: NOV 2018

CSEG – Nov 2017 – L2 – Q4a – Board role and responsibilities

Explain five common failures of Boards of Directors that can lead to ineffective corporate governance.

Question

Boards of Directors are expected to manage companies effectively. However, corporate boards sometimes fail to manage companies effectively. Recent corporate scandals have highlighted key weaknesses of Boards of Directors.

Required:

Explain FIVE common failures of Boards of Directors. (10 marks)

Answer

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Tags: Board Failures, Board of Directors, Corporate Governance
Level: Level 2

Topic: Board role and responsibilities
Series: NOV 2017

BCL – Nov 2019 – L1 – Q3b – Legal implications relating to companies in difficulty or in crisis

Impact of liquidator appointment on the Board of Directors during private liquidation.

Question

State what happens to the Board of Directors of a company limited by shares on the appointment of a Liquidator in respect of private liquidation. (4 marks)

Answer

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Tags: Board of Directors, Company Law, Insolvency, Liquidation
Level: Level 1

Topic: Legal implications relating to companies in difficulty or in crisis
Series: NOV 2019

AAA – Aug 2022 – L3 – Q5a – Current issues

State eight requirements of the corporate governance directives aimed at improving corporate governance in the rural banking sector.

Question

To address the protracted gaps and promote robust corporate governance practices in the rural banking sector, the Bank of Ghana issued Corporate Governance Directives for Rural and Community Banks in May 2021.

Required:
State EIGHT (8) of the requirements of the corporate governance directives aimed at improving Corporate Governance in the rural banking sector.

Answer

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Tags: Bank of Ghana, Board of Directors, Corporate Governance, Rural Banks
Level: Level 3

Series: AUG 2022

FM – MAR 2024 – L2 – Q1 – Introduction to Financial Management | Sources of finance: equity

Discusses the concept of corporate governance, the roles of a company's board of directors, best practices in corporate governance, and methods of raising capital through share issues.

Question

a) The shareholders of Abontim Ghana Ltd, who also serve as the directors of the company, have been informed that good corporate governance is crucial to achieving sustainable financial performance. They want to know more about the concept of corporate governance and what needs to be done to enhance the company’s corporate governance.

Required:

i) Explain the concept of corporate governance.
(2 marks)

ii) Explain TWO (2) roles the company’s board of directors is expected to play in corporate governance.
(4 marks)

iii) Explain TWO (2) corporate governance best practices.
(4 marks)

b) Shanto Ghana Ltd is considering raising capital by issuing shares using the three methods below:

i) Placement method
ii) Offer for sale method
iii) Offer for sale by tender

Required:

Explain each of the above methods citing one advantage each.
(10 marks)

Answer

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Tags: Board of Directors, Corporate Governance, Share Issue Methods
Level: Level 2

Topic: Introduction to Financial Management, Sources of finance: equity

Question Tag: Board of Directors

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AAA – Nov 2011 – L3 – SB – Q3 – Audit of Corporate Governance

Key objectives and structures within corporate governance, focusing on the audit committee's role and board actions affecting governance.

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BMF – Nov 2020 – L1 – SA – Q4 – Business and Organizational Structures and Choices

Identify the item that is NOT part of strategic decision-making by the Board of Directors.

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CSME – May 2022 – L2 – SB – Q4 – Corporate Governance

Analyze governance roles in public companies, focusing on the CEO, Chairman, and non-executive directors.

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CSME – Nov 2016 – L2 – Q4b – Risk Management and Corporate Strategy

Educate new board members on the role of the board and management in identifying and assessing risks.

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CSME – Nov 2016 – L2 – Q4a – Risk Management and Corporate Strategy

Present on ISO 31000 framework and the role of the board in risk management for a newly listed company on the Nigerian Stock Exchange.

You're reporting an error for "CSME – Nov 2016 – L2 – Q4a – Risk Management and Corporate Strategy"

CSME – Nov 2021 – L2 – Q5B – Risk Management and Corporate Strategy

Evaluate the roles of the board of directors and risk committees in managing risks.

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BL – Nov 2015 – L2 – SB – Q2b – Company Law

Explain two ways shareholders can influence the composition of the board and decisions in a company.

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SCS – Apr 2022 – L3 – Q7 – Professional practice and codes of ethics

Discuss key governance issues based on Ghana’s Code of Best Practices considering the Board Chairman’s intentions.

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BL – Nov 2022 – L1 – SA – Q1 – Company Law

Determining who fills a casual vacancy on the board of a company.

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AA – Mar/Jul 2020 – L2 – Q3 – Internal Control and Audit Importance for Big Man Nigeria Ltd

Explanation of internal control, objectives, features, and responsibilities of management, board, and auditors.

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BL – May 2016 – L1 – SB – Q5c – Introduction to Law

Brief explanation of criminal law, ethical codes, and bribery in the context of professional conduct.

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AA – Nov 2017 – L2 – Q1a – nternal Audit and External Audit Relationship

Discuss the benefits of forming an audit committee for Ebaatsake Ltd based on issues raised in a scenario.

You're reporting an error for "AA – Nov 2017 – L2 – Q1a – nternal Audit and External Audit Relationship"

AA – Nov 2021 – L2 – Q4b – Public Sector Auditing

Identifies corporate governance weaknesses in Formation Bank Ltd and provides recommendations for improvement.

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CSEG – Nov 2018 – L2 – Q5b – Corporate governance framework

Explain the importance of separating the roles of Chairman and CEO in a company.

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CSEG – Nov 2017 – L2 – Q4a – Board role and responsibilities

Explain five common failures of Boards of Directors that can lead to ineffective corporate governance.

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BCL – Nov 2019 – L1 – Q3b – Legal implications relating to companies in difficulty or in crisis

Impact of liquidator appointment on the Board of Directors during private liquidation.

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AAA – Aug 2022 – L3 – Q5a – Current issues

State eight requirements of the corporate governance directives aimed at improving corporate governance in the rural banking sector.

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FM – MAR 2024 – L2 – Q1 – Introduction to Financial Management | Sources of finance: equity

Discusses the concept of corporate governance, the roles of a company's board of directors, best practices in corporate governance, and methods of raising capital through share issues.

You're reporting an error for "FM – MAR 2024 – L2 – Q1 – Introduction to Financial Management | Sources of finance: equity"

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