Reg. No.: { | Question Paper Code : 87172 M.B.A. DEGREE EXAMINATION, FEBRUARY/MARCH 2013. Fourth Semester 104002 — CORPORATE GOVERNANCE AND BUSINESS ETHICS (Command To All Branch of M.B.A.) ‘Time : Three hours Maximum : 100 marks 10. PART A—(6 x 4 = 20 marks) Answer any FIVE questions. State the nature and purpose of Corporate Governance. Explain the characteristics of Corporate Governance. Write a short note on nature of voting. What is mean by Legendary Rights? Explain its importance. What are the economic and non-economic objectives of corporations? Explain. State the expectations from CEO. Explain the concept of equal employment and affirmative actions. What are the various factors influencing business ethics? PART B — (4x 16 = 64 marks) Answer ALL questions. (a) Write an essay on Corporate Governance in India. Or (b) What are the responsibilities and accountability of stock owner? Discuss. (a) Explain the roles of Directors in corporate. Or (b) Describe the process of strategic development and implementation of corporate governance.aa; 12, 13. (@) >) (a) OO) Explain corporate social responsibility towards educational institutions. Or What is the difference between ethical dilemma and ethical reasoning? Why is it important to distinguish between these two concepts? Discuss. Write an essay on ethics of confrontation and the individual rights. Or Explain the concept of human rights declaration with respect to company policies? PART C — (1x 16 = 16 marks) Case Study Compulsory Explain the impact of corporate governance of Narayana Murthy Committee. 2 87172Reg. No.: Question Paper Code : 71172 M.B.A. DEGREE EXAMINATION, AUGUST 2012. Fourth Semester 104002 — CORPORATE GOVERNANCE AND BUSINESS ETHICS (Common to All Branch of M.B.A.) (Regulation 2007-08) ‘Time : Three hours Maximum : 100 marks PART A— (5 x 20 marks) Answer any FIVE questions. Define ‘Corporate Governance’ and list its scope. What do you mean by Clause 49 in Corporate Governance? Who is a Director? How a Director be appointed in a company? What is meant by Business Ethics? How the performance of a board can be measured? Is Individuals rights are important for business organization? What is Diversity? What do you mean by Economic and Non- Economic objective of Corporation? PART B— (4x 16 = 64 marks) Answer ALL questions. (@) Explain the structure of Corporate Governance in India Or (b) Briefly explain the Corporate Governance Framework practices followed in India.10, il 12. 13, (a) Explain roles and duties of board of directors, Or (>) What are the primary rights of shareholders? Explain their duties and responsibility. (a) Explain the process of strategic development and implementation, Or (b) Explain briefly the different types of ethical dilemmas, (a) Explain clearly about “Social Responsible Investment”. Or (b) Explain the various benefits of “Diversity”. PART C— (1x 16 = 16 marks) Case Study — Compulsory On January 08, 2009, M. Rammohan Rao (Rao), resigned as the Dean of the Indian School of Business (ISB). ‘The resignation followed the announcement the previous day by B. Ramalinga Raju (Raju), Founder and Chairman of India’s fourth largest IT services company, Satyam Computer Services Limited (Satyam), that the company had been inflating the revenue and profit figures for past several years. In his resignation letter, Rao, who had recently resigned. as independent director on the Satyam board, said, “Unfortunately, yesterday's shocking revelations (by Raju), of which I had absolutely no prior knowledge, mean that we are far from seeing the end of the controversy surrounding Satyam Computers. My continued concern and preoccupation with the evolving situation are impacting my role as dean of ISB at a critical time for the school.” On December 30, 3008, Rao, resigned from the board of Satyam. With him, two other independent directors, Vinod Dham (Dham), inventor of the Pentium chip, and Krishna Palepu (Palepu), Professor at the Harvard Business School, also submitted their resignations to the board of the company. Another independent director, Mangalam Srinivasan (Srinivasan), had resigned from the Satyam board a few days earlier, on December 25. The resignations of these directors were the result of an aborted deal by Satyam to ‘acquire two companies run by Raju’s sons, Maytas Properties Pvt. Ltd (Maytas Properties) and Maytas Infrastructure Limited (Maytas Infra) for USS 1.6 billion. Offer your comments regarding Business Ethics, Failure of Corporate Governance, Board of Directors, and the Role of independent Directors based on the above. 2 7172