DISCLAIMER - NIKZAFRI.BLOGSPOT.COM


Today, Knowledge Management today are not limited merely to : (A) 'knowing' or 'reading lots of books/scholarly articles' or (B) data mining, analysis, decision making, preventive actions, or (C) some Human Resources Management issue or (D) some ICT issue. Knowledge Management is about putting your knowledge, skills and competency into practice and most important IT WORKS! For you and your company or your business (Nik Zafri) Can I still offer consultancy or training? Who claims otherwise? Absolutely, I can.

The information comprised in this section is not, nor is it held out to be, a solicitation of any person to take any form of investment decision. The content of the nikzafri.blogspot.com does not constitute advice or a recommendation by nikzafri.blogspot.com and should not be relied upon in making (or refraining from making) any decision relating to investments or any other matter. You should consult your own independent financial adviser and obtain professional advice before exercising any investment decisions or choices based on information featured in this nikzafri.blogspot.com can not be held liable or responsible in any way for any opinions, suggestions, recommendations or comments made by any of the contributors to the various columns on nikzafri.blogspot.com nor do opinions of contributors necessarily reflect those of http://www. nikzafri.blogspot.com

In no event shall nikzafri.blogspot.com be liable for any damages whatsoever, including, without limitation, direct, special, indirect, consequential, or incidental damages, or damages for lost profits, loss of revenue, or loss of use, arising out of or related to the nikzafri.blogspot.com or the information contained in it, whether such damages arise in contract, negligence, tort, under statute, in equity, at law or otherwise.


MY EMPLOYERS AND CLIENTELLES



BIODATA - NIK ZAFRI


 



NIK ZAFRI BIN ABDUL MAJID,
CONSULTANT/TRAINER
Email: nikzafri@yahoo.com, nikzafri@gmail.com
https://nikzafri.wixsite.com/nikzafri

Kelantanese, Alumni of Sultan Ismail College Kelantan (SICA), IT Competency Cert, Certified Written English Professional US. Has participated in many seminars/conferences (local/ international) in the capacity of trainer/lecturer and participant.

Affiliations :- Network Member of Gerson Lehrman Group, Institute of Quality Malaysia, Auditor ISO 9000 IRCAUK, Auditor OHSMS (SIRIM and STS) /EMS ISO 14000 and Construction Quality Assessment System CONQUAS, CIDB (Now BCA) Singapore),

* Possesses almost 30 years of experience/hands-on in the multi-modern management & technical disciplines (systems & methodologies) such as Knowledge Management (Hi-Impact Management/ICT Solutions), Quality (TQM/ISO), Safety Health Environment, Civil & Building (Construction), Manufacturing, Motivation & Team Building, HR, Marketing/Branding, Business Process Reengineering, Economy/Stock Market, Contracts/Project Management, Finance & Banking, etc. He was employed to international bluechips involving in national/international megaprojects such as Balfour Beatty Construction/Knight Piesold & Partners UK, MMI Insurance Group Australia, Hazama Corporation (Hazamagumi) Japan (with Mitsubishi Corporation, JA Jones US, MMCE and Ho-Hup) and Sunway Construction Berhad (The Sunway Group of Companies). Among major projects undertaken : Pergau Hydro Electric Project, KLCC Petronas Twin Towers, LRT Tunnelling, KLIA, Petronas Refineries Melaka, Putrajaya Government Complex, Sistem Lingkaran Lebuhraya Kajang (SILK), Mex Highway, KLIA1, KLIA2 etc. Once serviced SMPD Management Consultants as Associate Consultant cum Lecturer for Diploma in Management, Institute of Supervisory Management UK/SMPD JV. Currently – Associate/Visiting Consultants/Facilitators, Advisors for leading consulting firms (local and international) including project management. To name a few – Noma SWO Consult, Amiosh Resources, Timur West Consultant Sdn. Bhd., TIJ Consultants Group (Malaysia and Singapore) and many others.

* Ex-Resident Weekly Columnist of Utusan Malaysia (1995-1998) and have produced more than 100 articles related to ISO-9000– Management System and Documentation Models, TQM Strategic Management, Occupational Safety and Health (now OHSAS 18000) and Environmental Management Systems ISO 14000. His write-ups/experience has assisted many students/researchers alike in module developments based on competency or academics and completion of many theses. Once commended by the then Chief Secretary to the Government of Malaysia for his diligence in promoting and training the civil services (government sector) based on “Total Quality Management and Quality Management System ISO-9000 in Malaysian Civil Service – Paradigm Shift Scalar for Assessment System”

Among Nik Zafri’s clients : Adabi Consumer Industries Sdn. Bhd, (MRP II, Accounts/Credit Control) The HQ of Royal Customs and Excise Malaysia (ISO 9000), Veterinary Services Dept. Negeri Sembilan (ISO 9000), The Institution of Engineers Malaysia (Aspects of Project Management – KLCC construction), Corporate HQ of RHB (Peter Drucker's MBO/KRA), NEC Semiconductor - Klang Selangor (Productivity Management), Prime Minister’s Department Malaysia (ISO 9000), State Secretarial Office Negeri Sembilan (ISO 9000), Hidrological Department KL (ISO 9000), Asahi Kluang Johor(System Audit, Management/Supervisory Development), Tunku Mahmood (2) Primary School Kluang Johor (ISO 9000), Consortium PANZANA (HSSE 3rd Party Audit), Lecturer for Information Technology Training Centre (ITTC) – Authorised Training Center (ATC) – University of Technology Malaysia (UTM) Kluang Branch Johor, Kluang General Hospital Johor (Management/Supervision Development, Office Technology/Administration, ISO 9000 & Construction Management), Kahang Timur Secondary School Johor (ISO 9000), Sultan Abdul Jalil Secondary School Kluang Johor (Islamic Motivation and Team Building), Guocera Tiles Industries Kluang Johor (EMS ISO 14000), MNE Construction (M) Sdn. Bhd. Kota Tinggi Johor (ISO 9000 – Construction), UITM Shah Alam Selangor (Knowledge Management/Knowledge Based Economy /TQM), Telesystem Electronics/Digico Cable(ODM/OEM for Astro – ISO 9000), Sungai Long Industries Sdn. Bhd. (Bina Puri Group) - ISO 9000 Construction), Secura Security Printing Sdn. Bhd,(ISO 9000 – Security Printing) ROTOL AMS Bumi Sdn. Bhd & ROTOL Architectural Services Sdn. Bhd. (ROTOL Group) – ISO 9000 –Architecture, Bond M & E (KL) Sdn. Bhd. (ISO 9000 – Construction/M & E), Skyline Telco (M) Sdn. Bhd. (Knowledge Management),Technochase Sdn. Bhd JB (ISO 9000 – Construction), Institut Kefahaman Islam Malaysia (IKIM – ISO 9000 & Internal Audit Refresher), Shinryo/Steamline Consortium (Petronas/OGP Power Co-Generation Plant Melaka – Construction Management and Safety, Health, Environment), Hospital Universiti Kebangsaan Malaysia (Negotiation Skills), Association for Retired Intelligence Operatives of Malaysia (Cyber Security – Arpa/NSFUsenet, Cobit, Till, ISO/IEC ISMS 27000 for Law/Enforcement/Military), T.Yamaichi Corp. (M) Sdn. Bhd. (EMS ISO 14000) LSB Manufacturing Solutions Sdn. Bhd., (Lean Scoreboard (including a full development of System-Software-Application - MSC Malaysia & Six Sigma) PJZ Marine Services Sdn. Bhd., (Safety Management Systems and Internal Audit based on International Marine Organization Standards) UNITAR/UNTEC (Degree in Accountacy – Career Path/Roadmap) Cobrain Holdings Sdn. Bhd.(Managing Construction Safety & Health), Speaker for International Finance & Management Strategy (Closed Conference), Pembinaan Jaya Zira Sdn. Bhd. (ISO 9001:2008-Internal Audit for Construction Industry & Overview of version 2015), Straits Consulting Engineers Sdn. Bhd. (Full Integrated Management System – ISO 9000, OHSAS 18000 (ISO 45000) and EMS ISO 14000 for Civil/Structural/Geotechnical Consulting), Malaysia Management & Science University (MSU – (Managing Business in an Organization), Innoseven Sdn. Bhd. (KVMRT Line 1 MSPR8 – Awareness and Internal Audit (Construction), ISO 9001:2008 and 2015 overview for the Construction Industry), Kemakmuran Sdn. Bhd. (KVMRT Line 1 - Signages/Wayfinding - Project Quality Plan and Construction Method Statement ), Lembaga Tabung Haji - Flood ERP, WNA Consultants - DID/JPS -Flood Risk Assessment and Management Plan - Prelim, Conceptual Design, Interim and Final Report etc., Tunnel Fire Safety - Fire Risk Assessment Report - Design Fire Scenario), Safety, Health and Environmental Management Plans leading construction/property companies/corporations in Malaysia, Timur West Consultant : Business Methodology and System, Information Security Management Systems (ISMS) ISO/IEC 27001:2013 for Majlis Bandaraya Petaling Jaya ISMS/Audit/Risk/ITP Technical Team, MPDT Capital Berhad - ISO 9001: 2015 - Consultancy, Construction, Project Rehabilitation, Desalination (first one in Malaysia to receive certification on trades such as Reverse Osmosis Seawater Desalination and Project Recovery/Rehabilitation)

* Has appeared for 10 consecutive series in “Good Morning Malaysia RTM TV1’ Corporate Talk Segment discussing on ISO 9000/14000 in various industries. For ICT, his inputs garnered from his expertise have successfully led to development of work-process e-enabling systems in the environments of intranet, portal and interactive web design especially for the construction and manufacturing. Some of the end products have won various competitions of innovativeness, quality, continual-improvements and construction industry award at national level. He has also in advisory capacity – involved in development and moderation of websites, portals and e-profiles for mainly corporate and private sectors, public figures etc. He is also one of the recipients for MOSTE Innovation for RFID use in Electronic Toll Collection in Malaysia.

Note :


TO SEE ALL ARTICLES

ON THE"LABEL" SECTION BELOW (RIGHT SIDE COLUMN), YOU CAN CLICK ON ANY TAG - TO READ ALL ARTICLES ACCORDING TO ITS CATEGORY (E.G. LABEL : CONSTRUCTION) OR GO TO THE VERY END OF THIS BLOG AND CLICK "Older Posts"


 

Showing posts with label CORPORATE GOVERNANCE. Show all posts
Showing posts with label CORPORATE GOVERNANCE. Show all posts

Friday, March 17, 2017

TYPICAL PITFALLS IN CORPORATE GOVERNANCE - Nik Zafri

Lesson No. 1 : The CEO must be well-informed of any risks (both technical and financial) when deciding to invest in "new innovation"

Innovative ideas may sound "juicy" but potentially may also become a great threat to sound governance practices. Few gigantic motor corporations thought innovation was a good investment hence a lot of money went to Research and Development (R and D) to produce "innovations" to only knew later that they have breached the law.

a) The VW emissiongate/dieselgate

Quoting Ian McVeigh, Head of Governance at Jupiter Asset Management wrote in the Telegraph UK in 2015 : 

"The revelation that the car giant (VW) has been using so-called “defeat device” software to get its diesel cars to pass strict emission tests has been an unmitigated disaster. Since the scandal broke, the value of the company has fallen by around €30bn (£22bn)"


Source : https://commons.wikimedia.org/wiki/File%3AVW_stock_price_after_emissions_violations.png (Analysis by Dennis Bratland)

He wrote further about the significance of the CEO being well informed of investment analysis without the investors finding out about it first. Ian also mentioned about the corporate structure of German companies - having split boards - a supervisory and a management board making it potentially unclear of the "who is responsible or authorized for what?". UK however adopted the principle of putting the final responsibility with only one board.

The Volkswagen dieselgate or emission gate case started on 18 September 2015, when the US EPA issued a notice of violation of the Clean Air Act to German automaker Volkswagen Group for intentionally programmed turbocharged direct injection (TDI) diesel engines to activate certain emissions controls only during lab emission test. The programming caused the vehicles' NOx output to meet US standards during regulatory testing but emit up to 40 times more NOx in real-world driving. 

The CEO sportingly have since apologized to the customers, users and the general public. Later, he resigned.

Although Volkswagen is embarking on new policies and slowly regaining the trust of stakeholders and the car buyers, but the price they have paid is high.

Lesson No. 2 : Hiring "external party" to advise the Board can also lead to disaster.

I once heard somewhere that billionaire Warren Buffet; at some point; do not fully trust "external party's" judgement. He would rather make his own final decision.

Be careful when appointing external "subject matter experts" especially authorizing them to speak in a Board Meeting. If it is not necessary to hire, then DON'T! 

Many important decision cannot be made unanimously because the "so-called guru" says "NO". Ironically, the CEO agrees and subscribes to the "gurus" advice rather than seeking majority opinions from the experienced board members. (I've seen this happened before - it was a disaster!)

Hiring consultant assisting in corporate governance implementation is fine but these practices should be restricted to mid and support levels where CEO leads the initiative - not vice-versa. Board Members meeting must always be treated as CONFIDENTIAL.

Remember : Not everyone in the boardroom are smart guys!

Lesson No. 3 : There are always good rationales of why laws are implemented and enforced. 

Those who try to avoid the law are deemed to have "cheated" the government/ lawmakers and other stakeholders. Or put simply, betraying everyone's trust. 

One of the top cases that I've bumped into is misappropriation of funds (breach of trust) due to shareholders "manipulating" their unclear roles, responsibilities and authorities to serve their own ends. Other cases include : board ineffectiveness, unethical audit and risk practices, "unfair" pay, bad relations with external parties such as accountants and company secretaries. (aah yes, accountants and company secretaries can tell stories too - they know your secrets!)

We've witnessed how prolonged "conflict" between corporate entities and the lawmakers ending up in series of investigations and prosecutions. Long battles in the court of law not only endanger the company's reputation (even if you win the case) but the sad consequences that follow it - from people loosing jobs to reduction of market values.

Lesson No. 4 : Risk is always PROACTIVE

Never wait until problem arises. Learn the lessons from others who have failed. Take proactive measures by adopting Risk Management. (and don't just simply say....DO IT!) Proactive Risk Identification will provide you with a guide on Plan of Action (mitigation), brainstorming and develop a strategic plan. 

All these activities must happen prior to operation/project implementaton, assessed during the operation (comparing with the Risk Register for proactive risk identification stage) and mitigate during post-operation stage.

Adopt good practices of Risk Management but do not try to be too bold by taking unwanted risks!

Lesson No. 5 : Do What You Say and Say What You Do.

When you have given solemn promises or have put them in your customer charter or have addressed them in Manuals and Procedures - deliver them. Don't just file everything up and ignore them, or displaying what needed to be displayed and "that's it...end of story" - hoping that your PR will do the rest for you.

Sometimes, as a shareholder, you need to realize what you think is "impossible" can happen and do happen - whereby other shareholders (your own friends) can turn against you due to one or two angry customers who feel that you are not delivering what you have promised.

There are so many reasons of why ISO 9000 or Total Quality Management is introduced on the first place. Surely they are not to burden you but to help you.

Lesson No. 6 : Non-Conformance and Risks are opportunity for improvement

Don't scare auditors with cold bullying remarks such as :
  • "I'm your paymaster",
  • "Make it looks like there is more "loss" than "profit",
  • "I know your boss",
  • "Don't try to be too smart - remember Enron?" 

Remember, auditors are human beings too. If they feel threatened, despite the Non-Disclosure Agreement, they still can adopt the "Need to Know Basis" vs your "Transparency" - they can even get court-orders. Believe me, the end-results won't be good.

Treat auditors as friends who are trying to help you not destroy you. Treat any non-conformances as opportunities for improvement and not some "fault-finding activities". In the end, you'll be in every auditors "good book"

Don't make your company becoming one of the case study being discussed in front of other auditors in their association.

Lesson No. 7 : Be careful when setting limits on shareholder voting power.

One study (by Ken L. Bechmanna, Department of Finance, Copenhagen Business School and Johannes Raaballeb Department of Economics and Business, Aarhus University) shows that the bad corporate governance in the banks is visible in the shape of severe restrictions on shareholder rights, including voting and ownership ceilings, etc. These severe restrictions are quite unique, especially from an Anglo-Saxon perspective. In the U.S., ownership ceilings are not allowed and in a sample of 4,399 U.S. firms, only 24 had voting ceilings (see Commission of the European Communities, 2007). 

Similarly, voting and ownership ceilings are not among the 24 corporate governance provisions carefully examined by Bebchuk, Cohen and Ferrell (2009), who show that restrictions on shareholder rights lead to significant reductions in firm value.

Out of the six entrenchment provisions found to be value destroying, four of them set limits on shareholder voting power and the ability of a majority of shareholders to impose their will on the management.

And FINALLY!!

When you are having problems, try avoiding easy paths such as buyover, mergers, bailouts etc or worse - let yourself willingly to become "victim" to "hostile takeover" or ending up in government intervention. 

Even if you feel like selling your shares or the company itself, don't give up yet - try your best to first to solve your problems - who knows, you might succeed against all odds. 

Be transparent to your employees - let them know what is happening, many companies have gone down to earth and surprisingly, their employees have very good ideas on how to save the company. If the idea works, give these employees the rewards that they deserve!

Wednesday, September 07, 2016

RASUAH "CARA BARU" - Oleh Nik Zafri

Image Source : greece.greekreporter.com

Rasuah tetap rasuah walau bagaimana pun ianya ditafsir. Terdapat banyak trend baru untuk menutup rasuah. 

Semua organisasi, entiti perniagaan dll adalah tertakluk kepada Akta Suruhanjaya Pencegahan Rasuah Malaysia 2009 (Akta SPRM 2009) dan mereka perlu berhati-hati dalam mewujudkan prosedur yang perlu meliputi apakah beza di antara apa yang ditafsir sebagai "tidak beretika" dan apa yang ditafsir sebagai "bersalahan dari segi undang-undang".

Apatah lagi syarikat-syarikat dan firma-firma yang benar-benar ikhlas untuk menjadikan amalan urustadbir korporat sebagai panduan mereka.

Kita sudah banyak mendengar mengenai Tanggungjawab Sosial Korporat atau CSR di mana sejumlah derma yang besar jumlahnya diberikan kepada persatuan atau pertubuhan bukan kerajaan yang berasaskan kebajikan.

Percaya atau tidak, terdapat ahli pertubuhan/persatuan atau kelab sebegini mempunyai perhubungan secara terus dengan orang-orang berpengaruh dalam sesebuah agensi kerajaan mahupun swasta.

Bukan satu kebetulan, setelah mana-mana entiti atau organisasi menyumbangkan derma yang banyak menerusi NGO berasaskan kebajikan, penderma ini akan mendapat habuan projek dsb. hasil daripada 'bantuan' yang diberikan oleh ahli NGO berkenaan.

Rasa saya, sudah sampai masanya, ROS, SSM, Jabatan Audit Negara, SPRM dll melakukan penyiasatan 'forensik' yang terperinci ke atas NGO-NGO yang begitu banyak di negara ini. Sesetengah yang saya temui, tidak segan-silu menyatakan pada saya bahawa tujuan penubuhan NGO ni adalah untuk mendapatkan wang, habuan malah geran pula.

Penyiasatan patut ditumpukan kepada :

a) Kenali siapakah mereka yang menjadi ahli dalam NGO berkenaan atau melantik ahli keluarga yang berkaitan dengan mereka yang mempunyai jawatan dan pengaruh dalam tender dsb.,

b) Penilaian "due diligence" untuk memastikan adakah NGO yang ingin ditubuhkan benar-benar entiti filantrofik (penilaian ini juga perlu diperluaskan kepada entiti pelaburan atau koperasi atau konsortium atau syarikat "berhad" atau syarikat "perdagangan")

c) Sebarang permohonan derma atau pemberian derma yang terlalu besar jumlahnya serta berkaitan pula dengan tender atau kontrak secara generik perlu disiasat

d) Memastikan bahawa terdapat dasar yang jelas sebagai panduan ke atas CSR atau derma yang bertemakan "kebajikan" bagi memastikan :

i) ianya sampai kepada golongan sasaran atau ahli yang memerlukan,

ii) terdapat ketelusan dalam laporan yang dikemukakan termasuk persetujuan dan disclosure sebelum dan selepas wang derma diterima

Paling penting di sini ialah Pegawai-Pegawai yang dilantik menjaga perbendaharaan dan kewangan perlukan tauliah yang secukupnya. Begitu juga dengan para penilai NGO berkenaan.


Thursday, January 08, 2015

REINVENTING CORPORATE GOVERNANCE - NIK ZAFRI

(in slides) #CorporateGovernance #Management

Unlike what others are saying; although true to a certain extend; Corporate Governance is NOT limited only to public listed companies. Its' core principles can be applied to any size of organization






Saturday, March 22, 2014

Corporate Governance as a management science (a reevaluation) - Nik Zafri

(The author would like to thank The Organisation for Economic Co-operation and Development (OECD) for the promotion of policies that will improve the economic and social well-being of people around the world including the proper implementation of Corporate Governance)

Despite being popular for more than a decade, many corporations still tend to view Corporate Governance as some "legal constraints" on them. While this is not entirely true, we still find corporate leaders and the executive board fear the auditors with the notion that they might have broken the law or some misdeeds may have occurred.

As a result we still see corporations winding up - some did not even have to. It's shocking to find corporations being liquidated simply because they did not submit the proper papers on time to the authorities.

Citing OECD - Implementing Governance, Chapter 6, Page 162. 2nd para :

"Following the series of scandals in the US and elsewhere involving big corporations, the market has become increasingly demanding regarding improvements in corporate governance practices and INTERNAL CONTROL to increase investor confidence. The awareness that followed the scandals created an environment conducive to better governance. This was seen in Latin America, in countries like Brazil; after the initial period when investors were pushing for basic governance measures, they now are refining their requests by seeking improvement in QUALITY of disclosure, composition of boards and more. Lessons learned from the BENCHMARKING process can be used as the starting point and as a CONTINUOUS LEARNING PROCESS."

When corporate governance been too intertwined with rules and regulations, there is no room for management tools to come in. Corporate Governance is not merely about legalities as "hijacked" by scholars, company secretaries and authorities. 

Corporate governance prevailing practices ironically failed to be seen as a management science - as it should have been. It is about achieving corporate democracy for shareholders and "other interested parties". 

It is not always about the Board of Directors but it also concerns a network of supply chain as well ("Other Interested Parties" - such as employees, consumers, surroundings and even community at large.

Now the laws are there in place...what's next?

The issue now is how to MANAGE it?

Whenever there is a law, there will also be suggestions of the usage of standards and codes of practice. Standards give birth to Manuals, Procedures, Work Instructions and Checklist - all under "controlled conditions" (Refer to ISO 9001:2008)

Let's look back at the 5 core pillars of Corporate Governance:

1) Rights and equitable treatment of shareholdersCorporations should respect the rights of shareholders and help shareholders to exercise those rights. They can help shareholders exercise their rights by openly and effectively communicating information and by encouraging shareholders to participate in general meetings

Keyword : Communication (internal and external)

Communications can be complicated especially dealing with information being ambiguous or inaccurate. In my experience, communication is mainly the highest contributing factor towards the failure of a management system - especially dealing with unhealthy office politics.

A corporation has a business to run based on a certain core business process as stated in the Manual. It requires inputs to flow from one process and outputs to flow to another process. There is a continuous (communication) flow regarding tangible (materials and product) and intangible (information) inputs and outputs taking place within a corporation.

Thus, the board of directors should come out with methods and resources using the process and deploy these methods through ICT; logistic and HR processes (documents, meetings, directives, e-mails, intranet, visual etc) Get feedbacks from recipients and incorporate them in the policy, objectives and goals. Make your staff feel important that they are the 'guardians' and 'watchdogs'.

2) Interests of other stakeholders : Corporations should recognize that they have legal, contractual, social, and market driven obligations to non-shareholder stakeholders, including employees, investors, creditors, suppliers, local communities, customers, and policy makers.

Keyword : Stakeholders

This MUST be stated in corporate’s mission and relays the processes used to get the corporation there. Let the values guide the culture and not vice-versa. Stakeholders should always be put first. They must be made aware of what is going on in a corporation especially any new management system to support the law. They must be well briefed of the long term benefits seeking and achieving the recognitions from the relevant bodies.

3) Role and responsibilities of the board: The board needs sufficient relevant skills and understanding to review and challenge management performance. It also needs adequate size and appropriate levels of independence and commitment.

Keyword : Commitment

A successful implementation of systems and methods can positively affect the corporation’s reputation, growth and profitability. This can only happen if there is a strong commitment from the board. The willingness to invest for a long-term management program that will positive affect the corporation is very important rather than meeting the minimum, mediocre, or sub-standard requirements. And this should be communicated throughout the organization.

4) Integrity and ethical behavior: Integrity should be a fundamental requirement in choosing corporate officers and board members. Organizations should develop a code of conduct for their directors and executives that promotes ethical and responsible decision making.

Keyword : Professionalism

There is a need for a code of conduct to be developed. A typical code of conduct should not be viewed as an expression of a set of laws but also implying the management methodologies as well.

a) Duties and Responsibilities - A proper Job Description, Organizational Chart and Master Responsibility Matrix - should be in place - to also reflect the Board, Associates, Officers and Corporate Compliance Officers.

b) Honesty, Ethical Conduct, Fair Dealing

c) Procedures dealing with a bunch of issues such as Human Resources, Environmental Health and Safety, Gifts/Gratuities/Entertaintments, Records/Documentation Management, Reporting and Training

5) Disclosure and transparency: Corporations should clarify and make publicly known the roles and responsibilities of board and management to provide stakeholders with a level of accountability. They should also implement procedures to independently verify and safeguard the integrity of the company's financial reporting. Disclosure of material matters concerning the organization should be timely and balanced to ensure that all investors have access to clear, factual information.

Keyword : Transparency

Once again, a proper Job Description (JD) and documented procedures are required. When making a Job Description, ensure that the duties are arranged according to their utmost priority. A simple percentile management tool would help via a brainstorming session. 

Once the JD is in place, use the cascading principle so that the JD is related to other tools such as (pick one) - Key Performance Indicators, Key Result Areas, Balance Scorecard etc.

Secondly, you need to develop procedures with simple templates such as process flow, responsibility and reference documents/records. (Again, refer to ISO 9001:2008 Standards)

Nik Zafri is an Associate Consultant with TIJ Consultants Group (Malaysia and Singapore)




Wednesday, February 03, 2010

CHINA COMING DOWN? NO WAY!! - NIK ZAFRI



This is up to 2005...look at the figures..you all can calculate - can you not?


Once again, some speculators are trying to 'underestimate' China. Last time it was Dubai - now it goes further. The 'bubbly' thing again...there will be bubble in China? What would they think of next? Relive the decoupling theory?

Some people didn't read figures or not bothered with figures and I find this less surprising as these so-called forecasters are not from China. I do not know if the speculators have actually been in China to see for themselves what's happening - US bluechips are coming into China even GM besides than Hewlett Packard & Intel.

Memory serves - In 2009 - China's GDP almost 14% - and this surprised every major banks of the world!! - this year 2010 - it's gonna get BIGGER. The figures originally forecasted by "smart Alexes" were a lot lower and now - they are wrong and still wrong!

One thing I can tell you all that most developing East Asia countries like to stay 'below radar detection' - not to distract too much publicity. China is definitely one of them. They are actually much bigger (as big as Russia) than the formal economists estimation or calculations.

It would not be proper for me to say that China will stay strong in its growth; as well as to other EA countries as well. There may still be minor subprime mortgage crisis elements (I'm saying 'maybe') but China will emerge.

One thing I learn from China's economic aspirations is that the conventional economics 'supply and demand' + 'equilibrium' or 'elasticity' point of view still work on them - where there should be less government intervention (not that we do not need them at all) but to let the market correct by itself. I also share the following views :

a) that (accurate) data collection, analysis and action plan based on these datum are so important,

b) organizations must adopt true corporate governance principles - that is....transparency,

c) bribery must be reduced or better - eliminated!,

d) all taxes must be paid,

e) Work attitude need to be changed - not the system - the system is fine. Don't come out with good figures or window dressings to impress the top management or to get stimulus packages but come out with the REAL figures based on data collection & analysis.

f) Wireless technology/e-commerce/B2B/B2C and all the likes are assets not foes.

g) White Collar Crimes need to be reduced - not on the dumb ones/scapegoats/pawns but on the 'smart ones' abusing their skills

Wednesday, August 06, 2008

ISSUANCE OF 'GDP-LINKED' BONDS

There has been some interesting stories I heard in the market about the intention of the Government to issue bonds to stabilize the economy. When plan of economic stabilization involves, these bonds are known as "GDP-linked"

Just a short comment (I hope)

There are a number of things to talk about whenever anybody touched about GDP and linking it to bonds.

But one of the most popular reactions would be the increasing interest in creating bonds.

1. Bond servicing is higher during rapid growth but lower if the growth is slow.

2. For borrowers - issuance may stabilize public spending as Government can service more debt during affordable times and less during difficulties. It is also said to lower down crisis of debts and defaults. When you reduce the service of country's debt during recession, it may help in the recovery process.

3. For investors - losses may happen due to defaults. Thus, comapred to the conventional bond, this kind of bond (GDP-linked) can ensure higher total payment hence reducing default probability (what am I saying? )

4. The Government can help in financing some potential sectors if GDP-linked bonds are issued. In theory, some emerging or new sectors (any industry esp. manufacturing) can target to be listed in the Bursa Malaysia if they wish as bond issuance can help correction in the stock market.

5. It also helps in improving capital market as well (esp. corporate bonds - in Malaysia's case - the bonds issued by GLC). The corporate sector can reduce cost and improve capital efficience once bonds are integrated into the financial stucture.

Having said the above, there are disadvantages as well...I'll save the 'bad news' for another day.

Monday, June 09, 2008

Here an article I would like to share :

http://www.globalexchange.org/campaigns/rulemakers/TenWaysToDemocratize.html

10 Ways to Democratize the Global Economy

Citizens can and should play an active role in shaping the future of our global economy. Here are some of the ways in which we can work together to reform global trade rules, demand that corporations are accountable to people's needs, build strong and free labor and promote fair and environmentally sustainable alternatives.

1. No Globalization without Representation

Multilateral institutions such as the World Trade Organization, the World Bank, and the International Monetary Fund create global policy with input mainly from multinational corporations and very little input from grassroots citizens groups. We need to ensure that all global citizens must be democratically represented in the formulation, implementation, and evaluation of all global social and economic policies of the WTO, the IMF, and the WB. The WTO must immediately halt all meetings and negotiations in order for a full, fair, and public assessment to be conducted of the impacts of the WTO's policies to date. The WTO must be replaced by a body that is fully democratic, transparent, and accountable to citizens of the entire world instead of to corporations. We must build support for trade policies that protect workers, human rights, and the environment.

2. Mandate Corporate Accountability

Corporations have so heavily influenced global trade negotiations that they now have rights and representation greater than individual citizens and even governments. Under the guise of 'free trade' they advocate weakening of labor and environmental laws -- a global economy of sweatshops and environmental devastation. Corporations must be subject to the people's will; they should have to prove their worth to society or be dismantled. Corporations must be accountable to public needs, be open to public scrutiny, provide living wage jobs, abide by all environmental and labor regulations, and be subject to all laws governing them. Shareholder activism is an excellent tool for challenging corporate behavior.

3. Restructure the Global Financial Architecture

Currency speculation and the derivatives market move over $1.5 trillion daily (compared to world trade of $6 trillion annually), earning short-term profits for wealthy investors at the expense of long-term development. Many countries are beginning to implement 'capital controls' in order to regulate the influence foreign capital, and grassroots groups are advocating the restructuring and regulation of the global financial architecture. Citizens can pass local city resolutions for the Tobin Tax - a tax of .1% to .25% on currency transactions which would provide a disincentive for speculation but not affect real capital investment, and create a huge fund for building schools & clinics throughout the world.

4. Cancel all Debt, End Structural Adjustment and Defend Economic Sovereignty

Debt is crushing most poor countries' ability to develop as they spend huge amounts of their resources servicing odious debt rather than serving the needs of their populations. Structural adjustment is the tool promoted by the IMF and World Bank to keep countries on schedule with debt payments, with programs promoting export-led development at the expense of social needs. There is an international movement demanding that all debt be cancelled in the year 2000 in order for countries to prioritize health care, education, and real development. Countries must have the autonomy to pursue their own economic plans, including prioritizing social needs over the needs of multinational corporations.

5. Prioritize Human Rights - Including Economic Rights - in Trade Agreements

The United Nations must be the strongest multilateral body - not the WTO. The US must ratify all international conventions on social and political rights. Trade rules must comply with higher laws on human rights as well as economic and labor rights included in the United Nations Declaration of Human Rights. We should promote alternative trade agreements that include fair trade, debt cancellation, micro-credit, and local control over development policies.

6. Promote Sustainable Development - Not Consumption - as the Key to Progress

Global trade and investment should not be ends in themselves, but rather the instruments for achieving equitable and sustainable development, including protection for workers and the environment. Global trade agreements should not undermine the ability of each nation, state or local community to meet its citizens' social, environmental, cultural or economic needs. International development should not be export-driven, but rather should prioritize food security, sustainability, and democratic participation.

7. Integrate Womens' Needs in All Economic Restructuring

Women make up half the world but hold less than 5% of positions of power in determining global economic policy, and own an estimated 1% of global property. Family survival around the world depends on the economic independence of women. Economic policies need to take into account women's important role in nutrition, education, and development. This includes access to family planning as well as education, credit, job training, policy decision-making, and other needs.

8. Build Free and Strong Labor Unions Internationally and Domestically

As trade becomes more 'free,' labor unions are still restricted from organizing in most countries. The International Labor Organization should have the same enforcement power as the WTO. The US should ratify ILO conventions and set an example in terms of enforcing workers' rights to organize and bargain collectively. As corporations increase their multinational strength, unions are working to build bridges across borders and organize globally. Activists can support their efforts and ensure that free labor is an essential component of any 'free trade' agreements.

9. Develop Community Control Over Capital; Promote Socially Responsible Investment

Local communities should not be beholden to the IMF, international capital, multinational corporations, or any other non-local body for policy. Communities should be able to develop investment and development programs that suit local needs including passing anti-sweatshop purchasing restrictions, promoting local credit unions and local barter currency, and implementing investment policies for their city, church, and union that reflect social responsibility criteria.

10. Promote Fair Trade Not Free Trade

While we work to reform 'free trade' institutions and keep corporate chain stores out of our neighborhoods, we should also promote our own vision of Fair Trade. We need to build networks of support and education for grassroots trade and trade in environmentally sustainable goods. We can promote labeling of goods such as Fair Trade Certified, organic, and sustainably harvested. We can purchase locally made goods and locally grown foods that support local economies and cooperative forms of production and trade.
My special thanks to Tuan Haji Ahmad bin Che Din, Taman Merdeka, Selama, Perak Darul Ridzuan, Malaysia

The 14 Golden Rules for Malaysian Business
(Version 02-May, 2006) - By : Nik Zafri (V1-2002)

(KNOWLEDGABLE) - Possess sufficient knowledge, skills/competencies, abilities, experience, exposures and qualifications. All these criterions must be geared towards developing result-oriented system.

(HELPING HAND) - A lending hand to interested parties - associates, partners, staff and general public (including competitors) related to the business. This include sharing new business methodologies through training/ briefing/ conversation/ meeting/ coaching etc. etc. with a perspective of building a better business network in the long run. Becoming responsible corporate citizens by helping the needies (social/welfare activities) and susceptible to the surroundings (including general public)

(CORRUPTION-FREE) - Free from graft of any form. Bribery destroy businesses in a short time and it is also against religious beliefs and the laws.

(EFFECTIVE MARKETING) - Approach the market ethically upon seeing prospects. Diligence and hardworking without giving up easily. Never say 'NO' to customers requests or enquiries. Form up smart partnership(s) or JV(s) with more experienced parties if required.

(NO WASTAGES) - Do not waste time/money on prospective clients/sub-contractors/suppliers at entertainment centres/nightspots or going on tour - vacation in order to win certain tenders (s) or as one of the 'implied criterons' for tender(s) award. Wastages should also be avoided in terms of quality costs (scrap, duplicate activities, wastages etc. etc.) and where practicable, recycle. Apart from the above, meetings/discussions which are time- consuming and unproductive must be minimised including to experiment or test-run a certain 'blue print' or system which is still theoritical. Finally, negative habits such as loafing, truancy, too much talking, spending too long of a time at canteens/cafeteria/stalls should be avoided.

(VISIONARY) - having long term strategic plans in the context of mission, objective and goal. All planning should consider measurement, implementation, current financial status, human resources, technology and business suitability. Expecting potential problems proactively may prevent future pitfalls.

(EXCELLENCE) - excellence and having own business branding without 'xeroxing' or too much influenced by others/competitors. Being proud of own business (even how small or how big) without inferiority.

(PRACTICAL) - Putting all effort towards achieving the objectives and goals being set-up and not simply developing hypothesis or lip-service. Having business-'ownership' feeling, leadership and ability to work independently. These include the process of critical decision making under any circumstances. Responsible, committed and accountable on duties being executed.

(TRANSPARENCY) - adopting transparency in matters/current development pertaining business that need to be made known to interested parties (client, stakeholders, general public, consumers etc. etc.)

(SUSCEPTIBLE) - caring and susceptible towards the volatile changes in the requirements (specification/trend) of interested parties.

(TENDENCY TOWARDS CHANGE) - Readiness to embrace change or upgrade the quality of services and products according to the latest trends regarding new knowledge, technology and method. These include willingness to allocate additional investment(s) aimed towards continual improvement and long term returns.

(LISTENING TO OPINIONS AND CONSTRUCTIVE CRITICISM) - becoming a good listener to views and (constructive) criticisms from interested parties as they may become catalyst to business growth.

(NOT DEPENDING ON RUMOURS) - not depending solely on rumours in the course of running business. This include unverified/unreliable tips of market shares/stocks (known to fluctuate)

(QUALITY) - OVERALL - implementation of policy, procedures, standards/codes of practice, process, product/services, resources - technology, training, development of management/staff/workers, customers, teamwork, welfare, occupational health and safety/environmental management. Instilling discipline (or self-instilled disciplines) in all aspects including subordination
Extracted from http://www.brint.com (Knowledge Management Portal)

Just as air, one cannot hijack KM As Knowledge, and 'management' of it, is not the turf of any one discipline, I view the reported hijacking of KM by Management Consultants rather as un unbalance due to other disciplines not contributing enough to KM. Some say ICT hijacked KM. Others say HRM should hijack KM. In truth I believe each discipline has contributions to offer and collaboration between these disciplines would make true KM possible.

Paul L. Jansen Ph.D., MBA
Read & Sign www.eqnomy.tk

Nik Zafri's Response

Yes Paul, I couldn't agree with you better...there appear to be many claims from Management Consultants cum Auditors such as 'the then' AA and their consulting counterpart and many more about championing the issue of KM - and perhaps using KM as a platform to intergrate all the previous MBO, TQM, ISO, Financial Tools, ICT, Corporate Governance, HRM etc. etc. into one roof (which is quite impossible to do) till everything went lost into limbo?

To me as I said ICT is just making the defined business core process (HR, R &D, Marketing, Sales, Operation, Procurement, Inspection, QA/Safety/EMS, Delivery, Storage etc.) a lot faster. Remember the word KNOWLEDGE-BASED...thus knowledge here I think refers to experience, skills/competencies, education/academic and the ability to customize all those to the organizational needs - bottom line - profit - it will always go back to the original purpose...what's in it for the organization?

e.g. what's ERP/MRP without basing itself to a properly defined core process? Or better, what is 'e-enabling' for if not e-enabling a process or chain of processes. What's Data-Mining, SAP Solutions - what kind of datum, what kind of solutions - again, we talked about win-win situation - the solution should spell customization to the organizational needs - not ICT customizing organization to their needs. The datum and solution should spell analysis and the analysis should spell money/budget/forecast/finance and of course...what is the next action? or better..what's our branding?

Looking back into the macro - what's knowledge-based economy without a knowledge-based management? One is the father, the latter is the son but the son badly needs to be well-groomed first...not to be a jack of all trades which the son couldn't achieve...what if the son failed to comply with 'the too high expectations' from the father?
The Star Global Malaysians Forum : Posted: 12 July 2005 at 10:02pm

What is learning organization?

In Brief :

LO is for organization having interest to sustain their competitive edge/corporate image due to susceptibility to volatile changes around them. Own past experience in building the organization is particularly useful. Focus Area - Human Resources Planning and Management. Objective - to compete 'healthily' in the market, to become a responsible corporate citizen, reaping profit through good HRM.

'Organization having own system, mechanisme and processes to continually improve all levels of the organization to achieve the objective continually'

Tips:

1) Do you feel that your current system is working? If not, improve that first.

2) LO is NOT restricted to training and development only. If you feel that this statement is wrong - then don't embark on LO.

Models

a) Learn the facts, knowledge, processes and procedures,

b) Improve 'competency' at all levels possible,

- be aware of changes around you - be it economy, social, politics, laws, technology, everchanging market or market trends etc.

- be aware of what's going on in your OWN organization - e.g. you want to introduce a new product/services, check your resources and plan properly.

- be aware of the labour market - demographic trends, extension of service, women's participation

Learn how to absorb, classify, prioritize and finally incorporate. Do the right thing the right way.

Consider 'learning curve' trend (e.g. innovations & quality), processes (e.g. interaction + infra, development & management style), tools/techniques/methodology (e.g. QCC tools), competency/motivation (e.g. change management & willingness to learn)

Support

Orientation Programmes, Knowledge Sharing, Commitment to learn & develop, 'Open' management system & learning from experience (empirical)

Keywords

Strategies, competitive analysis, managing information/knowledge, capability profiling (e.g. TNA - Training Needs Analysis and SFM - Skill Flexibility Matrix), cross-functional teams, performance measurement, benchmarking, merit/awards.

How to Start

Top Management Responsibility - resources, tools, machineries, finance etc., Identification of Grey Areas, Committee Set-Up, Initial Evaluation, Unleashing/Maximizing Potentials, New R & D for New Product/Services Development.

Organisational Survey,brainstorming/delphi etc,motivation (inculcate ownership feeling),make good decisions,result oriented,upgrade knowledge,good listener/advisor,leadership (by example),ready to face future challenges.

Take good examples from the past and incorporate into the future or current.

Pitfalls

Blaming culture, punishment better than reward, immobility,don't want to spend money on resources, bureaucracy,too centralized etc
The Star Global Malaysians Forum - Posted: 06 August 2006 at 7:37pm

I read a report by OECD/Economic Intelligence Unit/Cisco Systems sent to me by a friend. The paper themed 'Foresight 2020' - Economic, Industry & Corporate trends' The principal findings from the research are (among others):

Globalisation - Asia - There will be a redistribution of economic power esp. China & India. Non-OECD markets will account for a higher share of revenue growth between now and 2020 than OECD economies.

Demographics - Population shifts will have a significant impact on economies, companies and customers. The favourable demographic profile of the US will help to spur growth; ageing populations in Europe will inhibit it. Industries will target more products and services at ageing populations, from investment advice to low-cost, functional cars.

Atomisation - Network technologies and globalisation will enable firms to better use the world as their supply base for talent and materials. Processes, firms, customers and supply chains will fragment as companies expand overseas. As a result, effective collaboration will become more important. The boundaries between different functions, organisations and even industries will blur.

The BEST part of all is a survey (1650 participants - analysts, policy makers, senior executives) determine the areas of activity that will likely to offer the greatest potential for productivity gains in 2020.

In accordance to priority...

Priority No. 1 - KNOWLEDGE MANAGEMENT
" " 2. Customer Service & Support
" " 3. Operation & Production Process
" " 4. Strategy & Business Development
" " 5. Marketing & Sales
" " 6. HRM & Training
" " 7. Corporate Performance Management
" " 8. Product Development
" " 9. Financial Management & Reporting
" "10. Supply Chain Management
" "11. Risk Management & Compliance
" "12. Procurement

So guys...study hard and please contribute to this topic...KNOWLEDGE MANAGEMENT is gonna be your future.
------------------------------
Response by Almerica - Posted: 06 August 2006 at 10:01pm

Great reference points my friend. Truly spot on. Allow me to add something extra based on my own analysis of the market changes around us. The key towards progress or growth today no longer depends on just knowledge management on a particular subject / trade or skill.

Specialization in a specific skill or area of expertise will only be applicable for those professionals like medical surgeons, etc... Today, I personally feel that should one be able to move forward, knowledge management in only one or two areas will not ensure that the person or the company will do well. Gone were the days where people used to mock the phrase "Jack of all trades, master of none", today the more you know the more rounded you become, the wider your scope the higher your chances are of survival.

What I feel is going to be the decisive factor for success in the days ahead will be the ability of one to be a human sponge and absorb as much info as possible from all trades. The winners will be those that could tweak the age old phrase into a new one "Jack of all trades and master of all".

Robert Kiyosaki based his teachings on Paradigm Shifts but I believe that it is not completely correct. I have coined myself the tagline "Expanding Paradigms" (and also used it as my corporate tagline, hehe) because shifting means leaving something that you have been doing to do something else. I feel that we should expand our paradigm and not merely shift to another because from what we are currently doing or have done in the past, there will always be good things to learn from it and of course bad stuffs too for us to learn from and not to repeat them.

I feel that what we have to do is extend our reach for knowledge into many other areas and include them into our existing paradigm. Worried about mental overload? Well what we should do is to filter away whatever negatives we encountered from our current or old paradigm and maintain the good positive ones. Now imagine if we add on or fill the space of our mental capacity with more positive knowledge from other so called paradigms into our own existing one? What we have done is expanded our own paradigm by including positives from other paradigms to make us more formidable market players. Hmmm hope Koyasaki won't take offence of this but this is basically what I have been constantly instilling into our team.

Specialization into just one thing is very very risky today as a valuable know how may be reduced to shreads if it is suddenly easily replaced (technology does that with the blink of an eye sometimes). Knowledge Management in Multiple Areas actually does these :

- helps one to be quick to react to certain situations as many trades are interdependent with one another (even though on the surface it does not look so). Solid knowledge on another industry besides your own will act like the beacon or alarm button for you to decide on the direction that you would want to take if some indicators beep in that other industry. It will be a real pity if you know so much about your own thing only and then try to react when a "wave" hits your shores. Yes it would also be good to know something about the wind and not just the tides because they are interdependent
- helps you become flexible. With the market conditions being so violatile, ups and downs of a certain commodity or service are getting harder to predict. What may constitute to be a huge booming potential may just fade away with the market demands swaying its attention to other areas of focus. You need flexibility to survive in such scenarios and to be flexible you need to be well rounded. In short, a great swimmer needs to learn how to crawl, or fly pretty well too as you will never know when you need to do it. We just got to crawl when we are put in the desert, swim when placed in water and fly when dropped from the sky.
- allows you to adopt applications or solutions from other industries and apply them to yours. You'd be surprise how well that works sometimes because what is commonly carried out in one industry has frequently never been done in others before. Why reinvent the shape of the wheel when we can put it to good use in other aspects and yet be seen as a great idea that works in your own industry?
- gives you the competitive edge. You could also gain more as you are able to provide packaged services that covers various scopes of requirement from the client if you are a "Master of All". Clients prefer to deal with one who can solve or handle various scopes effectively for them as they would be able to have a better service support when needed. They need not have to encounter the hassle of having multiple vendor sources to track the root of any problems.
- opens your door to your future product / service lines. You could easily introduce new products or services to your existing client when you are ready as the barrier of having to undergo the "get to know" session no longer applies as you already have an existing business relationship with your client from a previous product or service that you have provided.

A closing phrase which I believe everyone would agree. Inspite of all efforts to gain knowledge and manage it well, knowledge only works best when it is applied.
--------------------------------
Nik Zafri's Response - Posted: 07 August 2006 at 1:38pm

Yes of course…exactly what we're doing now…’unleashing all the potentials’ in this forum – all the competencies – all the knowledge – all the experience – all the data and learn & learn & learn new things - networking. You see..I can’t be running around doing the usual things that I’m doing…I got to ‘diversify’ (my version of your expanding paradigms – by the way…Mr. Kiyosaki is a good author but he tends to make us ‘guessing’ what he means in every line of his book…thus, I read Kiyosaki for fun…)

Eric, you're right about not sticking to one thing only. When you close your mind to something new, it means you are heading for BIG pitfalls. I know that most of them wanna keep/maintain their ‘branding’ (perhaps influenced by some ‘success stories’ of some billionaires) but being a fanatic in the ‘branding’ won’t bring you anywhere. I am still sticking to my 'branding' but I still do other things. Those billionaires out there, they also adopted similar approaches…they really love what they are good at, but for the sake of sustainability, they will resort to other things first and having succeeded, they will make a comeback to the things that they really like. (look at Donald Trump - even Bill Gates)

Knowledge Application - Yeap, do what you say, say what you do
-------------------------------
Response from Almerica - Posted: 09 August 2006 at 1:07am

Yeah, my friend, in one of the episodes of The Apprentice, Trump hit the nail on the head. Quote "Most people have great ideas and knowledge which could make millions but if they fail to apply them or use them, they are still labelled as failures!" - how true.

Of course many people talk about needing huge capital to kick start something (not surprisingly I was one of them) but sometimes if we expand from our ideas and we are hungry enough, you'd be surprise how another idea may pop up to help you get what you need to start the engines running. So we just gotta crack our brains and make it work overtime to find the perfect solution rather than wallow in desperation reminiscing over how close we were with the brilliant idea that couldn't take off. Ah and the funny thing is that I am sure many of us shared the idea with others but since we couldnt take it off, others did with great results and impact. (Boy, did I have loads of those.)

Some of the "what could have been" stories of mine were ideas that were thought of with great self satisfaction and pride then, complimenting myself for coming up with such brilliant ideas (only to be brought down to earth when I didnt pursue it hard enough and let it just slowly slip away AND to find out that they have been thought out much later and carried out with extremely great successes by companies like Citibank, Std Chartered, and public listed development companies - mind you, they were 3 totally different ideas that were adopted by 3 giants!)hahaha but those were great lessons in life.

So for those with "know hows" and great ideas PUT IT TO GOOD USE! Find a way, there is always some funny "unthought of" solution hiding in the back of your mind.
---------------------------------
Nik Zafri's Response :Posted: 09 August 2006 at 3:49pm

Thanks Eric (that's why I like this guy - they didn't make him the CEO for nothing..heheheh)

Here's some related excerpts from my 'old' collection of comments here in GMN and elsewhere. You will notice my 'consistency' in encouraging people on how to run business by 'going back to basics', the 'branding', 'diversification' and 'networking'. My only hope that our readers here can benefit from our experience...

No. 1 - Robert T. Kiyosaki - Rich Dad Poor Dad

I can say a little bit on Robert T. Kiyosaki Rich Dad/Poor Dad Series. If you read carefully Robert's view on 'let the money work for you', you will discover that he is also talking about another phrase that goes something like 'a business is something that do not require my presence and if I have to work there, it's not a business anymore, it becomes my job'. Many have been said about these two popular phrases - some relate them to Multi-Level-Marketing, Insurance, Stock/Shares, Properties etc. Some even lead to the famous Donald Trump of Trump International.

While these assumptions maybe true, but I think Robert is also talking about how you can spend and budget your money effectively. (At least I felt this is how it applies to me but to others it may apply differently)

In the Malaysian environment point of view, I may have not reached 100% on 'a business that do not require my presence' but I think I have achieved 'let the money work for you' by both working hard and smart.

e.g. I have 3 consultancy assignments to complete in a manyear. I've 'sub-contracted' the first 2 jobs to another 2 guys as I am not a superman to take all 3. Although I will eventually be paid for all 3 jobs, I still have to 'sacrifice' one job payment to cover my overheads (house, car, others) which leaves me with another 2 jobs. The 2nd job, I have to again 'sacrifice' for my 'capital' to run future jobs including to cover my office overheads and perhaps for marketing/training etc. The last job is the one that solely belong to me after taxation. In a way, I do not have to worry about my overheads, it has been 'paid'. I have to assume my 3rd job is my take home pay (nett). If I found out that one of the jobs is coming towards an end (contract completion), a month ahead, I will either reconvince the same client for reorder or start to find new prospects.

The simple scenarios above are something quite common to most of us but require only one thing in mind - Discipline! In my case, I think Robert is talking about Discipline and Proper Planning.

I also welcome those who feels that R.T.Kiyosaki has a different effect on them cos' as I said earlier, it's the way you see it and how you apply/customize it according to your nature of competency or industry.
Q :

Dear Mr. Nik :

Few years back, I was invited by a cousin to open up a trading business – now a Sdn. Bhd. I have been appointed as the Director to this company and holding some shares in the company as well. My cousin’s friend was the other Director. My willingness to provide my name as a Director was done on a ‘family basis’ and ‘trust’.


On the other hand, my job title is Manager for this trading company and was paid a monthly salary. During my tenure and service in the company, I have signed many documents. I have never questioned or doubted my cousin’s intention and never really bothered to check whatever documents that were being given to me for signing. The trading business has greatly expanded.

Later due to some personal brawls and my observations on some ‘doubtful transactions’, I decided to give up my job and my holdings. I sent a resignation letter to the company secretary but was rejected due to :

I can only resign as a Director when there is another Director to replace me.

The Company Secretary mentioned to me that I cannot simply release the share until the audit/account/annual return has been submitted to the SSM (at the point of my resignation)

The Company Secretary also told me that my name is still listed in the e-perolehan/MOF and it would pose some trouble if there is no declaration given on the changes of Directors.

After my cousin (who is actually not the Director/Shareholder of the company) replaced my name with his wife, I resent the letter to the Company Secretary. My letter stated clearly that as a result of such resignation, all jobs, assignments, shares, liabilities etc. are deemed relinquished but was again rejected and the Company Secretary has altered the letter by stating that I have resigned only as a Director and I’ve signed it.

Together with the letter, there is also a form of 32A – Transfer of Share to the new Director which in this case – is my cousin’s wife. (This form has also been signed by me in the Company Secretary’s presence)

Later, I thought of forming up a Sdn. Bhd. to do another business but before doing so, I consulted another legal practitioner and expressed my problems to him on my previous business. At that time, I just couldn’t shake the feeling that something is wrong and there could be a conspiracy between the Company Secretary and my cousing.

I was told that I should get the printout from SSM to check my status in my previous cousin’s company which I did. To my greatest surprise, I found out that my name as a shareholder has not been dropped except my position a Director.

Encik Nik, what would be your advice on my next action?


Dear Mr. Chang

Before I go on providing you with my opinion, you must be first be foretold that I am NOT a qualified (chambered) legal practitioner. Despite I do have certain legal backgrounds on paper (cert(s) level(s)) but alas my knowledge of law (including Company Law) has been attributed to my vast experience in many industries, (it also runs in the family as most of my close relatives are renowned legal practitioners as well) besides than having connected to a vast network of consultants including legal practitioners. Thus, you can’t take 100% of my ‘so-called legal opinion’ presented herein as ‘gospel’. You should be referring my answer to your friend lawyer or contact SSM to get more official details.

First of all, I have great sympathy towards your woes. I have many friends that have jumped into this kind of ‘family pits’ and formed up a company based on trust, giving in their names voluntarily as Directors/Shareholders, signing documents without proper checking, not having knowledge on the Company Law, never knowing what are the rights and privileges thereto or the risks and consequences that are incorporated together etc.

But MOST of these cases will likely always end up in big and critical conflicts. And that’s not all, having resigning, innocent people like you may end up in courts for cases that you may not be aware off as well. I’m sad that even close relatives would play tricks on their own family line – brothers and sisters that have caused many great difficulties even have lead to divorces, fights etc. It is pointless to have a PhD or MBA or 20 years corporate experience if you use them (abuse) to cheat/swindle your own kind and to serve only your own ends while other people suffer because of your ‘smart wrongdoings’ (it's like I used to tell off crazy indiscriminate drivers of big cars "You have a big car but you have a SMALL mind - I have a small car but I have a BIG mind")

I will have to go slowly in giving my views :

Although you didn’t mentioned in your mail, I would presume that you have also resigned as the Manager of the company as well. Your resignation in the capacity of Manager is not a problem as this is being referred to the Employment Act 1955, Industrial Relations, your terms and conditions of employment etc.

Unless there is a breach in this case, then you should be referring your case to IR office (I presume your salary scale is > RM1500.00) Alas, I won’t go too far on this one but it is OK for you to check against these Laws and your Terms and Conditions in case of any possible breach (you should also look into other angles e.g. during your tenure and service with the company, has there been statutory deductions like EPF or SOCSO being made)

Your resignation in the capacity of Director and Shareholder is governed by Company’s Act, 1965.

As you didn’t tell me clearly what were the nature of ‘personal brawls’ (it helps to know cos’ sometimes the brawls may be interrelated to company matters) that you have undergone and also what kind of ‘doubtful transactions’ that have raised suspicion to you, then I would provide a general answer to match your queries but again I should remind you that you must refer to the right parties.

Yes, it is true that there must be another Director (at least 2 of them) when you talk about Sdn. Bhd. So is the next and explanation on relinquishing the shares on the condition that annual return must be submitted first AND the MOF/e-perolehan issue.

What I don’t understand are :

a. Why did your Company Secretary accepted and altered your resignation letter contents (as a Director) which he ‘devised’ to take out the relinquishment of shares as well when the 32A Form (Actually – it’s called Transfer of Securities) has also been signed in his presence?

b. And that when you got the SSM printout, you found out that your position as a shareholder has never been dropped? This can only mean one thing, the Company Secretary NEVER submitted the 32A.

c. I also need to know – in usual case – when you got the printout, there should also be some statements on status of annual return/audit submission. Can you tell me exactly, the date/year, what are the contents – anything would help.

In my personal opinion, the Company Secretary is the person at fault.

a. It is a must that the Company Secretary provides adequate training on issues of Directorship for new Directors – things like, what are their rights, what are their risks etc. It is clear; based on your letter; that the Company Secretary did not find enough time to train you on these matters and that you only knew when you have resigned. He’s a Company Secretary alright but he’s not ethical and not transparent (not to mention your cousin)

b. Find ALL the Company Resolutions that you may have signed (without checking) and clearly write to me ALL the contents of the resolutions (remember, ALL Resolutions no matter how insignificant they maybe)

c. I’m so sure that you have been given (certified) copies of all documentations related to you being one of the Director/Shareholder of the Company. If NOT, bring the printout to the Company Secretary and INSIST him to provide you with the print out. If he start giving you the old lame 'technical' excuses or trying to 'extort'/'frighten' you with some 'latin terminologies', you should consider taking up legal actions against both the Company Secretary and your cousin. It would also help if you could do a declaration of what really transpired and use this in case you have to go to the court to settle the issue. (May the force be with you!)

d. What I’m really concerned is ONE unknown possibility that might befall you in the future as ‘still as a shareholder’ of your cousin’s company - You must be able to access transactions especially those related to BANK LOANS, see the bank statements etc. I’m sorry to say that my hunch says that your cousin & the company secretary ARE really ‘up to no good’

e. Try to get some background information of your cousin (as it is funny that he didn’t use his name as a Director)

f. There is also a possibility that you should postpone your plan to incorporate a new Sdn. Bhd. company as the above issues may affect your application/approval of your future company…trust me…go one by one first.

I reckon that you have NEVER been really told about all these things during the tenure and service as a Director/Shareholder. It is a potential severe case and you MUST seek legal help as soon as possible – taking into account getting SSM’s assistance as well.

You should also write to MOF telling them your situation.

I know these actions are very hard to do due to the fact that it may jeopardize family relationships that you have with your cousin, your aunts/uncles etc. But you MUST act fast as your and your family’s future may depend on it.

Your case also reminded me of something :

I have been egoistically told by a Company Secretary once that Corporate Governance training only involved Public Listed/Berhad companies and not meant for Sdn. Bhd. (Pte. Ltd.) – as if that I don’t know. I gave him a long lecture as my response among others:

“So, you are promoting a ‘small mind’ for Sdn. Bhd. directors that they should stay put as Sdn. Bhd. and prohibited to a vision to be ‘Public Listed’ one day (to expand maybe)

“And that you are implying that Sdn. Bhd. Directors’ should NOT know corporate governance or a guy like me should not touch on the issue as it is NOT related to me?

“And that my inquisitiveness to gain knowledge should be limited and blocked because Corporate Goverance has nothing to do with me – What a typical mindset – no wonder your business NEVER expands!!”

I would like to take the opportunity to tell all Global Malaysians esp. those in Malaysia to be aware when it comes to this kind of dealings. Be careful. Always know your rights, buy legal books, read them – don’t be too naïve or too trusty even when it comes to family members. And; less but not least; remember - YOU are paying the Company Secretary for his/her services making YOU automatically reserve every rights as customers/clients TO KNOW EVERYTHING and the Company Secretary MUST oblige to your instructions and not vice-versa.