Module Identifier |
EC32810 |
Module Title |
CORPORATE GOVERNANCE AND BUSINESS ETHICS |
Academic Year |
2007/2008 |
Co-ordinator |
Mr Oliver Marnet |
Semester |
Semester 2 |
Pre-Requisite |
(EC10120 and EC10320) or (EC10510 and EC10610) |
Course delivery |
Lecture | 12 Hours. |
|
Seminars / Tutorials | 4 Hours. |
Assessment |
Assessment Type | Assessment Length/Details | Proportion |
Semester Exam | 1.5 Hours | 80% |
Semester Assessment | 1500 word essay | 20% |
Supplementary Assessment | 1.5 Hours examination and/or resubmission of coursework | 100% |
|
Learning outcomes
On successful completion of this module students should be able to:
Through lecture presentations, seminar presentations, discussions and direct ed reading, students should be able to understand and analyse the following topics:
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Corporate Organisation and its composition
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Business Behaviour and Corporate Social Responsibility
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Roles of the different corporate "actors"
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The importance of different mechanisms and control models of corporate governance
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The involvement of Board Committees and Audit Committees
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Ethical shareholders and stakeholders behaviour
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Ethical codes, standards and behaviour
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Corporate governance and practices in its European and international context
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Models and theories of business ethics
Aims
This module aims to
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Provide a brief background on the scene of corporate governance and business ethics
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Discuss why corporate governance is needed in all the world'r economies and address the foundation, principles, behaviours and approaches to governance
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Cover the principles embodied in the approaches of governance and putting these principles into practices
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Explore the composition, size, complexity and operation of the board members, directors, non-executive directors, internal and external auditors, their responsibilities, roles and accountability
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Identify and assess how risks should be managed to achieve good corporate governance
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Evaluate the relationship between corporate planning and the knowledge of risks
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Understand how control from internal and external can influenced management decision and governance
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Provide an overview of ethical standards, ethical business approaches and social responsibility behaviours as a means for gaining competitive advantage
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Look at the formulation and implementation of ethical codes as a framework for societies
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Discuss the potential for corruption and mismanagement in business practices, investment and trading
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Address how shareholders can affect the way in which companies operate and how stakeholders can influence company behaviour
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Discuss the extent to which shareholders or stakeholders can be affected by internal auditing
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Examine the regional common points of governance codes
Brief description
Business ethics and corporate governance are highly topical issues in the modern world of business, and this is reflected in the growth of corporate codes of conduct, environmental auditing, and ethical investment. It is also reflected in the spate of recent official reports into corporate governance structures and executive remuneration, and growing public concern about the roles of owners and managers and issues concerning 'rtakeholder? participation. This module provides students with the knowledge on the importance of responsible corporate behaviour and good corporate governance. Students should also be able to acquire in case study context the skill of debating the merits and demerits of a particularly ethical course of action.
Content
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Corporate Governance, Behaviour and Social Responsibility
What is corporate governance and why is there a need for corporate governance?
Business confidence, failure and behaviour
Governance structure and corporate social responsibility
Ethical and codes of conduct
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Use of Codes to Putting Codes in Practices to Principles of Practices
Use of codes and 5 Principles of good governance
The Organisation for Economic Co-operation and Development (OECD) public governance principles and framework
International Corporate Governance Network- areas of development
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Board and Directors Composition, Administration and Accountability Involvement of Board and Audit Committees
Accountability to the shareholders
Board composition and administration
Roles of the Board Chairman, CEO, directors, Non-executive directors, independent directors and non-independent directors
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Control Models, Types, Concepts and Criteria, Risk Management, Strategies and Control
Knowledge of risk and corporate performance
Risk strategies and who should be the boss of risk?
Managing, assessing and controlling risks through commitment, facilitation and participation
Mapping the risks of board reporting, the impact and the probability
The control environment and criteria, models, types and concepts of internal control
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Ethical Background, Standards, Approaches and Behaviours
Ethical background and standards
The approaches to ethical behaviour, social responsibility and unethical pressures
Common social and moral codes
Business pressures and commercial advantage
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Ethical Codes, Investment and Trading, and Ethics at Work
Activating the ethical codes
Fair dealing, trading and business practice
Ethical policy
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Rights and Responsibilities of Shareholders and Stakeholders; Corporate Governance in Europe and International Context
Shareholders and stakeholders
Impact on stakeholders on Boards? decision
UK Combined Code Principle
UK, Europe, US and Asia corporate governance and code of conducts
Other countries Code of corporate governance and common regional benchmarks and practices
Reading Lists
Books
** Recommended Text
Blair, M M (1995) Ownership and Control: Rethinking Corporate Governance for the Twenty-First Century
The Brookings Institution: Washington DC
Cannon, T (1994) Corporate Responsibility
Pitman Publishing
Chait, R P, Ryan, W P, and Taylor B E (2004) Governance as Leadership: Reframing the Work on Non-profit Boards
John Wiley & Sons
Charkham, J (1994) Keeping Good Company: A Study of Corporate Governance in Five Countries
Oxford: Clarendon Press
Chryssides, G, and Kaler, J (1996) Essentials of Business Ethics
McGraw Hill
Cowan, N (2004) Corporate Governance
Prentice Hall
Dallas, G (2004) Governance and Risk
1st edition. McGraw-Hill
De George, R T (1999) Business Ethics
5th edition. Prentice Hall
Derwent, R A and Jones, M E (1996) The Corporate Governance Handbook
Gee Publishing
Gordon, J N and Roe, M K (2004) Convergence and Persistence in Corporate Governance
Cambridge University Press
Hoffman, W M and Frederick, R E (1995) Business Ethics: Reading and Cases in Corporate Morality
3rd edition. McGraw Hill
Jenkinson,T and Mayer, C (1992) Corporate Governane and Corporate Control
Oxford Review of Economic Policy
Notes
This module is at CQFW Level 6