The survey received 314 responses from directors, senior managers, and others in Australia, India, Norway, Spain, South Africa, and the UK. Most respondents had experience in the private sector and were directors or senior managers. Over two-thirds felt corporate governance responsibility lies with boards/executives, and accountability ultimately lies here as well. While most saw corporate governance as an organizational rather than financial issue, two-thirds felt risk management in their organizations focuses on financial rather than people risk. Having a universal code of values was viewed as helpful by 80%. However, nearly a third said their organization does not fully embed such values in practice.

1. © 2015 Anil Kariwala,RobertPurse &GrahamSmedley
A Survey on Corporate Governance
INTRODUCTION
Thissurveyhas its origins in a book that we (Anil Kariwala, Robert Purse & Graham Smedley) are currently writing.
Rather than simply relying upon anecdotal evidence and personal experience, we decided to undertake some
survey-basedresearchand hence the survey, which was open for responses during the first half of June 2015. The
surveywasintendedtoprovide uswithanunderstandingof people’s general perceptions of Corporate Governance
and howit isappliedintheirorganisation. The surveyquestionswere quitedeliberately‘broad-brush’ in nature and
we will shortly be launching a more forensic, but still short, survey.
We are indebtedto all the 314 respondentswhocontributedtothe survey.Butnone more so than the 250 directors
and seniormanagerswho participated, and we hope that the results are of interest to both the respondents and a
wider readership; we have certainly found them interesting and thought provoking.
We hadresponses(thatwe knowof withcertainty) from:
Australia,
India,
Norway,
Spain,
SouthAfrica, and;
UnitedKingdom.
The total numberof respondents(n) was314 and forsimplicity’ssake we have rounded response numbers (for each
question) up, or down, to the nearest 10. Comments and observations on the survey are always welcome and can
be sent to robert@robertpurse.co.uk.

2. © 2015 Anil Kariwala,RobertPurse &GrahamSmedley
THEQUESTIONS
Question 1 - Has your work experience been mostly public sector, mostlyprivate sector, or a broad
mix of public and private?
Although the majority (63.3%) of respondents had gained more than 60% of their work experience in the private
sector,a significantnumber(110respondents,36.7%) hadeithergained their work experience mostly in the public
sector, or a broad mix of private and public sectors.
The responses were as follows:
Question 2 – Are you a Director, Senior Manager, Middle Manager, Junior Manager, or someone
withoutdirect line managementresponsibility?
The fact that more than80% of respondentswere eitherdirectors,orseniormanagers,impliesahealthy interest (in
that group) in matters pertaining to corporate governance. Corporate governance has often been perceived as a
matter for directors and senior managers; we were therefore gratified to see that 50 respondents fell into the
categories of: Middle manager, junior manager and people with no direct line management responsibility.
Response
Percent
Response
Count
16.7% 50
63.3% 190
20.0% 60
300
10
A broad mix of public and private?
Answer Options
skipped question
Mostly (>60%) private sector?
Has your work experience been:
answered question
Mostly (>60%) public sector?
Has your work experience been:
Mostly (>60%) public sector?
Mostly (>60%) private sector?
A broad mix of public and
private?

3. © 2015 Anil Kariwala,RobertPurse &GrahamSmedley
The responseswere asfollows:
Are you:
Answer Options
Response
Percent
Response
Count
A Director? 63.3% 190
A Senior Manager? 20.0% 60
A Middle Manager? 6.7% 20
A Junior Manager 3.3% 10
Someone without direct line management
responsibility?
6.7% 20
answered question 300
skipped question 10
Question 3 – How large is your organisation?
130 of the responses were from people in SME’s (<50 to 500 people) and 140 from larger (>1,000 people)
organisations. Althoughbynomeansdefinitive,the results suggest that corporate governance is a ‘live’ issue for a
wide range of organisations and is by no means limited to ‘listed’ companies.
How large is your organisation?
Answer Options
Response
Percent
Response
Count
<50 people 29.0% 90
50 to 100 people 3.2% 10
101 to 500 people 9.7% 30
501 to 1,000 people 12.9% 40
>1,000 people 45.2% 140
answered question 310
skipped question 0
Are you:
A Director?
A Senior Manager?
A Middle Manager?
A Junior Manager
Someone without direct line
management responsibility?

4. © 2015 Anil Kariwala,RobertPurse &GrahamSmedley
Question 4 – Where, in your organisation, does responsibilityfor corporate governance lie?
Questions4,5 and6 may go to the heartof the issue since theyare concernedwithresponsibilityandaccountability
for corporate governance. Very often responsibility and accountability are conjoined, but we are of the view that
they are quite different. In the context of corporate governance, responsibility can (we suggest) be delegated,
whereasaccountabilitycannot. The survey results do not confirm that premise, but that may be a consequence of
loosely worded questions, something that will be addressed in the next survey.
An overwhelming70%of respondentssaidthatintheirorganisationresponsibilityforcorporate governance laywith
the Board/Executive. Perhaps significantly, 23.3% of respondents (70) said that responsibility for corporate
governance lay with more than one of the defined categories. No respondent identified shareholders as having
responsibility for corporate governance, which is slightly surprising since they vote on the appointment of both
auditors and directors. In the same vein, no respondent identified employees (in their organisation) as having
responsibility for corporate governance.
Where, in your organisation, does responsibility for corporate governance lie?
Answer Options
Response
Percent
Response
Count
The Board/Executive? 70.0% 210
Management? 3.3% 10
Shareholders? 0.0% 0
Stakeholders? 3.3% 10
Employees? 0.0% 0
More than one of the above? 23.3% 70
answered question 300
skipped question 10
How large is your organisation?
<50 people
50 to 100 people
101 to 500 people
501 to 1,000 people
>1,000 people

5. © 2015 Anil Kariwala,RobertPurse &GrahamSmedley
Question 5 – Where do you thinkthatresponsibilityfor Corporate (Good) Governance should lie?
The responses here were broadly consistent with Question 4. A substantial majority (200) felt that responsibility
should rest with the Board, the Executive, or the Chair. Ten respondents said that responsibility should rest with
shareholders and the same number said that it should lie with employees. The number of respondents who said
that responsibility for corporate governance lay with more than one of the defined categories rose slightly to 80
(26.7%).
It is perhaps noteworthy that no respondent allocated responsibility to the Regulators. In the recent
banking/financialcrisis,the Bankof Englandwasthe regulatorforthe bankingindustryand, as such was responsible
for the regulatory framework within which the banks operated.
Where do you think that responsibility for Corporate (Good) Governance should lie?
Answer Options
Response
Percent
Response
Count
The Board/Executive? 63.3% 190
The Chair? 3.3% 10
Shareholders? 3.3% 10
Stakeholders? 0.0% 0
The Regulators? 0.0% 0
Employees? 3.3% 10
More than one of the above? 26.7% 80
answered question 300
skipped question 10
Where, in your organisation, does responsibility for corporate governance lie?
The Board/Executive?
Management?
Shareholders?
Stakeholders?
Employees?
More than one of the above?

6. © 2015 Anil Kariwala,RobertPurse &GrahamSmedley
Question 6 – Where do you thinkthat ultimate accountability for Corporate (Good) Governance
should lie?
240 respondents (80%) believed that ultimate accountability for corporate governance should rest with the
Board/Executive and/or the Chair. This is broadly consistent with our proposition that accountability cannot be
delegated(politicians,especiallyMinisters,please note). Toavoidany confusion,inthissurveywe have taken Board
of DirectorsandExecutive tobe broadlyanalogous. This is because many organisations (public and private ) do not
have a formal board structure and in some cases operational accountability may be quite separate from policy. In
police forcesthe UKand many othercountries,operational accountability is quite separate (rightly so) from policy.
Where, in your organisation, do you think that ultimate accountability for Corporate (Good)
Governance should lie?
Answer Options
Response
Percent
Response
Count
Management? 6.7% 20
The Board/Executive? 70.0% 210
The Regulators? 3.3% 10
The Chair? 10.0% 30
The Shareholders? 3.3% 10
Stakeholders? 0.0% 0
More than one of the above? 6.7% 20
answered question 300
skipped question 10
Where do you think that responsibility for Corporate (Good) Governance
should lie?
The Board/Executive?
The Chair?
Shareholders?
Stakeholders?
The Regulators?
Employees?
More than one of the above?

7. © 2015 Anil Kariwala,RobertPurse &GrahamSmedley
Question 7 – Do you think thatthe current (often sector-specific) proliferationof Codes of Corporate
Governance is helpful, unhelpful, or notsure?
Lessthan 25% of respondentsfeltthatthe currentproliferationwashelpful. More than 35% feltthat itwas
unhelpful,whilst40%were notsure. Whilstthe resultscannotbe considereddefinitive,the case maybe emerging
for a single,overarching,code of corporate governance. We will trytogetmore clarityon thisissue inthe next
survey.
Do you think that the current (often sector-specific) proliferation of Codes of Corporate
Governance is:
Answer Options
Response
Percent
Response
Count
Helpful? 23.3% 70
Unhelpful? 36.7% 110
Not sure? 40.0% 120
answered question 300
skipped question 10
Where, in your organisation, do you think that ultimate accountability for Corporate
(Good) Governance should lie?
Management?
The Board/Executive?
The Regulators?
The Chair?
The Shareholders?
Stakeholders?
More than one of the above?

8. © 2015 Anil Kariwala,RobertPurse &GrahamSmedley
Question 8 – Do you see Corporate Governance as being primarily a financial issue, or an organisational
(cultural/ethical/people) issue?
The overwhelmingmajorityof respondents (96.7%) feltthatcorporate governance wasprimarily anorganisational
issue,nota financial one. Thiscontrastsrathersharplywiththe responsestoQuestion9;ultimatelyitseemsthat
our respondentsholdtothe viewthatcorporate governance isnotprimarilyafinancial issue. Assumingthatthisis
correct, itrather begsthe questionof whysomanyorganisations ignore ‘humancapital’and‘people risk’when
consideringcorporate governanceandriskmanagement?
Do you see Corporate Governance as being primarily:
Answer Options
Response
Percent
Response
Count
A financial issue? 3.3% 10
An organisational (cultural/ethical/people)issue? 96.7% 290
answered question 300
skipped question 10
Do you think that the current (often sector-specific) proliferation of Codes of
Corporate Governance is:
Helpful?
Unhelpful?
Not sure?

9. © 2015 Anil Kariwala,RobertPurse &GrahamSmedley
Question 9 – In your organisation, to the bestof your knowledge, is riskmanagement mostly
concerned with: financial risk, people risk, or notsure?
More than two-thirdsof ourrespondents (66.7%) feltthat,intheirorganisation,riskmanagementwasmostlyabout
financial risk. There appearstobe a verysignificantdisconnectbetweenthe responsestoQuestion8andQuestion
9.
In your organisation, to the best of your knowledge, is risk management mostly concerned
with:
Answer Options
Response
Percent
Response
Count
Financial risk? 66.7% 200
People risk? 20.0% 60
Not sure 13.3% 40
answered question 300
skipped question 10
Do you see Corporate Governance as being primarily:
A financial issue?
An organisational
(cultural/ethical/people) issue?
In your organisation, to the best of your knowledge, is risk management
mostly concerned with:
Financial risk?
People risk?
Not sure

10. © 2015 Anil Kariwala,RobertPurse &GrahamSmedley
Question 10 – Do you believe that having a statement of values and behavioursthatapplied to
everyone in your organisation (including Directors, Executives and Suppliers) would help promote
good governance?
80% of our respondents felt that having such a statement would be beneficial for good governance. The key
naturally is the universal application of such a statement. The inclusion of ‘suppliers’ in the question was quite
deliberate on our part as we consider an organisation’s supply chain a key element of good governance
Do you believe that having a statement of values and behaviours that applied to everyone
in your organisation (including Directors, Executives and Suppliers) would help promote
good governance?
Answer Options
Response
Percent
Response
Count
No 16.7% 50
Yes 80.0% 240
Not sure 3.3% 10
answered question 300
skipped question 10
Question 11 – Does your organisation have fully-embedded values and behaviours, where everyone
'Walksthe Walk' rather than just'Talks the Talk'?
Although 200 (69%) of respondents responded positively to this question, it is worth noting that nearly one -third 31%)
said ‘no’; what is unclear from this survey is whether the organisations concerned did not have a statement of values
and behaviours,or if they had one but the values and behaviours espoused init were not ‘fully -embedded’.
Do you believe that having a statement of values and behaviours that applied to
everyone in your organisation (including Directors, Executives and Suppliers)
would help promote good governance?
No
Yes
Not sure

11. © 2015 Anil Kariwala,RobertPurse &GrahamSmedley
Does your organisation have fully-embedded values and behaviours, where everyone
'Walks the Walk' rather than just 'Talks the Talk'?
Answer Options
Response
Percent
Response
Count
Yes 69.0% 200
No 31.0% 90
answered question 290
skipped question 20
Question 12 – Do you believe that your organisationhas high standards of Corporate (Good)
Governance?
Although 60% of respondents said ‘yes’, it is noteworthy that 40% responded either ‘no’, or ‘not sure’. Whilst we
have no direct evidence to support the proposition, we are of the view that high standards of good governance
should be self-evident with little room for uncertainty.
Do you believe that your organisation has high standard of Corporate (Good) Governance?
Answer Options
Response
Percent
Response
Count
Yes 60.0% 180
No 16.7% 50
Not sure 23.3% 70
answered question 300
skipped question 10
Does your organisation have fully-embedded values and behaviours, where
everyone 'Walks the Walk' rather than just 'Talks the Talk'?
Yes
No

12. © 2015 Anil Kariwala,RobertPurse &GrahamSmedley
Do you believe that your organisation has high standard of Corporate (Good)
Governance?
Yes
No
Not sure