Linda Bounds Vice President of Financial Services GOVERNANCE ? WHAT IS GOVERNANCE? • Provides guidance for authority (Who) • Communicates accountability and authority for important decisions. (What) • Empowers employees to do the right things • Protects the interest of stakeholders WHY IS GOVERNANCE IMPORTANT? 1. 2. 3. 4. 5. Allows for quicker decision-making Fewer embarrassments – “unauthorized” Increases transparency Lesson in delegation of authority Creates sense of trust – well defined and fair treatment - empowerment WHAT IS OUR MIDWAYUSA’S APPROACH? • Formal Organizational Governance • Formal Departmental Governance • Does not replace Company policy or job descriptions • Part of overall Leadership System WHO SHOULD KNOW ABOUT GOVERNANCE? • All employees in the organization • Used every day in decision process • Posted on “Great Wall” and on departmental intranet site HOW ARE THEY USED? • All Organizational Governance items are part of the Board Agenda HOW ARE THEY USED? • Provides transparency – Legal, Ethical, Regulatory Report – Audit Report “Corporate governance is – Risk Management Report about shining a light throughout the whole – Compensation Review organization.” How are they effective? Effectiveness of Governance Documents themselves is not measured. However, various measures are aligned as they relate to processes and reporting. RESULTS • Performance improvement – Profitability • Efficiency • Effectiveness – Reputation • Creating Value – Employee Satisfaction – Sustainability Linda Bounds Vice President of Finance
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