IntroductionThis article discusses the role of ethics in corporate governance. I seek to show the application of moral and ethical principles in corporate governance. Ethics is a topic that has generated a lot of interest over the past decade, particularly after high-profile scandals. The failures of prominent companies such as WorldCom, Enron, Merrill Lynch, and Martha Stewart illustrate the lack of corporate ethics. The failure of such businesses has led to increased pressure to integrate ethics into corporate governance. The result of corporate scandals has eroded investor and public confidence. The entire economic system has experienced some form of stress due to loss of capital, falling stock markets, and corporate bankruptcies. Past scandals that have failed the ethical test have been characterized by the lack of proper disclosure of financial records. This article will reveal the questionable accounting practices that contributed to the failure of some companies. According to (Anderson and Orsagh, 2004), not all failures were attributed to corporate ethical issues, but most scandals involved conflicts of interest among directors, excessive compensation through stock options. stock buying, greed and lack of enforcement of laws put in place to protect shareholders. . As stated by (Paul S. Adler), the legal community does not seem to protect shareholders to the extent that "white" crimes are treated much more leniently than "street" crimes, even though their economic and social costs are higher. This perception has caused the public to perceive white crime as occasional. There has been a trend toward corporate governance that has been driven by an increased need for shareholder protection. If investors feel well protected, there is a greater chance that middle of paper ......, SA and MEERA, AK (2013). Let us move on to the “Universal Theory of Corporate Governance”. Journal of Internet Banking & Commerce, 18(2), 1-11.K, . N., ER, w., DAVID, K., PAUL, M., WALTER, O. and EVANS, A. (2012). Theories of corporate governance and their application to boards of directors: a critical review of the literature. Prime Journal of Business Administration and Management (BAM), 2(12)(2251-1261), 782-787.OECD Glossary of Statistical Terms - Definition of Corporate Governance. (nd). OECD Glossary of Statistical Terms – Definition of corporate governance. Retrieved April 3, 2014 from http://stats.oecd.org/glossary/detail.asp?ID=6778Tricker, b., & miller, c. (September 6, 2012). Corporate governance. Corporate governance. Retrieved April 3, 2014 from http://corporategovernanceoup.wordpress.com/2012/09/06/business-ethics-is-the-bedrock-of-corporate-governance/