Legal Research Proposal on corporate governance on directors' training.final and clean. siti fairuz

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Research Proposal Corporate Governance Implementation In Private Entity Company on Corporate Directors’ Training: Is it made compulsory or voluntary, An Analytical Study. Prepared By: Siti Fairuz Nor Azhar (P73969) LEGAL RESEARCH METHODOLOGY LAW (UUUK 6215) Universiti Kebangsaan Malaysia

Transcript of Legal Research Proposal on corporate governance on directors' training.final and clean. siti fairuz

Page 1: Legal Research Proposal on corporate governance on directors' training.final and clean. siti fairuz

Research ProposalCorporate Governance Implementation In

Private Entity Company on Corporate Directors’ Training: Is it made compulsory

or voluntary, An Analytical Study.

Prepared By: Siti Fairuz Nor Azhar (P73969)

LEGAL RESEARCH METHODOLOGY LAW (UUUK 6215)

Universiti Kebangsaan Malaysia

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CONTENTS OF RESEARCH PROPOSAL

Title:- Page:-

1) Research Area ... 3-52) Research Problem ... 6-113) Research statement/hypothesis ... 12-134) Research objectives ... 145) Research questions ... 156) Literature Review ... 167) Theoretical framework ... 178) Methodology – design selected ... 189) Selecting a sample ... 1910)Collecting data ... 2011)Processing data ... 2112)Chapterization ... 2213) References ... 23-25

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DataChapterization References

Introduction:-Under the research area, there are 3 operational process undertaken to identify thearea for research:-1) Theme selection;2) Affinity Diagram; and3) Matrix table

1) Theme selection:- brainstorming on ideas

Sexual harassment Discrimination

on genders

Cyber attack

Safety laws

OHSAS issues

Costs of hospitalization

Company law

Environmental issues

GST

Case review on controversies

cases

Security Social Media laws

Accident cases going

to work

Corporate Governance

Taxation

Minimum salary

CSR

Directors

Industrial accidents

Competition Law

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2) Affinity Diagram:-

Safety

①Accident cases going to work

② Industrial accident

③ OHSAS issues

Control or Management

① Sexual Harassment

② Discrimination

③ Case review on controversial cases

Cost

①Taxation

② Costs of private hospitals'

③ Minimum salary

④ GST

Security

①Cyber attack

② Social Media laws

③ Corporate Governance

④ Competition Law

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3) Matrix Table:-

Security problems to be evaluated by using Matrix diagram.

No. Evaluation x2 Results

My in

terest

Magn

itud

e

Level of exp

ertise

Easy To w

ork O

n

Easy To C

ollect D

ata

Relevan

ce

Logic

Seriou

sne

ss

Level of Im

po

rtance

Total

1 Cyber Attack 42

2 Social Media Laws 42

3 Corporate Governance 90

4 Competition Law 62

Problems

Criteria

Evaluation:basis for selecting subjectMarks are: ○ 5 points

△ 3 points× 1 point

20 60 10040 80

From the above evaluation, to select “Corporate Governance” theme for my research5

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Introduction:-Under the research problem, there are 2 operational process undertaken to identify theproblem:-1) Definition of the theme selected; and2) Steps in formulating a research problem.

1) Definition of the theme selected :- Corporate Governance:

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1. The concept of Corporate Governance:-Dennis & McConnell, 2003 : “a set of mechanism to ensure that outside investors get a fair return oftheir investment.”Carlson, 2001 : “Good corporate governance exists when they address two important integralaspects of corporate governance, i.e; accountability & business prosperity.

2. The elements in Corporate Governance:-Independence of the Directors and the Board of Directors as the caretaker of the interest of theshareholders and other stakeholders;Accountability:- those that hold the controlling power of the company should be made accountabletowards protecting the shareholders and other stakeholders interest.Roles & responsibility:- the directors need to understand the roles and responsibility in order tomake the right decisions in the best interest of the company.Integrity & ethical behavior:- the legal & ethical norms should act as a guide for establishing &maintaining stakeholders relationships between responsible and irresponsible notion of profitseeking.Transparency:- good corporate governance should ensure that timely & accurate disclosure is madeso as to make relevant information easily accessible by the shareholders.

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2) Steps in formulating a research problem:- (source: Kumar, Ranjit, 2011, Research Methodology, a

step-by-step guide for beginners (3rd Edition) Great Britian, TJ international Ltd., Padstow, Cornwall)

a) Step 1:- Identify: this means that I must identify a broad field or subject area of interest tome. I must ask questions to myself “What is it that really interest me as a professional?”

b) Step 2:- Dissect: this means that after choosing the theme that I really have confirmed to doresearch, I must dissect the broad area into sub areas.

c) Step 3:- Be selective: this means that out of the lists that I have dissect, I need to select subareas which I am passionate and have the motivation and necessary energy and resourcesand also manageable.

d) Step 4:- Raise research questions: this means that I must ask myself “What is it that I want tofind out about in this sub area? What is the problem faced in the theme” and etc.

e) Step 5:- Formulate objectives: this means that by this stage, I must develop objectives andsub-objectives and I must ascertain the feasibility of achieving the objectives through theresearch endeavor. In doing this, there are few matters that I need to take into considerationfor example, time constraints, financial resources and the level of expertise.

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2) Steps in formulating a research problem:- (source: Kumar, Ranjit, 2011, Research Methodology, a

step-by-step guide for beginners (3rd Edition) Great Britian, TJ international Ltd., Padstow, Cornwall)

Step 1

Identify

Theme selected: Corporate Governance

Step 2

Dissect

1. Level of transparency required

2. Is accountability practices in their true role?

3. Whistleblower and its protection?

4. The Board of Directors functions and roles

5. Board of Directors and its qualifications?

6. What are disclose in directors disclosures and its efficiency of disclosure?

7. The degree of transparency required in the financial reporting?

8. How far has the implementation and concept of risk management being applied by the companies?

9. Strengthening the relationship between shareholders and BOD?

10. The implementation of CG in private entity company?

Step 3

Select

Sub-area selected: The implementation of

corporate governance in a private entity company.

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2) Steps in formulating a research problem:- (source: Kumar, Ranjit, 2011, Research Methodology, a

step-by-step guide for beginners (3rd Edition) Great Britian, TJ international Ltd., Padstow, Cornwall)

Step 4

Raise questions

Item Issue

What is the problem?

1. Implementation of CG principles is not made mandatory for Private entity companies and directors. 2. Therefore the level of CG awareness of these private entity companies directors are low, because there

is no mechanism to monitor the directors awareness of CG and the Company’s implementation of CG principles.

Where did the problem happen? In Malaysia: specifically for private entity company.

When did the problem happen? After the 1997 Financial crisis:- Malaysia has been active in advocating the implementation of CG principles for all companies in Malaysia in order to regain back the trusts of investors to re-invest back in Malaysia.

Who caused the problem?The public listed and private entity company directors specifically the directors that did not have any knowledge about the principles of corporate governance as they were involved in financial fraud activities.

Why did it happen?

Because there is no statutory requirement or a guideline that a private entity company must implement Corporate governance in their Company operations and management and also no statutory requirement that made it a mandatory for directors of a private limited company directors must know about CG. No standardization.

To whom did this problem impact to?

If the company is managed by a director with low level of understanding of Corporate governance principals, there is a potential that the company is not managed properly and there will be a risk of mismanagement of the company. This will causes problems to the shareholders and stakeholders of the company concerned.

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Step 5

Formulate objectives

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2) Steps in formulating a research problem:- (source: Kumar, Ranjit, 2011, Research Methodology, a

step-by-step guide for beginners (3rd Edition) Great Britian, TJ international Ltd., Padstow, Cornwall)

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Step 5

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2) Steps in formulating a research problem:- (source: Kumar, Ranjit, 2011, Research Methodology, a

step-by-step guide for beginners (3rd Edition) Great Britian, TJ international Ltd., Padstow, Cornwall)

① Objective: to protect the shareholder and stakeholders interest, the implementation of the corporate

governance principles in the private entity company need to be made mandatory.

② Problem: is training for directors of a private entity company compulsory or voluntary basis? What is the gap in

the current law about directors training? How to make it mandatory? 11

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2) Research Problem:-

The relevant and important issue herein this research is how to improve the directors’ skill

so that they will carry out their duties responsibly and making sure that their actions are not

in contravention of s.132A of the Companies Act 1965? The suggested answer is for them

to have a training and continuing education regardless of whether it’s a small or big

company, private or public listed.

Why is training important for directors? Logically training should be given to directors as

they will be made aware of their roles and responsibilities under the common law and under

the statutes, other laws that are related to companies and their functions as directors, the

relevant defenses that are available to them in the event that an action is being brought

against them and their rights as directors, the board’s expectation in terms of the director’s

knowledge contribution, the nature of the company’s business, the current issues faced and

the strategies adopted by the company. Training for directors is also important so that the

directors will have the necessary knowledge in managing and bringing profits and

sustainability towards the company.

In Malaysia, training for directors’ are made compulsory especially for directors of a public

listed companies.

The Malaysia Kuala Lumpur Stock Exchange had issues out Corporate Governance Guide

for all the public listed companies. The Guide was intended to support the board and

management in their efforts to raise the bar for corporate governance. The Guide

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2) Research Problem:-

Paragraph 15.08 of the Listing Requirements emphasis on directors’ training and

paragraph 15.08(3) of the Listing Requirement mandates that a statement by the board of

directors on the directors’ training, including that the board has undertaken assessment on

training needs of each director, a brief description on the type of training needs of each

director, a brief description on the type of training that the director had attended that

financial year and justification for non-attendance. If any of the directors did not attend

training during the financial year, the board of directors must state the reason for non-

attendance in the company’s annual report.

Under the “comply or explain approach”, every public listed companies must disclose in

their annual reports about corporate governance disclosure.

However, for the private entities, there are so far no statutory requirements under the

Companies Act 1965 or any other acts or guideline that requires the private entity directors

to go for training. Although it’s a general knowledge that the Companies Commission of

Malaysia does prepare training for the private entity directors, however there is lack of

enforcement by the CCM to ensure that the directors of a private entity company are given

or attends training.

What then is the problem? The statutory requirement under S.132(1A) applies to all

directors, regardless whether their companies are public listed or private entities. Why the

need for directors training is then not standardize among all the companies regardless

whether it is public listed or not listed or a private entity

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Research statement:- in order to establish my hypothesis, I had used a diagramknown as Ishikawa diagram in order to identify the cause and effect analysis of myhypothesis. As Sherlock Holmes said in A Scandal in Bohemia: “'It is a capital mistake totheorize before one has data. Insensibly one begins to twist facts to suit theories, insteadof theories to suit facts.”

METHODMAN

MATERIAL LAWS

Winding-up

In order to

protect the

shareholder

and

stakeholders

interest, the

implementati

on of the

corporate

governance

principles in

the private

entity

company

need to be

made

mandatory.

Shareholders

remedies

Oppression by

directors Insider trading

Breach of

fiduciary

duties

Corporate

manslaughter Creditors rights

Breach of

statutory

duties

No specific statutory

requirement

No instruction from

Ministry of Domestic

Trade & Affairs

Infrastructure

of CG not firm

Malaysian Financial

Rules Standards not

standardize

Directors lack

of training

Wants to challenge the

law

Heavy workload

leads to stress &

disoriented

Poor follow

through by

management

Matters to be disclose

in the FS not

standardize

Lack of

monitoring &

enforcement

No incentiveOld legislation

Communicati

on between

ministries

weak

2 Relevant hypothesis formed:-⒜ Directors lack of training and ⒝ Matters to be

disclosed in the Financial Statement not standardize 14

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Research statement summary:-

Directors skill and know how in corporate governance principles will be enhance by

attending compulsory training → which will encourage the directors to practice their

duties towards the company, shareholders and stakeholders with the reasonable

degree of skill and care

1. To compare and identify the gap between the implementation of CG principlesbetween a PLC and a PEC. (differences in items that are reported or disclosed indirectors’ report or financial statement or audited account)

2. To identify the development of the standards of skill and care that is required by adirector.

3. For further strengthening CCM enforcement on directors training, to proposeamendment to the Companies Act on matters to be disclose in the financial reportand encourage the implementation of CG in private entity companies. To proposeenhancement of law instead of using the soft law approach.

4. To use the “Comply or Explain” approach.

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Research objective:-

1. To raise the PEC directors’ awareness and knowledge of the standards of skill andcare that is required of them.

2. To contribute a value added idea to CCM to further strengthen their approach inenforcing the private entity directors to implement the CG principles.

3. To increase Malaysia score in enforcement of corporate governance under the AsiaCG Watch.

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Research questions:-

Hence, some of the relevant questions that are at hand are :-1. Why didn’t CCM follow the footsteps of SC : ie; to make it a compulsory for private

entity companies to implement the CG principles in the operations of their company.

2. Since it’s a statutory requirement that directors are to exercise their roles andresponsibilities reasonably in managing the Company and protecting itsshareholders and stakeholders while at the same time, it’s not a must for a privateentity company to apply the CG principles in their daily operations, in what way canCCM ascertain that this directors know how to exercise the duties with reasonableskill and care? (Monitoring & enforcement)

3. What is the method that is applied by CCM to ascertain that the directors of theseprivate entity companies does not abuse its powers and exploit the Malaysian law?

4. Is the training provided by CCM to the PEC directors covered all the directors thatare registered at CCM?

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Significance of Study :-

The research is a practical one that contributes to the area of development of thecompany law and the corporate governance principles in Malaysia. After the 1997financial crisis which impacted the developing countries, outside investors were keen tolook into the report on corporate governance implementations in Asia Pacific countries,which involve Malaysia before considering to invest in Malaysia or not. The reportreferred to as CG Watch is compiled based on methodology and surveys endorsed bythe Asian Corporate Governance Association (ACGA), an independent non-profitorganization that worked on behalf of all investors and other interested parties toimprove corporate governance practice in Asia.

For example, in CG Watch Report 2007 , Malaysia was ranked 6th place in terms ofmarket rankings under CG quality

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Significance of Study (cont.):-

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Taking into consideration the importance of the CG Watch Reports, our Government have been vocal and working hard to encourage the implementation of the corporate governance principles by the companies in Malaysia so that the CG scores on the market will improve and attract more investors to invest in Malaysia.

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Significance of Study (cont.):-

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The governing body regulating public companies ie the Securities Commission introduced new rules and regulations to the listed companies to implement and comply with the corporate governance principles. Naturally in 2012, Malaysia improved on its CG scores as per below table .

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Significance of Study (cont.) :-However, if we were to look at more macro level, the developments andimplementations of the corporate governance principles in Malaysia growth does notshow remarkable positive changes.

Literally, there are improvements but the improvement does not show positive impactin the market scores and shows to the investors that the changes are difficult to takeplace and also there is lack of enforcement. Below table illustrates:-

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Significance of Study (cont.) :-

Therefore, in a nutshell, the significance of this study is to increase the private entitycompany directors’ awareness of the importance of implementing and practicing thecorporate governance principles in their companies as their companies indirectlyreflects the market situation in Malaysia which influences the investors’ decision ininvesting in Malaysia.

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1 Article Name & Writer

A Touch of Corporate Governance , Dr. Dominic Lai Yew Hock (LLB) University of Chicago , (DBA)University of South Australia

2 Findings This paper gives a general introduction to corporate governance and also mention a bit abouttraining for directors.

3 What do you think about this?This is useful when explaining about corporate governance concept in my research.

4 What makes you think that?Same as above

5What conclusions you can drawfrom this?

In the current business development, implementation of corporate governance is encouragedbecause it shows that the company is properly managed and the risks of mismanagement will beeliminated.

Literature Review:-

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Literature Review:-

1 Article Name & Writer

Corporate Directors Training programme: The success of the training programme in

creating understanding and awareness amongst corporate directors – by Prof. Madya

Dr. Zubaidah Zainal Abidin, Prof. Madya Noorbijan Abu Bakar, Prof Madya Faizah

Darus & T.Chantrathevi

2 Findings

This article touches a bit about training for directors. And it also discuss extensively

about the success of trainings for directors and the relevant type of modules that

the training should cover

3What do you think about

this?

Its useful to use since I have found a problem in this article : critically is the issue of

compulsory or not for private company directors to attend training. Here the writer

mentioned that it is compulsory based on CCM request but so far there is no

statutory requirement that says so.

4 What makes you think that? Same from above

5What conclusions you can

draw from this?

That directors should attend training and the type of modules should be relevant

and how many numbers of training is adequate for the directors?

6Final paragraph for

discussion sectionIssue about compulsory - also I can use the findings from this articles to show the

effectiveness of training.

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Developments of Malaysian Code of Corporate Governance

1996:-The ROC (now

CCM) had introduced a

Code of Ethics for directors

1995:-Securities

Commission started

disclosure requirement for

primary & public listed companies

1993:-The Securities

Commission Act & Future

Industry Act was introduced

1989:-The Banking &

Financial Institution Act

was introduced

2000:-The Malaysian

Code of Corporate

Governance was first issued

1999:-The High Level

Finance Committee released 70

recommendations about CG practices in

M’sia

2012:-Malaysian Code

of Corporate Governance was

updated

2007:-The C/A 1965 was amended

and the revised Malaysian Code

of Corporate Governance was

issued

1998:-The

establishment of National Economic

Action Council & the High Level

Finance Committee

1997:-The Financial

Crisis & financial fraud activities

2003:-CCM announced

to amend the C/A 1965 &

formed Corporate Law

Reform Committee

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Theoretical framework:-

1. Background

2. Introduction of problem

3. Critical reading of

literatures to identify gap or

problem

① Literature

Review

1. Investigations & Testing the

hypothesis

2. How to solve the issue?② Findings

1. Proposed countermeasure.

2. Conclusion③

Countermeasure

① In a nutshell

② Specific

② Specific

③ Conclusion

1. To do literature review on the developments of directors duties and corporate governance and the methods applied by the Court in

interpreting the directors duties and its required standard of skill.

2. To compare the existing statutes about directors duties & relevant guidelines in Malaysia and other country for example UK and

UE.

3. To conduct interviews with private entity companies’ directors – in order to ascertain their level of awareness about the CG.

4. To do case studies on the related cases

5. To propose relevant countermeasure to the issues discussed. 30

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Researc

h Area

Researc

h

Problem

Research

Statemen

t

Research

Objective

s

Research

Question

s

Literature

ReviewTheoretical

FrameworkMethodology

Select a

sample

Collecting

Data

Processing

DataChapterization References

Methodology:-

1. Qualitative and Applied research:- it aims at finding a solution for an immediate problem facing by theorganization.

2. Empirical research:- an experimental type of research where a hypothesis is provided and then get enoughfacts or data to prove or disprove that hypothesis.

Types Methods Techniques

Applied & Empirical

research:-

1 Library Research Analysis of articles and

documents

• Contents analysis of reports and articles

and journals

2 Field Research 1. Mail questionnaire

2. Personal Interview

• Send questionnaires to respondents

vide email

• Use a detail schedule and interview

respondents with open and closed

questions

31

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Researc

h Area

Researc

h

Problem

Research

Statemen

t

Research

Objective

s

Research

Question

s

Literature

ReviewTheoretical

FrameworkMethodology

Select a

sample

Collecting

Data

Processing

DataChapterization References

Select a sample:-

No Concept to be studies Sampling

Concepts Issues Study

Population

Issues

1

Corporate

Governance

• Is the implementation of

corporate governance

made compulsory for

private entity company?

• What is the method

implemented to monitor

whether these private

entity companies

implement and apply the

corporate governance

principles in the company? Private Entity

Company

Director

• What is the standards of skill

and duty of care that is required

of directors?

• Is there training conducted for

the newly elected or registered

directors?

• Is there a mechanism to track

whether these directors have

attended training?

• How many number of training is

required of a director?

• what are the implications if a

director did not have any

training about their roles and

their responsibilities?

• Business judgment rule v legal

implications?

2

Directors

duties and

responsibilitie

s

• Does the private entity

companies knows about

the Malaysian Code of

Corporate Governance?

• Is there a mechanism to

find out whether the private

entity company director

have awareness about

corporate governance

principles?

The sampling subject will be on private entity companies directors. 32

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Researc

h Area

Researc

h

Problem

Research

Statemen

t

Research

Objective

s

Research

Question

s

Literature

ReviewTheoretical

FrameworkMethodology

Select a

sample

Collecting

Data

Processing

DataChapterization References

Collect Data:-

Through research questionnaires that will be distributed and questions that will begiven to the following:-

1. Board of Directors of a private entity company and Board ofDirectors of a public listed company.

2. Q&A with the Securities Commission in charge of training

3. Q&A with a registered company secretary or MAICSA

33

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Researc

h Area

Researc

h

Problem

Research

Statemen

t

Research

Objective

s

Research

Question

s

Literature

ReviewTheoretical

FrameworkMethodology

Select a

sample

Collecting

Data

Processing

DataChapterization References

Processing Data:-

1. Getting the directors feedback and concerns on the research questions.

2. Include finding from the interview with Securities Commission and the companysecretaries or MAICSA.

34

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Researc

h Area

Researc

h

Problem

Research

Statemen

t

Research

Objective

s

Research

Question

s

Literature

ReviewTheoretical

FrameworkMethodology

Select a

sample

Collecting

Data

Processing

DataChapterization References

Chapterization:-

Part 1:- Introduction:-

1.1:- Introduction

1.2:- Research

problem

1.3:- Research

statement

1.4:- Research

objectives

1.5:- Research

questions

Part 2:- Literature review:-

2.1:- Background of the Company

Law , directors and management

2.2:- Company directors:-

a) Introduction

b) Types of directors

c) Appointment and removal of

directors

d) Relationship between

directors and corporate

governance

2.3:- Directors’ duties:-

a) Introduction

b) Overview of directors’ duties

and to whom does the

director owes the duties

c) Breach of duties

d) Implications of breach of duty

e) Root cause analysis to

factors that contribute to

breach of duties

Part 3:- Research

methodology:-

3.1:- Research methodology

3.2:- Sampling

3.3:- Research questions

3.4:- Research instruments

Part 4:- Findings and

discussion:-

4.1:- Findings from the

research

4.2:- Proposing

countermeasures to close

or minimize the gap

Part 5:- Conclusion

5.1:- Limitation of study

5.2:- Suggestion and raising

more future problems in

light of the

Literature review.

35

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Researc

h Area

Researc

h

Problem

Research

Statemen

t

Research

Objective

s

Research

Question

s

Literature

ReviewTheoretical

FrameworkMethodology

Select a

sample

Collecting

Data

Processing

DataChapterization References

References:-1. Suruhanjaya Syarikat Malaysia : https://www.ssm.com.my/en/statistic_eservices

2. Re Cardiff Savings Bank, Marquis of Bute’s Case (1892) 2 Ch 100

3. Brazillian Rubber Plantation and Estate Ltd (1911) 1 Ch 425

4. Bursa Malaysia Securities Berhad, Main Market Listings Requirements, Chapter 15, Corporate Governance,2012, page 1503, 1507

5. New York Stock Exchange (NYSE) EURO Corporate Governance Guidelines, page. 4 – to add later

6. S. 132(1A) of the Companies Act 1965.

7. ACGA, CG Watch 2007, Corporate Governance in Asia, Regional Special Report , Hong Kong, 17 September2007, page. 15

8. CGA, CG Watch 2012, Corporate Governance in Asia, Regional Special Report , Hong Kong, 10 September2012, page. 141 & 149

9. Kumar, Ranjit, Research Methodology, a step-by-step guide for beginners (3rd Edition) Great Britian, TJinternational Ltd., Padstow, Cornwall, 2011, page xxx

10. NYSE Euro Corporate Governance Guidelines,36

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Researc

h Area

Researc

h

Problem

Research

Statemen

t

Research

Objective

s

Research

Question

s

Literature

ReviewTheoretical

FrameworkMethodology

Select a

sample

Collecting

Data

Processing

DataChapterization References

References:-11. UK Institue of Directors comments on the ICSA Review of the Higgs Guidance, 2010

12. The Financial Reporting Council on the Internal Control for the Revised Guidance for Directors on theCombined Code, 2005

13. The Financial Reporting Council on the UK Approach to Corporate Governance, 2010

14. The Singapore Company Director Checklist, 2011

15. Dr. Dominic Lai Yew Hock, A Touch of Corporate Governance, (2010) 2 MLJ xvi, pg. 3 & 4.

16. Carlsoon,RH Ownership and Value Creation: Strategic Corporate Governance in the New Economy, JohnWiley & Sons, West Sussex, (2001).

17. Financial Reporting Council, The UK Approach to Corporate Governance, October 2010, pg. 3.

18. Shanty Ranchagan, Concise Principles of Company Law in Malaysia,Lexis Nexis – TO ADD

19. Tun Mahathir Mohamad, A Doctor in the House- The Memoirs of Tun Dr. Mahathir Mohamad, MPH GroupPublishing Sdn. Bhd. Kuala Lumpur, 2011, pg. 672

20. Rashidah Abdul Rahman & Mohammad Rizal Salim, Corporate Governance Law in Malaysia, Theory andContext, Sweet & Maxwell Asia, Petaling Jaya, 2010, pg.108.

37

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Researc

h Area

Researc

h

Problem

Research

Statemen

t

Research

Objective

s

Research

Question

s

Literature

ReviewTheoretical

FrameworkMethodology

Select a

sample

Collecting

Data

Processing

DataChapterization References

References:-21. Bursa Malaysia Securities Berhad, Main Market Listings Requirements, Chapter 15, Corporate Governance,

2012, page 1501.

22. Rashidah Abdul Rahman & Mohammad Rizal Salim, Corporate Governance Law in Malaysia, Theory andContext, Sweet & Maxwell Asia, Petaling Jaya, 2010, pg.111 & 112

23. Securities Commission Malaysia, Malaysian Code of Corporate Governance 2012, Corporate Governance inMalaysia, 2012, page vii.

24. Honda Malaysia Sdn. Bhd corporate governance organization structure

25. Section 122(1) and (2) of the Companies Act 1965

26. Rashidah Abdul Rahman & Mohammad Rizal Salim, Corporate Governance Law in Malaysia, Theory andContext, Sweet & Maxwell Asia, Petaling Jaya, 2010, page.176 & 177

27. Securities Commission, Malaysian Code on Corporate Governance, (Revised 2007), Kuala Lumpur, 2007,page 10.

28. Adrian Walkers, Directors’ Duties : The Impact of Companies Directors Disqualification Act 1986 (2000) 21 CoLaw 110

29. Dorchester Finance Co. Ltd v Stebbing (1989) BCLC 48938

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Researc

h Area

Researc

h

Problem

Research

Statemen

t

Research

Objective

s

Research

Question

s

Literature

ReviewTheoretical

FrameworkMethodology

Select a

sample

Collecting

Data

Processing

DataChapterization References

References:-30. Re D’Jan of London Ltd (1994) 1 BCLC 561

31. Cohen v Selby (2001) 1 BCLC 176 CA

32. Re Barrings PLC (No. 5) (1999) 1 BCLC 433

30. Daniels v Anderson (1995) 13 ACLC 614 (Court of Appeal) New South Wales

31. Aiman Nariman Mohd Sulaiman, Aishah Bidin, Pamela Hanrahan, Ian Ramsey, Geof Stapledon. CommercialApplications of Company Law in Malaysia, 3rd Edition, CCH, A Wolters Kluwer Business , CCH Asia Pte. Ltd.,page 248-249.

32. Corporate Law Reform Committee, Suruhanjaya Syarikat Malaysia, A Consultative Document on Clarifyingand Reformulating the Directors’ Role and Duties, 2006, page 44-47

33. Lim Weng Kee v PP (2002) 4 SLR 327

34. Incomconsult Sdn. Bhd., ROC Corporate Directors Training Programme for non-public listed companies, 17thApril 2002, http://xxxxxxxxxxxxxx- to add later

35. Securities Commission, Malaysian Code on Corporate Governance, (Revised 2007), Kuala Lumpur, 2007,page 12

39

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Details 06/14141513 161718 19 20 21 22 23 242 3 4 5 6 7 8 9 10 1112 26 2725 28 29 30121 14 1513 161718 192021 22 23243 4 5 6 7 8 9 10 11 12 26 2725 28 29 30 31141513 1617 18 19 20 21 2223 242 3 4 5 6 7 8 9 1011 12 26 2725 28 29 301 31

05/1404/14

Main Event

Rev

iew

30

Basic Planning

Assignment:

1. Select topic

2. Collect Data

3. Draft outline

4. Review outline

5. Amend as per

comments

6. Approval on

outline

7. Do L/Review

8. Prepare research

questions

9. Conduct

sampling

10. Finalize the

research

11.Prepare for

presentation on

the topic selected.

12. Submit research

Due date submit

assignment

Research Action Plan : April’14 – June ‘14

①Define, Identify & Establish

Presentation

assignment

Planning & Establishment

②Assess & Improve

Applied the research methodology

Submit draft to lecturer

Review with lecturer

Conduct L/Review on the materials collected @ critical reading

Draft questions

Forward questions to samplings

Collect back the questionnaires Conduct interview

Prepare presentations

Finalize presentations

40

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41