Module LAW53815: Introduction to Corporate Governance

Department: Law

LAW53815: Introduction to Corporate Governance

Prerequisites

• None

Corequisites

• None

Excluded Combination of Modules

• None

Aims

• to ensure that students:
• a. understand the main issues that arise in relation to the governance of public limited companies;
• b. are able to evaluate the response of the UK's system of corporate governance to those issues.

Content

• The syllabus will cover the following:
• the economic and social role of large public companies within the UK: corporate power and the separation of ownership and control;
• theories of the proper objectives of corporate governance; shareholder wealth maximisation versus 'stakeholder' theories;
• the UK system of corporate governance:
• 1. Legal regulation, including the duties of directors;
• 2. Market controls (labour market, capital markets, atkeover market);
• 3. Internal voice (Non-executive directors; shareholder activism);
• 4. Recent developments and future directions (Hampel; DTI Company law review);
• a case study: directors' remuneration;
• the claims of other stakeholders with particular reference to:
• 1. Employee protection: industrial democracy;
• 2. Supplier-relationships; the role of trust, relational contracting;

Learning Outcomes

• Students will acquire an understanding of:
• The meaning of ‘corporate governance’ and the main regulatory issues it raises;
• The main strategies that are employed in the UK system of governance to deal with those regulatory issues;
• Current debates regarding the strengths and weaknesses of those UK governance strategies, and of reforms to those strategies.

• Students will develop their ability to understand, describe and evaluate, the UK governance regime.
• Students will develop their skills of understanding legal rules, principles and institutions.

• Students will develop their skills of:
• carrying out independent research,
• describing accurately and succinctly the materials they have researched,
• developing coherent and balanced arguments.

Modes of Teaching, Learning and Assessment and how these contribute to the learning outcomes of the module

• By acquainting students with the principal theories about the proper role of corporate governance regimes.
• By enabling students to acquire an understanding of the rules, principles, practices and institutions which make up the prevailing system of corporate governance in the UK.
• By enabling students to develop a critical evaluation of the UK's system of corporate governance.

Teaching Methods and Learning Hours

Summative Assessment

Formative Assessment:

One student essay, of approximately 1500 words, based on the student's class presentation.

■ Attendance at all activities marked with this symbol will be monitored. Students who fail to attend these activities, or to complete the summative or formative assessment specified above, will be subject to the procedures defined in the University's General Regulation V, and may be required to leave the University