Group 3 Refco

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    Presentation by

    Judy Tuwei, Jackline kultany, Emmanuel Nyakeriga,

    Sirengo Maurice

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    Introduction

    y Refco Incorporation collapsed after a accounting fraud

    y Refco was cash rich company

    y Refco was declared bankrupt

    y Bennet one of CEO/chair was charged for various related

    financial scandals.

    y Refco was privately acquired.

    y Refco expanded fast and acquired several firms-

    increased pressure of competition.

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    Introduction

    y Expanded globally

    y Refco was digitized and fully traded online globally

    y Refco went public

    y Refco was rebranded as well changed of ownership

    y Refco diversified from commodity business to brokerage

    y Refco was in trouble with regulatory authorities

    y Shareholders deserting hence a huge drop in shares

    value

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    Key Corporate Governance issuesy Ineffective internal controls and accounting practices-

    Bennet had been concealing information by

    manipulating accounting records he was not giving truepicture of the actual scene

    y Practices and systems regarding keeping fraud

    preventions were missing.

    y Financial reporting was doctored-not accurate.

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    Other Key Corporate Governance

    issuesy Collusion of stakeholders-Refco auditors, its IPOs underwriters, financial

    institutions and law firm colluded in fraud.

    y CEO (Bennet) qualification questionable-he was CFO despite majoring inGeography.

    y Due diligence lacked in decision-making i.e. extending credit to traderswith poor credit histories.

    y Poor relationship with regulatory authorities-fined severally for breakingthe laws.

    y Not compliant with legal requirements.

    y Asymmetric information-frequently denied claims and released

    information that was not giving true picture of the actual scene.y Unusually high interest payment made to Refco by a loan given by entity

    owned.

    y IPO was initiated before proper financial scrutiny

    y Failure of governance and ethics

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    Cause and EffectsCauses

    y Making public

    details of accounting

    frauds

    Effects

    Shareholders deserting

    Corporate image

    tainted Criminal charges

    Shares value dropping

    Sale other assets byRefco group

    Collapse of Refco-bankruptcy: swiftestcrash of a publiccompany on record

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    Models/Principles of Corporate to

    be Consideredy Market Model of corporate governance-key principles are;

    y Shareholders environment

    y in long run there was dispersed ownership, increased sophisticated

    institutional investment and

    y Independence and performance

    y Bennet was CEO and Chair of the board

    y Transparency and accountability

    y High disclosure not appropriate

    y Capital market liquidity

    y Active takeover of the market

    y Active private equity market including IPO

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    The Link of the Problem with

    principlesy Shareholder environment

    y Vulnerability of investors Principal-Agent conflict

    y Independence and performancey Bennet is CEO as well Chair

    y Transparency and accountability

    y Ineffective internal controls and accounting procedures

    y Capital market liquidity

    y Regulatory board unable monitor and supervise the

    capital market

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    Recommendation/Solutiony Corporate communication-Correct anticipation of the

    repercussions of making details the accounting fraud.

    y In diversified financial services organization trust,reputation and confidence should be maintained.

    y Internal control Procedures. Strengthening the internal

    controls to prevent concealing huge liabilities.

    y Ascertaining due diligence before the IPO.

    y Corporate Compliance-Regulations that ensure financial

    departments prepare statements that comply with the

    federal law.

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    y Leadership

    y Corporate compliance

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    Conclusiony Top management role in ensuring high standards to

    corporate governance

    yCorporate communication-Smooth communication

    y Corporate fraud involves wide network

    y Inefficacy of disclosures

    yWeak regulation in catching frauds perpetrated by

    CEOs

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    You wonder why someone so wealthy, in suchpowerfulposition would do something so

    immoral!

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    Thank you

    Question