The paper looked at the definitions of corporate governance as it pertains to the management of organizations today as a control and reporting mechanism. The need for corporate governance as a result of the “agency” problem, where the owners of corporations cede the management and operations of these organizations to other groups in return for value and stewardship. The paper also dealt with the role of corporate governance in corporate performance and control, and the powers that the Board of an organization can exercise through its sub-boards. Earning as a key corporate performance indicator and the manipulation of earnings by top management of corporations as a result of their compensation and incentives is also discussed in this paper. It is not uncommon for the executives of corporations to manipulate earnings upwards once their compensation and incentives are tied to the earnings. This interest-based act of the executives is checked by the Audit Committee as a sub-board to the main board. The role of audit committees and in particular with regards to earnings manipulation and corporate performance is discussed in this paper. The paper concluded by indicating that to ensure the delivery of value by the executive of an organization, it is imperative that necessary and not excessive controls are put in place.