The need for the mechanism of corporate governance arises due to conflicts of interest between different stakeholders. Different stakeholders have different views and goals, as well as incomplete knowledge of each other's preferences. The whole world has seen the corporate scandals of big companies such as Enron, Tyco, WorldCom, Satyam Computer Services, etc. These collapses have brought into question the effectiveness of the corporate governance mechanism applied by organizations as part of

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... ulating their affairs and books of accounts. This article discusses in detail the meaning and definition of corporate governance, examines corporate governance practices in Bangladesh, investigates Bangladesh's Corporate Governance Guidelines 2012 and performs a critical literature review on corporate governance structure and performance inside Non-Financial firms in Bangladesh.