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2013/2014  KAN-CM_J69  Corporate Governance in International Perspective

English Title
Corporate Governance in International Perspective

Course information
Language English
Exam ECTS 7.5 ECTS
Type Elective
Level Full Degree Master
Duration One Quarter
Course period Autumn, Third Quarter
Changes in course schedule may occur
Tuesday 09.50-13.20, week 36-42
Tuesday 09.50-14.15, week 43
Time Table Please see course schedule at e-Campus
Study board
Study Board for MSc in Economics and Business Administration
Course coordinator
  • Steffen Brenner - Department of International Economics and Management (INT)
Administration: Birgit Dahlgren bgd.int@cbs.dk
Main academic disciplines
  • Economics, macro economics and managerial economics
Last updated on 22-03-2013
Learning objectives
The main objective of this course is to equip students with a knowledge base such that they are able to understand and participate in general decision making concerning governance activities in a corporation. The students shall gain an in-depth understanding of corporate governance and how corporate governance influences corporate performance. The course will introduce the students to corporate governance issues and teach them to analyze how different corporate governance mechanisms – like ownership and board structure, legal systems and incentives – contribute to the solution of agency problems and influence corporate economic performance. The students shall acquire skills and competences which make them able to evaluate the corporate governance structure of a given company. More precisely the participants shall be able to:
  • explain different concepts of corporate governance
  • understand the concept of agency cost and analyze how agency issues are related to particular governance system
  • analyze the opportunities and the barriers for non controlling agents to affect the organization of governance in firms, including the role of active individual shareholders, institutional investors and others
  • Identify the opportunities and potential pitfalls in use of incentive based remuneration as a tool to motivate managers
  • analyze how corporate governance of a particular company influences its performance
  • analyze the role of different stakeholders: managers, employees, investors, creditors, suppliers, customers, competitors, local and central government, etc.
  • understand the role of managers, boards, shareholders, general meetings
  • learn to appreciate how the governance, behavior and performance of individual companies are shaped by the governance system in which they operate
  • analyze how different governance mechanisms solve/limit the governance problems;
  • identify different models of corporate governance in different countries
  • understand the differences in the corporate governance mechanisms across the world, the elements of governance codes and gain the ability to apply these recommendations within the context of individual firms
  • understand the role of Corporate Social Responsibility
Course prerequisites
The course builds on and extends a basic undergraduate understanding of management, strategy, law and finance. It is closed for students from the concentrations of AEF, FSM and IBS.
Examination
Corporate Governance in International Perspective:
Examination form Written sit-in exam
Individual or group exam Individual
Assignment type Written assignment
Duration 4 hours
Grading scale 7-step scale
Examiner(s) One internal examiner
Exam period December/January
Aids allowed to bring to the exam Closed Book: no aids
Make-up exam/re-exam
Another examination form
The re-exam will be a 20-minute oral exam.
Course content and structure

The current financial crisis has raised important questions concerning the control and responsibility of the owners and the managers especially in banks and large corporations. Many of these questions are closely related to the discussion about good corporate governance - understood as the system by which companies are directed and controlled.

The course starts with a discussion about the problems and advantages of the large-scale organization. We continue by looking at institutional investors, which has become crucial players in the financial market following shifts of ownership structure. Thereafter we look at minority shareholders, minority protection, and the regulation of capital. We then go on a classroom journey around the world, exploring region- and country specific governance systems and solutions, the regulation of labour, transplant of corporate law, and political preconditions for separating ownership and control. We start by visiting developed nations, and end the course by exploring markets in transition.
Teaching methods
The teaching style will be a mix of lectures, cases and class discussions.
Expected literature

Steen Thomsen and Martin Conyon (2012): Corporate Governance: Mechanisms and Systems, Mc Graw-Hill, 1st Edition.
                       
Healy, P. And K. G. Palepu (2003): The Fall of Enron, Journal of Economic Perspectives, 17, 3-26.
 
Fahlenbrach, Rüdiger, and René M. Stulz, 2011, Bank CEO Incentives and the Credit Crisis, Journal of Financial Economics, 99, 11-26.

Djankov, S., R. La Porta, F. Lopez-de-Silanes and A. Shleifer (2008):The Law and Economics of Self-Dealing,Journal of Financial Economics, 88, 430-465. 

Core, J., W. Guay and D. Larcker (2008): The power of the pen and executive compensation, Journal of Financial Economics, 88, 1-25.

Jenter, D. and C. Frydman (2010), CEO compensation, Annual Review of Financial Economics, 2, 75-102.

Kaplan, S.N. and P. Stromberg (2009): Leveraged buyouts and private equity, Journal of Economic Perspectives, 23, 121-146.
 
Karpoff, J. (2001): Public vs. private incentives in Arctic exploration: The effect of incentives and organizational structure, Journal of Political Economy, 109, 38-78.
 
Miriam Schwartz-Ziv and Michael S. Weisbach (2012): What do Boards Really Do? Evidence from Minutes of Board Meetings,NBER Working Paper No. 17509.
Last updated on 22-03-2013