Business ethics begin in the boardroom
Trust in business will not be rebuilt by more rules, regulations, or corporate governance codes, but as directors create cultures that recognize and handle ethical risk. Ultimately, the board of directors and top management are responsible for the ethical behaviour of their enterprise. Directors set the standards for their organization, provide the corporate conscience, fashion its culture, determine the risks to be taken, and set the ethical climate. They generate the value system for their organization. Business ethics begin in the board room.
Governance is different from management
Corporate governance is different from management. Management runs the enterprise. The board or governing body ensures that it is being run well and is running in the right direction. A clear distinction needs to be drawn between the two.
On the phase 'corporate governance' - Bob Tricker
One evening, at dinner at Nuffield high table, a guest sitting opposite asked what I did. I said I had just written a book. Silly really, because so had everyone else at that table.
‘Really, what is it about?’ he asked politely.
‘Corporate governance,’ I said.
‘You mean corporate government?’
‘No, I checked the meaning – it’s about corporate governance.’
‘Good Lord,’ he responded, ‘that word hasn’t been used since the time of Chaucer.’
Turned out he was a visiting Professor of English. Although he was not entirely correct: Harold Wilson, British Prime Minister (1916–1995) had written a book in 1977 with the title ‘The Governance of Britain ’. But that was about the governance of a country not a company: that was new. The visiting professor was right about Chaucer, however. Turns out Chaucer did coin the word governance, although he couldn’t quite decide how to spell it (gouernance, or governaunce).
Since the 1997 Asian financial crisis followed by a number of corporate failures over all places, persistent questions were raised by the public as well the stakeholders on the sorts of prevailing mechanisms and systems that might have governed and monitored the operation of the company, and protected the minority shareholders. Thereafter, corporate governance has become a very popular subject both within the academic profession and practitioners in various disciplines.
In late 2004, the School of Business of the Hong Kong Baptist University launched it first held Master of Science in Corporate Governance and Directorship program. It is a ground-breaking program dedicated to equip corporate leaders, directors, senior executives, financial professionals, risk managers and regulators with cutting-edge knowledge and skills that help promote good corporate governance practices and prevent corporate scandals.
Through a team of outstanding faculty teaching staff and international renowned corporate governance experts as visiting lecturers and speakers, the program has enlightened our understanding on leading edge of corporate governance practices, enriched our market information, increased our knowledge on the board operation, and refreshed our business experience.
After 18 months of intense and interactive course program, a total of 25 classmates had successfully completed the course. Our classmates are from a wide spectrum of professions and positions, including company directors of listed and private enterprises, senior executives and non-executive directors, senior managers, chief financial officers, regulators, practicing lawyers, professional accountants and auditors, company secretaries, non-government organization senior executives, IT experts and even a medical doctor.
Since the first held program in 2005, there have been further two more in-takes consisting of 30 and 28 classmates respectively. Again, they are all come from diversified background with dynamic business and work experience. A highly interactive and positive learning atmosphere and relationship have been established among the classmates who take no boundaries to their sharing in studies and beyond the class, discovering life-long friendship and networking.
With the encouragement and support of the School of Business of the University, all our classmates considered the need and importance to uphold and promote the practice and professionalism of Corporate Governance and Directorship. As such, the graduates of the first held Master program unanimously agreed to set up an organization now known as "Corporate Governance and Directorship (HKBU) Society Limited".
The objects of the Society include providing a forum for panels of resourceful persons who can contribute practical and academic expertise in CG &D to serve the HK Community; offering advisory opinions in CG&D issues on the basis of academic studies in accordance with specific questions raised by government bodies, social organizations enterprises and institutions; fostering the general advancement of research, learning, teaching and practice in the field of CG & D; and encouraging the extension and sharing of knowledge through public discussion groups, forums, panels, lectures and similar programs pertaining to CG & D.
At the 2021 Annual General Meeting of the Society, special resolutions have been passed to approve the change of name of the Society to “HKBU Corporate Governance Society Limited” and the adoption of new articles of association in order to align with the development of the CG&D program into accredited collaborative course entitled “Master of Science degree in Corporate Governance and Compliance” program which offers full exemption from the Chartered Governance Qualifying Programme of The Hong Kong Chartered Governance Institute (HKCGI). The new name of the Society becomes effective from 6 January 2022, highlighting a new milestone and holding together our members under the extended alumni network.
The Society is a non-profit making organization to be managed by an Executive Committee who will appoint distinguished and prominent persons considered to be dedicated in promoting the science and practice of CG &D as Advisors and Honorary Members. Membership is classified into Full Member and Associate Member.
The Society is not just a name, it is the members that make it work. Therefore, we will all grow and improve by the efforts and changes we make. It is our passion and determination to make this Society prosper in promoting good corporate governance, which is an essential factor for Hong Kong to maintain as a first-class international financial centre and its continuous success. Such target could not be achievable without your advice and support to our endeavor.