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International Corporate Governance

Corporate governance has become a priority topic across the globe, with policymakers in both developed and emerging markets increasingly viewing a strong corporate governance regime as critical to maintaining and enhancing economic competitiveness. In the aftermath of the global financial crisis, policymakers are reassessing the most appropriate governance arrangements for their countries. Corporate governance ¿ encompassing company-level structures and processes as well as the supporting legal and institutional framework ¿ is highly complex and draws in many elements of broader society. For instance, countries that score highly in corporate governance rankings usually feature a robust press that plays an active role in surfacing corporate malfeasance. In countries where confidentiality and non-competition provisions cannot be easily enforced through the courts, boards rely on social reputation to ensure that outside directors do not divulge commercially sensitive information. Because corporate governance arrangements need to be customized for each context, a key challenge is deciding the appropriate trade-offs in each situation. For example, what is the right balance between mandatory rules and voluntary "best practice" guidance? How should the rights of majority and minority shareholders be defined to ensure fairness to both? What level of "independence" is appropriate for the board of directors given that one of its key roles is to help management develop strategy? Founded as a law and economics discipline, the study of corporate governance has expanded to encompass organizational issues such as culture and behavior. With respect to the board of directors, for instance, the focus has shifted from its independence on paper to how it can function effectively as a collective body. Using the US as the frame of reference, this course will examine the legal, economic, financial, and cultural dimensions of corporate governance in a wide range of developed and emerging markets. Reflecting the instructor's background as a securities lawyer, policymaker, management consultant and investment professional, this course will analyze corporate governance through a variety of lenses. Pre-requisites: Business Association, Corporations or equivalent (for non-US students) required. Securities Regulation helpful but not required. Evaluation: Research paper (75%) and class participation (25%). Up to 8 students will be permitted to write a two-draft research paper for an additional credit ¿ contact instructor as soon as possible if interested. A three-draft research paper to fulfill the academic writing requirement is not available. Fall 2010 schedule: This class will meet on an accelerated basis on the following evenings: September 2 and 7; October 5 and 7; and November 2, 4, 9 and 11.


Catalog Number: BUSCOM 710
Practice Areas: Business, Corporate,Trans AreaInternational Law Practice Area
Additional Course Information: Consult Professor about writing requirements


Course History

Fall 2012
Title: International Corporate Governance
Faculty: Wong, Simon Chiu-Yin (courses  |  homepage)
Section: 1     Credits: 3.0
Capacity: 15     Actual: 8



Fall 2010
Title: International Corporate Governance
Faculty: Wong, Simon Chiu-Yin (courses  |  homepage)
Section: 1     Type: Seminar     Credits: 3.0
Capacity: 15     Actual: 10