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 Mississippi, corporate governance is primarily governed by the Mississippi Business Corporation Act, which sets forth the state's requirements for the formation, operation, and dissolution of corporations. This includes regulations on the roles and responsibilities of the board of directors, shareholder rights, and the maintenance of corporate records. Companies must also adhere to their own articles of incorporation, bylaws, and any shareholder agreements, which may outline additional governance practices and policies. Furthermore, corporations in Mississippi must comply with federal laws such as the Sarbanes-Oxley Act for financial reporting and disclosures, the Dodd-Frank Act for financial reforms and consumer protection, and the Foreign Corrupt Practices Act for preventing corruption in international business dealings. Executive compensation, succession planning, and risk management are also typically overseen by the board of directors, which must act in the best interests of the corporation and its shareholders. It is important for corporations to ensure that their governance practices are transparent and accountable to maintain investor confidence and comply with legal requirements.