Module Directory

The purpose of this module is to provide students with a critical understanding of current issues in corporate governance theory, regulation, and practice and its association with sustainability.

The module begins with a critical review of the traditional view on corporate governance using an agency perspective and then extends to a stakeholder-oriented perspective that addresses corporate social responsibility and sustainability.Next, the module examines the relationship between corporate governance and corporate reporting, covering both financial and sustainability information. In addition, the module examines the development of codes and regulations which influence corporate behaviour, such as the Combined Code and Operating and Financial Review in the UK, and the Sarbanes-Oxley Act in the US as well as corporate governance classifications around the world. The module will then dive deeper into various corporate governance mechanisms such as the board of directors, large shareholders, shareholder activism, mergers and acquisitions, and executive compensations, and then examine their impacts on corporate financial and sustainability performance. Finally, the module considers several case studies relating to companies where corporate governance is seen to be an issue. The case studies are designed to reinforce understanding of the conditions under which corporate governance can break down and/or promote discussion of what is involved in trying to define ‘good’ and ‘sustainable’ corporate governance.

The aim of this module is:

1. To provide students with a critical understanding of current issues in corporate governance theory, regulation, and practice and its relation to sustainability.

By the end of this module, students will be expected to be able to:

1. Critically assess the advantages and disadvantages of different approaches to corporate governance theory.


2. Understand the impacts of corporate governance mechanisms on corporate financial and sustainability reporting and performance.


3. Assess the benefits and costs associated with increased corporate governance regulation and its impact on sustainability.


4. Identify the potential reasons for corporate governance failure and the negative consequences on society and the environment.


5.  

Skills for your professional life (Transferable Skills)

This module facilitates the development of a range of transferable skills including:

1. Written Communication: Written tasks (i.e., coursework) emphasizing coherence and clarity of ideas.


2. Oral Communication: Classroom interaction and group discussion.


3. Research Skills: Researching for, understanding, and synthesizing materials from academic/practitioner literature.


4. Critical Thinking: Problem-solving tasks (i.e., lectures) requiring consideration of various contextual information and issues.


5. Commercial Awareness: Review/discussion of real-life cases.

Given the discursive nature of the module, the assignment provides an opportunity for participants to demonstrate an in-depth knowledge and understanding of key themes developed during the module. In addition, module participants will be expected to demonstrate a critical awareness of the relevant literature.

Module participants are required to choose a topic from a list which will be provided. Module participants are encouraged to discuss, at an early stage of this process, their choice with the module leader. They will also have the opportunity to discuss the merits of the approach they intend to adopt together with the development of a suitable timetable towards completion of the assignment.

Indicative Lecture Programme

• Introduction to corporate governance


• Traditional view on corporate governance


• Corporate governance and sustainability


• Corporate governance and corporate reporting


• Corporate governance in the UK


• Corporate governance in an international context


• Corporate governance in the US


• Boards of directors: their composition, independence and diversity


• Disciplining managers: large shareholders, activist investors and corporate takeovers


• Incentivizing managers: executive compensation and ownership

This module will be delivered via:

• One 1-hour lecture per week.
• One 1-hour class per week.

Students are expected to study the appropriate readings and review the relevant class topics before the class. Class participation is strongly encouraged. The classes are an important element in developing a critical awareness of the corporate governance literature.