Corporate Governance and Ethics

Chapter 6

Roles and Responsibilities of Management

INTRODUCTION

MANAGEMENT RESPONSIBILITIES

CORPORATE OFFICERS

EXECUTIVE COMPENSATION

FINANCIAL REPORTING REQUIREMENTS

FINANCIAL REPORTING CHALLENGES

INTERNAL CONTROL REPORTING AND EXECUTIVE CERTIFICATIONS

ENTERPRISE RISK MANAGEMENT

TAX ACCOUNTING

SUMMARY

KEY TERMS

REVIEW QUESTIONS

DISCUSSION QUESTIONS

NOTES

INTRODUCTION

Management responsibilities are to ensure operational efficiency, financial reporting quality, and compliance with applicable laws, regulations, rules, and standards. Management responsibility in producing high-quality financial reports has received increasing attention pursuant to the rash of financial scandals by high-profile companies such as Enron, WorldCom, Tyco, Qwest, Global Crossing, Parmalat, and Refco. Laws and regulations including SOX emphasize the importance of an effective managerial function in corporate governance and financial reporting and the need for ethical and competent executives.

Primary Objectives

The primary objectives of this chapter are to

• Introduce the managerial function of corporate governance.
• Understand the roles, responsibilities, and duties of corporate senior executives, including the CEO and CFO.
• Identify the components of executive compensation and illustrate how each of these components relates to effective corporate governance.
• Identify the financial reporting requirements of public companies and SOX provisions that pertain to management certifications of financial reports ...