Corporate governance is a framework of rules and regulations that governs the leadership, organization, and management of a company. In addition to compliance with laws, rules, and regulations, corporate governance may include compliance with the company’s corporate charter, bylaws, formal policies, customs, and internal processes. The company’s board of directors often directs its corporate governance over a broad range of functions, including financial reporting and disclosures, securities laws, risk management, operating plans and budgets, strategic planning, succession planning, crises management, internal controls, internal audits, preventing foreign corrupt business practices, and executive compensation.
In Georgia, corporate governance is primarily governed by the Georgia Business Corporation Code, which outlines the duties and responsibilities of corporate directors and officers, as well as the rights of shareholders. Companies incorporated in Georgia must comply with these state statutes, which cover aspects such as the election and removal of directors, board meetings, shareholder meetings, and fiduciary duties of directors and officers. Additionally, corporations must adhere to their own articles of incorporation, bylaws, and any shareholder agreements, which may set forth more specific governance practices. Publicly traded companies are also subject to federal regulations, including the Sarbanes-Oxley Act and regulations enforced by the Securities and Exchange Commission (SEC), which impose requirements for financial reporting, internal controls, and disclosure. Corporate governance in Georgia also encompasses adherence to the Foreign Corrupt Practices Act (FCPA) for preventing corrupt practices in international business. Overall, effective corporate governance in Georgia involves a combination of state law compliance, adherence to corporate documents, and observance of federal regulations and best practices in business management.