ACAUD 2348 Compilation Part 3

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Which of the following represents the best governance structure under the following order (I) Operating Management, (II) Internal Auditing, and (III) Executive Management?

(I) Responsibility for risk, (II) Advisory role, (III) Oversight role

SEC Memo Circular No. 24, Series of 2019 requires those entities covered by this circular to submit a new Manual of Corporate Governance within _______ months from the effectivity of this Memo Circular.

6 months

Shareholders or owners want accountability from the Corporation as to how the resources have been entrusted to them.

All are expected from the management

The shareholders want accountability on: I. Financial performance; II. Financial transparency; III. Stewardship; IV. Quality of internal control; V. Proper composition of the board and the nature of its activities contain accurate and complete disclosure

All of the above

It has been vested the role to provide oversight of the internal and external audit function and the process of preparing the annual financial statements as well as public reports on internal control.

Audit committees of the board of directors

According to OECD, the __________ should review and guide corporate strategy, major plans of action, risk management policies and procedures, annual budgets and business plans; set performance objectives, monitor implementation and corporate performance; and oversee major capital expenditures, acquisitions and divestitures.

Board of Directors

This refers to the 2019 Corporate Code of Good Governance, circular memo 24: They are the governing body elected by the shareholders/members that exercises the corporate powers of a corporation, conducts all its business and controls its properties.

Board of Directors

The Board committees should be set up to the extent possible to support the effective performance of the Board's functions except:

Board strategic policy committee

Accountability as to how the resources that have been entrusted to management and the board can take a form of the following except

Boards responsibilities of governance

The following are independent recommendation statements in the SEC Code of Corporate Governance. Statement 1: The Company should have an adequate and effective internal control system and an enterprise risk management framework in the conduct of its business, taking into account its size, risk profile and complexity of operations. Statement 2: The Company should maintain a comprehensive and cost-efficient communication channel for disseminating relevant information.

Both statements are true

The rights of shareholders can be effectively upheld through the following measures except.

By establishing an audit committee

Determining that engagement objectives have been met is ultimately the responsibility of the

Chief audit executive

It is intended to raise the corporate governance standards of the Philippine corporations to a level at par with its regional and global counterparts.

Code of Corporate Governance

SEC Memo Circular Series No. 24 adopted this approach, which combines voluntary compliance with mandatory disclosure.

Comply and Explain Approach

Good governance requires mediation of the different interests in society to reach the best interest of the whole community and how this can be achieved. This characteristic of good corporate governance refers to

Consensus oriented

Below are combinations of core concepts of corporate governance, which of this is not the right combination?

Control environment, board commitment & communication

Below is combination of core concepts of corporate governance, which of this is not the right combination?

Control environment, board commitment & communication

The Board should primarily responsible for approving the selection and assessing the performance of the Management led by the following except:

Corporate Secretary

Which of the following is one of the 5 Cs essential to success as an internal auditor?

Courage

Which of the following audit committee responsibilities has the SEC mandated?

Discussing in its meetings the company's earnings press releases, as well as financial information and earnings guidance provided to analysts.

The basic principle of 'corporate control' for effective corporate governance responds positively to the following questions except.

Does the board lay foundations for management oversight?

Good governance means that processes and institutions produce results that meet the needs of society while making the best use of resources at their disposal. This characteristic of good corporate governance refers to

Effectiveness and efficiency

The Board should establish corporate disclosure policies and procedures that are practical and in accordance with generally accepted best practices and regulatory expectations. This principle under CG Code for PLCs refers to

Enhancing company disclosures policies and procedures

Which of the following is not a role of the internal audit function in best practice governance activities?

Ensure the timely implementation of audit recommendations

Specific activities of the board of directors excludes

Ensuring accuracy & timeliness of public information

In order to actively promote ethical and responsible decision-making, the governance must

Establish a code of conduct to guide the directors, CEO, CFO and other key executives

From a financial perspective, management's responsibility, except:

Establish and monitor good corporate governance

To encourage enhanced performance by the board and management, it is recommended that the following should be adopted except.

Establish policies on risks oversight and management.

This refers to the 2019 Corporate Code of Good Governance, circular memo 24: It strives to provide companies with additional information on the recommended best practice.

Explanations

To show full commitment to the company, the directors should devote the time and attention necessary to properly and effectively perform their duties and responsibilities, including sufficient time to be familiar with the corporation's business. This principle under CG Code for PLCs refers to

Fostering commitment

What types of business events tend to drive new legislation and guidance?

Fraud or other corporate wrongdoing

The core concept of corporate governance that describes the clear definition of roles and authorities of stakeholders; the duties & responsibilities of the Board and how the Board is structured with appropriate composition, procedures & policies, and finally, the business ethics.

Good board practices

It is the objective that protects the long-term interests of the shareholders. This objective of corporate governance refers to

Increase Shareholders' Wealth

This refers to the 2019 Corporate Code of Good Governance, circular memo 24: A director who is independent of Management and the controlling shareholder, and is free from any business or other relationship which could, or could reasonably be perceived to, materially interfere with his exercise of independent judgment in carrying out his responsibilities as a director

Independent Director

Broad role: Perform audits of companies for compliance with company policies and laws, audits to evaluate the efficiency and effectiveness of operations and periodic evaluation and tests of controls.

Internal auditors

A Registered issuer refers to the following descriptions except

Issues promissory notes

Establish written policies and procedures designed to ensure compliance with PFRS pertains to what principle of good corporate governance.

Make timely and balanced disclosure of all material matters concerning the company

Broad role: Operations and accountability. Manage the organization effectively; provide accurate and timely reports to shareholders and other stakeholders.

Management

According to the Auditing Standards, how is the independence of the internal audit function achieved?

Organizational status and objectivity

Which of the following is not a role of the internal audit function in best practice governance activities?

Oversee the organization's governance and risk management processes.

Best practice recommendation for the board is to provide disclosure in relation to the company's remuneration policies to enable investors to understand the following except.

Performance evaluation of the board, its committees and individual directors and key executives

This refers to the 2019 Corporate Code of Good Governance, circular memo 24 Principles and Recommendations under Disclosure and Transparency: The company should maintain a comprehensive and cost-efficient communication channel for disseminating relevant information. This channel is crucial for an informed decision-making by investors, stakeholders and other interested users.

Promoting a comprehensive and cost-efficient access to relevant information

It refers to company with assets of at least Fifty Million Pesos (Php50,000,000.00) and having two hundred (200) or more shareholders holding at least one hundred (100) shares each of equity securities.

Public company

It refers to the transfer of resources, services or obligations between a reporting entity and a related party, regardless of whether a price is charged.

Related party transactions

It ensures the accuracy, timeliness and fairness of public reporting of financial and other information for public companies.

Securities and Exchange Commission

Who is responsible for ensuring the accuracy, timeliness of public reporting of financial and other information for public companies?

Securities and exchange commission

It refers to the broad role of responsibilities to 'provide effective oversight through election of board members, approval of major initiatives such as buying or selling stock, annual reports on management compensation, from the board'.

Shareholders

To ensure the integrity, transparency and proper governance in the conduct of its affairs, the company should have a strong and effective internal control system and enterprise risk management system. This principle under CG Code for PLCs refers to

Strengthening internal control and risk management systems

Which of the best practice recommendation is not include in the principles of good corporate governance on 'structure the board to add value'?

The board should establish a nomination committee

It means that information is freely available and directly accessible to those will be affected by such decisions and their enforcement. This characteristic of good corporate governance refers to

Transparency


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