Report:2500 wordsTaskdetails:You should read the below memorandum ofinstructions. Then write a report as instructed. As indicated in thememorandum, the audience for your report is your...

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Answered 8 days AfterNov 14, 2022

Answer To: Report:2500 wordsTaskdetails:You should read the below memorandum ofinstructions. Then write a...

Rochak answered on Nov 23 2022
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Table of Contents
1. Introduction    1
2. Board    2
2.1 United Kingdom    2
2.1.1 Structure    2
2.1.2 Roles and Responsibilities    2
2.1.3 Remuneration    3
2.2 Germany    3
2.2.1 Structure    3
2.2.2 Roles and Responsibilities    4
2.2.3 Remuneration    5
2.3 Benefits    5
3. Duties of the Directors on the Board    5
4. Provision in the United Kingdom Corporate Governance Code    7
4.1 Role of the directors on the board    7
4.2 Composition of the Board of Directors    9
References    10
1. Introduction

The report outlines the board structure, duties and responsibilities of the board, along with a comparison of how the board is different in the United Kingdom and Germany and what are the benefits of different board structures in the appropriate country.
2. Board
2.1 United Kingdom
2.1.1 Structure
The Code, which is the corporate governance outline in the United Kingdom is one which describes how the board of a UK company should look and this is something which directs the board composition of a company (small or big).
It is mentioned in the code that the board should have a mix of people both from executive leadership and non-executive leadership. Also, along with this the composition of the board should be in such a way that the board should bring a combination of skills, knowledge and other things like experience which is required by the board (El-Faitouri 2014).
There is no maximum number of several people who should sit on the board of directors list in the UK but according to the code it is also clear that the board of directors should have the following:
· They are not previously disqualified
· All the board members should be 16+ years of age
The board structure according to the code is such that the board should have a 50:50 proportion of non-executive and executive directors. Independent director's number can be more than 50% but no less than 50% is acceptable. These directors are independent and therefore they should at least be 50% of the board proportion. Other than this the board should appoint at least one non-executive director to be the senior independent director who will provide a piece of clear and sound information and advice to the board, including the chair.
2.1.2 Roles and Responsibilities
The roles and responsibilities of the directors on the board of the company are as follows:
· The chairperson on the board leads the board and is the one responsible for the overall effectiveness of the direction in which the company is going in. The chairperson is the person who is responsible for promoting a fair culture
· The responsibility of the non0executive director is that they should find sufficient time to meet all the board-related responsibilities that have been assigned to them, this includes the strategic guidance that they need to provide to the board and the company, and the specialist advice which is important for the smooth running of the company
· The non-executive directors are the ones who are responsible for the appointment of the executive director
· All the board members should try to write down the responsibilities that they will perform to make sure that nothing is missed
2.1.3 Remuneration
The remuneration community should be set up by the board which should compose of independent directors. The minimum number of people on this committee should be 3 with no maximum number. The remuneration committee is the one responsible for providing the remuneration for the executive directors (Young 2000).
2.2 Germany
2.2.1 Structure
The German corporate law which regulates corporate governance under the corporate governance law has mandated that a two-tier board structure should be maintained across all the companies in the country. These two tiers will be consisting of:
· Supervisory board: This board looks at the supervision
· Management board: This board looks at the management of the company to ensure that the management follows an ethical route and follow all the corporate governance code which is being identified in the code
The supervisory board is the one responsible for keeping a check on the management. This supervisory board is completely different from the management board, which is responsible for the management, and therefore the supervisory board do not consist of any executive board members like the CEO or anybody from the management.
So, to summarize the board structure in Germany is where the supervisory board consists of only the non-executive directors, whereas the management board is the one which consists of a mix of both the non-executive and the executive directors. This ensures that the management of the company is controlled and at the same time a check is being kept on them to ensure that they follow the corporate governance codes.
The supervisory board must have at least 3...
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