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The course develops economic and behavioral theories as
a framework for analyzing corporate governance and value
creation. For example shareholder value maximization can be
implemented through contestable ownership, removal of takeover
barriers, independent boards, stock option programs and legal
protection of minority investors. Stakeholder value or
social objectives can be implemented through other governance
structures. Corporate governance in turn has implications for
financial objectives, for example risk preferences or attention to
stakeholders. The course will cover agency and other
governance theories, alternative governance mechanisms,
international corporate governance, corporate governance codes,
ownership structure, boards ,executive compensation and compliance.
The aim of this course is to gain an in-depth understanding of
corporate governance and how corporate governance interacts with
corporate finance to influence corporate performance. The course
will introduce the students to corporate governance issues and
teach them to analyse how different corporate governance mechanisms
– like ownership and board structure, legal systems and incentives
– contribute to the solution of agency problems and thereby
influence corporate economic performance. The couse will explain
how company boards exercise their key functions of stewardship,
strategy, succession and supervision. Using this framework the
course will then study the impact of corporate governance on
corporate performance depending on company specific factors. The
course will enable students to undertake a corporate governance
review of an individual company including an assessment of how
ownership, board structure, managerial incentives and system
characteristics influence company performance.
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