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When the value of a firm is increasing, common stocks provide a substantial payoff to stock holders in the form of capital appreciation and at times dividend payments. Common stock holders thus have a leveraged investment in the value of the firm. Bond holders, however, have a de-levered investment in the value of a firm, as they do not get rewarded when firm value increases, but are still guaranteed payment when the stock price declines. Declining firm value impinges on bond holders only after the firm value has substantially decreased to. | An Overview of the Indian Stock Market with Emphasis on Ownership Pattern of Listed Companies K.S. Chalapati Rao Although audit is the most pressing area for change it is not the only one. The Enron fiasco has shown that all is not well with the governance of many big American companies. Over the years all sorts of checks and balances have been created to ensure that company bosses who supposedly act as agents for shareholders their principals actually do so. Yet the cult of the all-powerful chief executive armed with sackfulls of stock options has too often pushed such checks aside. It is time for another effort to realign the system to function more in shareholders interests. Companies need stronger non-executive directors paid enough to devote proper attention to the job genuinely independent audit and remuneration committees more powerful internal auditors and a separation of the jobs of chairman and chief executive. If corporate America cannot deliver better governance as well as better audit it will have only itself to blame when the public backlash proves both fierce and unpleasant. The above is an assessment and warning by The Economist in the context of the collapse of Enron placed 5th in the latest Fortune 500 rankings of American companies. A number of other disclosures including that of Tyco International Adelphia Communications Computer Associates Qwest Communications Global Crossing and now WorldCom further deepened the scepticism about the state of affairs in corporate America. Managements auditors and intermediaries are under the scanner. According to Fortune Arthur Levitt former head of the US Securities and Exchange Commission SEC said America s investors have been ripped off as massively as a bank being held up by a guy with a gun and mask. A SEC press release in the wake of WorldCom disclosure that the company had overstated cash flow by US 4 billion stated The WorldCom disclosures confirm that accounting improprieties of unprecedented magnitude