T17 Corporate Governance

time is running out and I’m still stucked at part C part of the project and unable to bring out further analysis.

while doing this project, I am facing serious trouble with my mind and it seems like everything is jammed up. I can’t even concentrate on my SBR exam.

I have included quite a few issues and after having a recent meeting with my mentor, He said my project lacks analysis.

I have tried to put this things from my way and not being able to express it in a structural manner. I can understand that

How do I overcome this issue, like in part C
what minimal level of effort is required ?

Yes this is a difficult one as technically it has expired. As I cannot give you a reliable answer you will have to email acca@brookes.ac.UK as they are the only ones who can answer or give you permission to submit on it.

WeWork looks like a really interesting company for topic 17. So many CG problems and scandals…

@proticz -please remind me which company you are doing.

Yes @tbm13 – WeWork is an interesting case. My only reservations about using it currently for Topic 17 is that it is a US company and as the IPO didn’t go ahead I am not sure what framework could be used to evaluate it against. I think most US CG legislation (SOx and Dodd-Frank) only apply to listed companies (in fact I recall Trump may have specifically repealed parts of Dodd-Frank to remove the burden on some companies)

Also whereas I would probably have previously given the green light for this, having read some marker feedback telling a student who did Facebook for T17 that they needed to apply the UK CG Code systematically to their work (which seems non-sensical advice given it is not subject to the UK Code ) I am now more cautious when considering overseas companies….

I also wanted to know from other students or Gillian in your experience as marker/mentor if anyone has passed without putting recommendations in their RAP?

Thanks again.

Thanks a lot for the heads-up on recommendations. On responses, I am confident I covered that part adequately.

I am just wondering why this is the case on CG codes now. I applied the OECD CG Guidelines for SOEs because I am researching a state-owned company in my country. I am now a bit confused. I justified in my report why I think this OECD Code is the best to adopt.

This strictness for international students should rather be made clear in the RAP guidelines. As you pointed out, I believe this is confusing and unfair if we are not told about specific frameworks which international students should use. The UK Code would limit me because it wont cover various aspects of SOEs. I however, covered a few areas of the UK code as you earlier advised. My only fear would be on technicalities such as using the wrong code or organisation for my analysis.

Sorry 14munashe I didn’t mean to panic you as you should be ok if you used the OECD code systematically in your work. (The basic fact is they try to insist on a code of some sort)

The point I was trying to make is that not all CG issues are covered by a Code particularly in some developing nations where the big challenge to CG comes from systemic corruption. So being expected to apply a Code is not realistic or appropriate for many of the issues.

I find some of the markers do not really seem to understand CG – which is quite ironic really and they try to apply a straight jacket of ‘one size fits all’ when clearly it doesn’t. I have a resubmitting student who is in Sri Lanka and she was told in her previous feedback to apply the UK Code. We actually tried to do it but it just didn’t work as the Code is silent on bribery, corruption, inside trading and barely touches on fiduciary duties which are the issues in her chosen company.

It is not a case of telling students in the Info Pack to apply a Code it is more a case of OBU ensuring their markers are up to the task in hand and up to speed on how CG works (or more appropriately doesn’t work) outside the UK so that they can adopt the correct approach in their marking when confronted with Topic 17s on overseas companies.

As I said earlier – restricting the choice of overseas students by insisting on the application of a Code is wrong and is INDIRECT racial discrimination (because it places a racial group I.e non British at a disadvantage because it means they could have more difficulty in passing if choosing a company from their own country if they can’t apply a code).

I encourage anyone who has been failed because of this where a Code, like in my student’s case just doesn’t fit their company’s problems and circumstance to contact me as it needs to be flagged up with the University’s authorities. It is a form of prejudice and as explained, puts overseas students at a disadvantage when they choose a domestic company and as such it is illegal under UK LAW.

yes there are a lot of CG issues prevalent here in Uber. Be guided by the CG Code (where possible) is my advice when structuring your work (as the marking team is too inflexible to consider that this is not always appropriate). For example use the 2016 Code principles (Leadership,Effectiveness, Accountability, Remuneration and Relations with shareholders) or the newer 2018 Code (Leadership, Division of responsibilities, Composition, Audit, risk and internal control and Remuneration – note the UK Stewardship code now deals with relations with shareholders)

The Board members are set out here https://www.uber.com/en-GB/newsroom/leadership/
So I suggest that you find out about all of them by conducting internet searches and rate their independence using the Provision 10 of the 2018 Code [and also look at Part 3 of the same Code]. You might also consider the proposal to increase the board size to 17 (which would be considered excessively large in the UK – though the Code does not prescribe an actual number, most UK Boards are comprise about 10 directors) You could introduce some critical thought with this by looking at Janis 1972 and ‘Group Think’ and how large boards tend to promote this.

thank you very much, Miss Gillian,
First of all a big thank you to say that yes Uber has serious corporate governance issues.
I have chosen this company on the basis of the trending topics on twitter and business journals, had no idea before.

I wanted to come up with something fresh and updated. Uber has recently become a public company and this also taken into consideration in my research.

but the main focus is on the former CEO who had a very aggressive approach and for that reason, Uber had serious difficulties in CG.

thanks once again for the suggestions

yes, I have structured in the same manner as you have mentioned. Also followed 2016 UK CG code. ( mentioning about Leadership, Effectiveness, Accountability, Remuneration and Relations with shareholders)

and also included stakeholder and agency theory.
” leadership, Division of responsibilities, Composition, Audit, risk and internal control and Remuneration – note the UK Stewardship code now deals with relations with shareholders)”

all mentioned in my research.

So helpful. Thank you so much Gillian. You just made my life easier.

Sorry I forgot, can you please suggest me any good models that can be used in topic 17? and If the stakeholders analysis must not be part of it, what can I consider adding instead?

Hi Gillian and Trephena!
I have decided to go with topic 17 for my obu rap for P40. I am quite interested with selecting of Nissan for my project. Is it a wise choice? Nissan seems to have quite a bit CG failures. Also can i use UK codes, OECD principals for analysis alongside Mendlows. Japan has adopted CG quite recently I only found really short codes of practice for cg by their stock exchange.
This my first research report so if you can please share some basic guides for searching for information. Also do i have adequate time for preparing a good rap?

Thanks a lot in advance