Detailed Corporate Governance Analysis of Hewlett Packard Company

This report provides an analysis of the corporate governance of Hewlett Packard Company (HP). It examines key aspects including compliance with listing rules and regulations, a critical review of the board of directors and executive management, and the independence of the company's auditors. The report highlights the roles of the CEO, the board's composition, and the importance of independent directors. It discusses the audit committee's responsibilities, including risk oversight and adherence to audit independence guidelines. The analysis focuses on the structure of the board, the separation of the roles of CEO and chairman, and potential conflicts of interest. The report recommends that HP consider splitting the positions of chairperson and CEO to enhance the effectiveness of committees and mitigate potential biases. The conclusion emphasizes the importance of unbiased decision-making and the potential impact of the CEO holding both positions. The report also includes a list of relevant references supporting the analysis.

Corporate governance
analysis of Hewlett
Packard Company

INTRODUCTION
The Corporate governance of Hewlett Packard Company focused on the
following points.
• Compliance with the listing rules and regulation.
• Critical review of board and executive management of
company.
• Appointment of independence of the auditors of the company

BOARD AND EXECUTIVE MANAGEMENT OF THE HEWLETT
PACKARD COMPANY
• The present CEO of company is Meg
Whitman who takes all the decisions.
All the board of directors have
Director identification number which
reflects their appointment and other
details.
• Company has more than 1/3
independent directors in its board
members.

CORPORATE GOVERNANCE MATTERS
 It is mechanism, process and relation by which corporations are
controlled and directed.
 It is set of rules and regulation.
 Corporate governance of Hewlett Packard Company is highly based
on the corporation rules and US listing rules and regulations.

HIGHLIGHT OF GOVERNANCE PROFILE OF HEWLETT
PACKARD COMPANY
Board Conduct and
Oversight
Independence Stakeholder Rights
It covers stock ownership
guidelines and also
includes 7x salary
requirement for the CEO
Independent Chair Access right stock holders
holding 3% or more. It
would be for at least 3
years to nominate to 20%
of the board of directors
Annual review
development
The Audit committee and
designed NSGR Committee
are made of ID
Special meeting right for
stakeholders of an
aggregate 25% voting
stocks.
Annual evaluation of Board
committee
Proper governance
guidelines
Majority voting in
uncontested director
elections
Independent directors 1/3 of total directors Appointed by the boards
and shareholders.

THE BOARD OF DIRECTORS OF HEWLETT PACKARD
COMPANY
These board of directors of Hewlett Packard Company are having following intents .
High professional and personal ethics and values .
Complied with the broad policies and program.
Diversified background and experience

CRITICAL REVIEW OF AUDIT COMMITTEE
Members
Skills and
Experiences
Michael J. Angelakis
Leslie A. Brun
Pamela L. Carter
Mary Agnes
Wilderotter, Chair
✔ Financial
Statement Review
✔ Audit
✔ Compliance
✔ Risk Management
•Audit
Oversee the performance of
our internal audit function
•
Review the qualifications,
independence, work product
and performance of the
independent public
accounting firm and
evaluate and determine the
firm’s compensation
•Compliance Processes
•It oversee all compliance
with the legal requirements.
Conduct investigations into
complaints concerning
federal securities laws
Review legal, management
response and implement
proper investigatory
responses.
•Financial Reporting
implement proper financial
reporting.
• Discuss earning press
release.
•
Audit integrity of financial
statement.
•Risk Management
Review the risk.
•Implement risk assessment
program.
Risk Oversight Role and Primary Responsibilities:

CORPORATE GOVERNANCE OF HEWLETT PACKARD COMPANY
Develop and review regularly our Corporate
Governance Guidelines
Identify and monitor social, political, and
environmental trends and provide guidance
relating to public policy matters and global
citizenship
Review proposed changes to our Certificate of
Incorporation, Bylaws and Board committee
charters
Ensure proper attention is given and effective
responses are made to stockholder concerns

KEY REQUIREMENT FOR AUDIT COMMITTEES (AUDIT INDEPENDENCE)
The audit committee follows the Smith Guidance while determining
the independence of audit committee.
All the independent directors has no pecuniary relation with the
company and any associated companies.

REVIEW AUDITOR INDEPENDENCE
• The main requirement is to revise all the code of
conduct and audit related guidance.
• Audit committees would be more inclined towards
taking active role in external audit.
• Directors appointed as independent directors should
have responsibilities for establishing the objectivity
test
• A proper publication would be taken from the directors
of company

POSITION OF CHAIRMAN AND CHIEF EXECUTIVE
OFFICER ARE SPLIT
• It is desirable to separate the role of CEO and chief
executive.
• Board of directors takes into consideration corporate
activities and stakeholders interest.
• Hewlett Packard Company has same CEO and chairman.
• Meg Whitman serves as Chairman and CEO of company.

SPLITTING POSITION IMPLIES TO CORPORATE
GOVERNANCE
• The splitting position of CEO and chairman keeps the
requirement of independent directors separate.
• It increases the effectiveness of all the committees.
• The same CEO and chairman results to pecuniary
relation between chairman of committee and company.

ANALYZING THE CEO AND CHAIRMAN OF COMPANY
• It is evaluated that Hewlett Packard Company should
split the position of its chairperson and CEO of
company.
• The main conflict of interest arise due to the fact that
CEO votes for his own compensation.
• The chair person could influence the activities which
may result to abasement of his position.

RECOMMENDATION
• Hewlett Packard Company should split the position of
its chairperson and CEO of company.
• If these both position are kept separate then it
increases the effectiveness of all the committees.
• Company needs to take proper publication would be
taken from the directors of company.

CONCLUSION
• The role of CEO is to monitor all the operations and takes bias
free decisions.
• However, in this company CEO and Chairperson both are
same.
• It may result to influence the activities which may result to
abasement of his position.

REFERENCES
Luna, A.J.D.O., Kruchten, P. and de Moura, H.P., 2015. Agile Governance Theory: conceptual
development. arXiv preprint arXiv:1505.06701.
Braggion, F. and Giannetti, M., 2017. Changing corporate governance norms: Evidence from dual
class shares in the UK. Journal of Financial Intermediation.
Luna, A.J.D.O., Kruchten, P., Pedrosa, M.L.D.E., Neto, H.R. and de Moura, H.P., 2014. State of the art
of agile governance: a systematic review. arXiv preprint arXiv:1411.1922.
Agarwal, A., Ganesan, B., Gupta, A., Jain, N., Karanam, H.P., Kumar, A., Madaan, N., Munigala, V. and
Tamilselvam, S.G., 2017. Cognitive Compliance for Financial Regulations. IT Professional, 19(4),
pp.28-35.
Wierzbicka, A. and Niklińska, N., 2016. The Legal Structure of the Joint‑stock Company as the
Ultimate Source of Corporate Governance. Horyzonty Polityki, 7(20), pp.177-194.
Buys, P., Cronje, C., Matthee, M., Farole, T., Naughtin, T., Rankin, N., Van Niekerk, G., Mostert, K., De
Beer Leon, T., Viviers, H.A. and Van Woerkom, M., 2016. The corporate governance conundrum:
perspectives from Dante's Inferno. Studia Universitatis Babes-Bolyai, Philosophia, 61(3).
Baker, H.K., Kumar, S., Colombage, S. and Singh, H.P., 2017. Working capital management practices
in India: survey evidence. Managerial Finance, 43(3), pp.331-353.