Section A: Conceptual Questions. Answer all five (5) questions. Total marks for this section are 25 marks. 1. What is a "corporate director"? When will a corporate director be allowed for a company registered in Hong Kong? Why is a corporate director not favorably regarded by regulatory bodies such as the Financial Action Task Force? (5 marks) 2. Why is it important to ensure that company disclosure should be fair in the capital market? What are the responsibilities of a company secretary in corporate disclosure? (5 marks) 3. Contrast Milton Friedman's view of corporate social responsibility (CSR) with that of Archie Carroll (Academy of Management Review, 1979)? What are the roles of directors on CSR under the new Companies Ordinance? (5 marks) 4. What are the differences of the following directors? Explain the roles played by them relating to corporate governance: a. Executive directors b. Nonexecutive directors b. Independent nonexecutive directors (5 marks) 5. What are the implications on corporate governance under the following theories: i) transaction cost economics, ii) resource dependence theory