Corporate Governance and Ethics

Corporate Governance and Ethics
STUDENT ID:
[Pick the date]

Task 1: Board Orientation
The company selected for this task is SKY Network Television Limited Australia and the
annual report considered for the task pertains to FY2018. The objective of this report is to
highlight the orientation of the board of the directors for the chosen company. In this regards,
it is imperative to consider various factors including the composition of board, the underlying
focus along with the key communication techniques that the board deploys. With different
orientation of the board, there would be a difference that would be expected in regards to the
above factors and therefore it is imperative to critically analyse the specific portions of the
annual report with particular reference board structure, disclosures and corporate governance.
Composition of the Board
With reference to the corporate governance policy, it is pivotal to note that the company can
have maximum of ten directors on the board but the company has six directors on the board
of directors in FY2018. Out of the six directors on board of the company, only one of the
directors is executive director who also happens to be the CEO of the company. The other
five directors present on the board are independent and non-executive directors. This is
apparent from their profiles whereby it is apparent that these directors tend to serve in
executive positions in different companies. Further, a noteworthy aspect of the board
composition is that it is headed by a non-executive and independent director. This implies
that the CEO is not the chairman of the board (Sky, 2018b). The board composition
highlights the agency perspective with regards to board as the independent director
dominated board would be sensitive to the objectives set by the shareholders and would tend
to safeguard the interests of the minority shareholders.
Focus of the Board
The focus of the board tends to be driven by the underlying orientation of the board. This is
also apparent in case of the given company whereby the remuneration of the directors
contains of both a fixed component coupled with a variable component. In accordance with
the corporate governance statement of the company, the focus of the board ought to be on
increasing the profits and value of the company since it is used as a key benchmark with
regards to determining the variable pay for the executives (Sky, 2018a). Further, in regards to
dividends also, the company has been providing decent dividend growth barring the current
year i.e. FY2018 where there has been a decline in the dividends paid (Yahoo Finance, 2018).