A Mauritian listed company, Mauritius Paradise Ltd, engaged in the hotel sector, has a reputation for confrontation with its employees and frequent industrial action. The Chairman  holds the position of the Chief Executive Officer and has a very hands-on approach to management. The board of directors has justified its aggressive attitude to employees by arguing for the need to improve operational efficiency and cut labour costs in order to maintain profitability. The frequent industrial action causes great inconveniences to the organisation and has an impact on the general public.

Conscious of the company’s poor reputation and queries about good governance, the board of directors retained the services of ExcelPro Ltd, a Consultant, to consider ways of improving relationships between the Board and the company’s shareholders, employees, customers and the public in general as well as enhancing good governance throughout the company.

A suggestion made, in a report, by ExcelPro Ltd, was that the board should adopt the Code of Corporate Governance (Mauritius 2003/2004). The Consultant has also suggested that financial reports and other statements published by the company should be improved, and need to be more transparent.

Finally, ExcelPro Ltd recommended that to promote good governance, the Company Secretary should be required to act as the conscience of the company, and should report regularly to the Board on compliance and ethical issues, as a matter of good governance practice.

Required:

problem 1: What is the meaning of transparency in reporting and suggest how the application of this principle may contribute to better corporate governance?

problem 2: Suggest how Corporate Governance could be improved at the level of Mauritius Paradise Ltd.

problem 3: describe how the Company Secretary contributes to better practice in corporate governance, including the company secretary’s role as the conscience of the company.