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.

(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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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.

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

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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.

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)

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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.

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.

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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.

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)

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

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

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

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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.

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)

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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.

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)

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

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

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

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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.

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)

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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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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.

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

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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.

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)

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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.

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.

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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.

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)

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

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

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

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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.

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)

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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.

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)

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

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

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

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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.

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)

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