Question Tag: Corporate Governance

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SCS – Nov 2024 – L3 – Q5c – Board Independence and Accountability in Corporate Governance

Evaluation of how the governance structure at BOGML affects board independence and accountability.

There are a number of concepts of good corporate governance that every entity, including BOGML, must strive to adhere to.

Required:
Provide an evaluation of how the existing corporate governance structure at BOGML may undermine or compromise the following key concepts of good corporate governance, with particular reference to the current composition and organisation of the board.

i) Independence
ii) Responsibility and accountability

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SCS – Nov 2024 – L3 – Q5b – Board Responsibilities in Corporate Governance

Evaluate the role of the board in corporate governance, focusing on responsibilities for strategy, oversight, and ethical leadership.

The role of the board of directors is critical in corporate governance. The National Corporate Governance Code for Ghana (the National Code) issued in November 2022 outlines the board’s core responsibilities.

Required:

Advise the board of BOGML on the FIVE key responsibilities of the board of directors as outlined in the National Code.

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SCS – Nov 2024 – L3 – Q5b – Board Responsibilities in Corporate Governance

Identify and explain the five governance pillars in the National Corporate Governance Code for Ghana 2022.

It is evident that all is not well with the current corporate governance at BOGML. However, for the company to achieve sustainable growth and remain competitive, it must adhere to sound corporate governance principles.

Required:

Using the FIVE governance pillars identified in the National Corporate Governance Code for Ghana 2022 (the National Code), issued in November 2022 by the Institute of Directors-Ghana, advise the company on how to improve upon its current governance structure.

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AAA – Nov 2024 – L3 – Q5a – Roles of an Audit Committee in Corporate Governance

Explain four roles of an audit committee in compliance with good corporate governance practices.

An Audit Committee is a sub-group of a company’s Board of Directors responsible for the oversight of the financial reporting and disclosure process. The duties and responsibilities of the Audit Committee greatly contribute to good corporate governance practices of a company.

Required:
Explain FOUR roles of an Audit Committee in compliance with good corporate governance practices.

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MA – Nov 2024 – L2 – Q2b – Ethical Standards in Business

Explanation of the need for ethical standards in business with reference to threats to ethical behavior.

According to the IESBA Handbook of the International Code of Ethics for Professional Accountants, 2024 Edition, a distinguishing mark of the accountancy profession is its acceptance of the responsibility to act in the public interest and uphold ethical standards.

Required:

Explain the need for ethical standards in business (make reference to threats to ethical behavior).

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FM – Nov 2024 – L2 – Q1b – Ethical Issues in Financial Management

Discuss four ethical issues in financial management and their impact on decision-making.

Finance Managers often encounter decisions that affect the organisation’s financial health and reflect its commitment to ethical standards. Balancing profitability with ethical considerations can be challenging, yet it is essential for sustaining long-term success and protecting an organisation’s reputation.

Required:
Discuss FOUR ethical issues in financial management.

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BCL – Nov 2024 – L1 – Q5a – Annual General Meeting (AGM) Requirements

Legal requirements for holding an AGM and consequences of non-compliance.

Yaw Perbi, the CEO of your company, is preparing for a top management meeting scheduled for 1 December 2023. One of the issues to be discussed is the mode of holding the next shareholders’ meeting. There are views that the Annual General Meeting (AGM) must be in-person so that members can vote on resolutions to be passed. Others believe that the AGM should be virtual or hybrid. Some shareholders believe that the items on the agenda are too many and that they would need two days to have a meaningful discussion. Kwasi Mensa, a shareholder, has decided not to attend the AGM if it is organised virtually.

Required:

a) Explain the following to your boss:

i) The requirement of the Companies Act, 2019 (Act 992) on the interval between which AGMs are to be held.

ii) THREE things that should be covered in the notice for an AGM.

iii) TWO consequences of not holding an AGM in accordance with the Companies Act.

iv) Justify whether or not decisions taken at the AGM will be binding on Kwasi Mensa.

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CR – Nov 2016 – L3 – SC – Q5 – Ethical Issues in Corporate Reporting

Explain the concepts of creative accounting and window dressing, provide examples, reasons, and suggest preventive measures.

Manipulation of reporting entities book’s and records have been termed in many quarters as “Creative Accounting” and “Window Dressing”. The Management of Wastage Plc requires clarification of these two concepts.

Write a report to the management of Wastage Plc that includes:
a. Definitions of Creative Accounting and Window Dressing. (2 Marks)
b. Five examples of each concept. (5 Marks)
c. Three possible reasons for Creative Accounting and Window Dressing. (3 Marks)
d. Advice to management on five possible preventive measures of Creative Accounting. (5 Marks)

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AAA – May 2017 – L3 – Q7 – Audit of Corporate Governance

Draft a memo outlining suggestions, advantages, and disadvantages of audit firm rotation.

The need for auditor’s rotation has been a topic of discussion following various major corporate failures in recent years. The Central Bank of Nigeria (CBN) in 2006 introduced mandatory audit firm rotation as part of effective corporate governance of banks in Nigeria. The board of Aluwo Bank Plc has complied with this policy and are now reviewing its implementation. Some of the directors are not clear about the form that auditor’s rotation takes. While some have argued in favour of the Central Bank of Nigeria (CBN) policy on audit firm rotation, others are against it, claiming it has not achieved the desired objective.

Required:

Draft a memo to the board of Aluwo Bank Plc. which sets out clearly:

a. Two different suggestions about how auditor rotation could be achieved. (5 Marks)
b. Arguments in favour of audit firm rotation. (4 Marks)
c. Arguments against audit firm rotation. (6 Marks)

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CR – May 2017 – L3 – Q5c – Ethical Issues in Corporate Reporting

Identify the contents of a corporate governance report in annual reports of quoted companies.

Institutional investors, if not all investors, need information about corporate governance in order to make rational and reasonable investment decisions. As such, the Securities and Exchange Commission (SEC) of Nigeria requires that the annual reports of all quoted companies should include a corporate governance report.

Required:
Identify the contents of such a corporate governance report. (5 Marks)

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CR – May 2021 – L3 – Q7b – Regulatory Environment for Corporate Reporting

Discuss the content required in the Governance Report of corporate entities as mandated by SEC Nigeria.

The Securities and Exchange Commission, Nigeria (SEC) requires that the annual report of all quoted companies should include a corporate governance statement. To this effect, general requirements for the content of the Governance Report are clearly spelt out.

Required:

Discuss the content of the Governance Report of corporate entities. (5 Marks)

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CR – Dec 2020 – L3 – Q3 – Regulatory Environment for Corporate Reporting

Discuss SEC risk management provisions and analyse components of effective risk reports and their benefits to financial institutions.

Exposure to a variety of risks may affect the ability to achieve corporate objectives, thereby making risk management a corporate governance issue. Risk reports enable stakeholders to evaluate the importance attached to risk management and the company’s effectiveness in managing identified risks. Therefore, risk reports boost shareholders’ confidence that the company has adopted a responsible attitude towards risk.

As part of the regulatory framework to manage risk, the Securities and Exchange Commission (SEC) provided several guidelines for rules and content of effective risk reports.

Required:

a. Discuss the regulatory risk management provisions by SEC in Nigeria. (10 Marks)

b. Analyse the components of effective risk reports and state the benefits of their application to financial institutions in Nigeria. (10 Marks)

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FM – May 2023 – L3 – Q5b – Corporate Governance and Financial Strategy

Discuss ways to motivate managers to align with and achieve stakeholder objectives.

b. Discuss FOUR ways to encourage managers to achieve stakeholder objectives. (6 Marks)

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CR – May 2023 – L3 – Q6b – Ethical Issues in Corporate Reporting

Discuss the ethical implications and possible actions for alleged unethical behavior in a corporate takeover.

On your first day at Omoge Nigeria Plc as the Chief Financial Officer (CFO) of the company, you were sitting in the staff canteen where you overheard a conversation between two Admin Officers. They were gossiping about Mr. Adamu Salisu, the Finance Director.

According to their conversation, Mr. Adamu Salisu may have been involved in unethical activities related to Omoge Nigeria Plc’s takeover of Bobo Limited.

Key details include:

  • Mr. Salisu’s wife, Mrs. Salisu, was a director at Bobo Limited prior to the takeover and owned 30% of its shares.
  • It is alleged that Mr. Salisu substantially overpaid for Bobo Limited and facilitated the overpayment to benefit his wife.
  • The alleged unethical act involved colluding with his wife to falsify records submitted to the accountant conducting due diligence for the takeover.
  • Mr. Salisu is reportedly not well-liked by staff, who consider him intimidating and appear pleased at the prospect of him losing his job.

Required:

Discuss the ethical implications of the above and the possible actions that may arise from the incident. (5 Marks)

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AAA – Nov 2012 – L3 – AII – Q18 – Risk Management in Audits

Identifies the corporate factor that has increased the risk exposure of auditors over the last decade.

The rate of corporate ………… in the last ten years has tended to increase the risk exposure of the auditor.

 

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AAA – Nov 2012 – L3 – AII – Q4 – Regulatory Framework and Professional Standards

Identifies the regulatory authority with which companies must file audited financial statements.

The audited financial statements of every company must be filed with the ……………………

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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.

(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)

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AAA – Nov 2011 – L3 – SAII – Q13 – Audit of Corporate Governance

Source of corporate governance guidelines in Nigeria.

Issues on Corporate Governance in Nigeria are listed in the ……………….

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CR – Nov 2021 – L3 – Q3 – Sustainability Reporting

Examine financial reporting deficiencies, sustainability reporting, and integrated reporting at Maazi Limited.

Maazi Limited had been in operation for a long time. The management of Maazi Limited would like to make the company’s financial statement look good such that the financial report presented to the shareholders at its Annual General Meeting (AGM) will appear attractive. Unfortunately, this had been an illusion rather than reality. In an effort to reinvigorate the company, Maazi Limited sacked the management and appointed a new Board, chaired by Mr. Gogobiri.

One cardinal point that the new management wishes to pursue is how to make the company responsive to its environment, enhance corporate culture through good corporate governance, and ensure sustainable development.

Required:
As the Chief Finance Officer (CFO) of Maazi Limited, the Chairman of the Board has asked you to critically examine the following:

a. The deficiency in financial reporting of the previous management of the company.
(10 Marks)

b. The concept of sustainability reporting pursued by the present management as comparable with integrated reporting.
(2 Marks)

c. The drawbacks and the benefits of integrated reporting.
(8 Marks)

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AAA – May 2024 – L3 – SA – Q1 – Audit Reporting

Discuss features in audit report proposal for Anything Goes Bank and differentiate audit, assurance, and attestation engagements.

Anything Goes Microfinance Bank Limited was incorporated in 2018 to meet the financial needs of low-level customers. The Management Accounts of 2019 revealed that the bank has a shareholders’ fund of N2.1 billion, total assets of over N5 billion, and customer deposits of N2 billion. It is the largest microfinance bank in Kito. Today, the bank continues to be the core banker for small and medium-scale enterprises and accounts for over 70% of the business turnover in Kito. It is the only indigenous microfinance bank that is fully owned by Kito shareholders. The bank directors are elected by key shareholders and represent all shareholders in both the public and private sectors.

The bank currently has a total employee establishment of over 350. With the liberalization of the economy and globalization of businesses, the bank embraced new challenges by becoming a commercial bank in 2020 and changed its name to Anything Goes Bank Limited. The change of Chief Executive Officer and the management at Anything Goes Bank Limited in early 2020 ushered in a new era where new ideas are adopted and managers reclaimed managerial responsibilities. The main objective was to come up with innovative business strategies that would ensure the bank serves its core customers effectively.

However, to reposition, the bank embarked on reviewing its corporate strategic plan, building on existing strengths, specifically addressing growth and development, information technology and business management, enhanced service delivery, profitability, and capital growth. The strategic plan for the bank has been drawn up with the theme “Managing for Value.” The strategies are based on four perspectives: people, customers, financial performance, and risk and control. The goal of the plan is to ensure that the bank meets shareholders’ expectations, provides a common language, ensures satisfaction for chosen customer segments, and fosters motivated and prepared staff. A focus on these four perspectives would result in customer satisfaction, efficient processes, and enhanced employee motivation.

To remain relevant and meet customers’ needs, the bank believes it must revisit its operating structure and expand its business. The bank aims to become a globally recognized commercial bank in Africa. Management believes a dynamic and flexible approach to strategic change and performance is essential, particularly when facing turbulence in its operating environment. A review of operations shows an increasingly complex environment with an accelerating rate of change, putting performance pressure from the government, public, and other stakeholders.

The bank is interested in early reporting but lacks the software capacity to handle current transaction volumes. Many staff members are not proficient in International Financial Reporting Standards, especially concerning complex financial instruments. A recent tax audit resulted in back duty assessment and other unresolved queries. Additionally, the bank faces issues with inefficient service delivery, public distrust in the banking sector, weak corporate governance, and rising bad loans.

The bank’s management has prepared a master plan with grand strategies, such as product development, market expansion, turnaround, and joint venture strategies. To achieve these grand strategies, functional strategies, including marketing, operations, organizational management, and financial strategies, are detailed in the master plan. However, implementation faces obstacles, including government policies, poor leadership, limited IT capacity, lack of funds, staff capability, and an inadequate corporate culture.

The bank has an audit committee, but it has not been performing optimally due to a lack of structured operations. It is also behind on some reporting requirements and has been fined by regulatory authorities. Although the bank views itself as small, it still requires an auditor to examine its accounts and express an opinion. Management is considering changing its auditors due to the transition to a commercial bank and has decided to request proposals for a new auditor appointment. Delays in attestation and assurance reporting to regulators have led to fines.

A friend of yours, whose father is a management staff member of the company and a student of accountancy, has informed you of these developments and asked for explanations to enlighten management before they send out a proposal for audit services.

Required:

a. Discuss the key features needed in an audit report which should be included in the proposal for audit services of Anything Goes Bank Limited. (10 Marks)

b. Explain the type of assurance service that the auditor of the bank should provide. (6 Marks)

c. List the duties the audit committee of the bank ought to be performing. (8 Marks)

d. Distinguish amongst audit, assurance, and attestation engagements. (6 Marks)

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