In 2018, Carlos Ghosn, the chairperson of Nissan Motor Co., Ltd. (Nissan) , was arrested for alleged misconduct and criminal offenses related to underreporting remuneration and misrepresenting annual disclosures. Detailed investigations revealed similar misrepresentations by the company's chief executive officer (CEO) hiroto Saikawa, who was forced to resign. The actions of senior officials left a deep stain on Nissan's reputation, causing investors to question the effect of corporate governance at Nissan- and by extension, at similar companies across japan and the world. As details of the scandal unfolded, Nissan suffered negative public repercussions, its share-based incentive systems, excessive focus on profitability, and cost-cutting measures had caused deviations from normal risk management procedures, resulting in the production of poor-quality vehicles and thus vehicle recalls. Consumer trust in the company dropped, as did sales and profitability figures, with a continuous fall in the company's stock. The company's new CEO and board of directors were left to make amends for the company's future. They needed to determine how to strengthen the company's leadership and governance structure as they worked to make Nissan sustainable and profitable once again.

Identify TWO (2) corporate governance issues at Nissan Co. Ltd.

Question 2
Describe how to minimize the occurrence of the above corporate governance issues by explaining ONE (1) of the available corporate governnance models in terms of its application.

Question 3
In your opinion, what is the best board structure between unitary and two-tier boards to be implemented by the company's new CEO and board of directors? Kindly select only one (1) board structure and provide THREE (3) reasons to support your answer.

Question 4
Carlos Ghosn was widely recognized as a hero in Japan for turning around Nissan when it was on the brink of bankruptcy in 1999. However, later Ghosn was arrested for financial misconduct, fired from his position as Nissan’s board chairman, and criticized by Nissan’s Japanese CEO for accumulating too much power. Based on the case study, explain the duties and responsibilities of Nissan’s board members. In your opinion, in what way(s) they have not carried out their duties/responsibilities effectively? To what extent the structure of the board has jeopardized its effectiveness of the board?