Course Details

International Corporate Governance

Corporate governance has become a priority topic globally, with policymakers in both developed and emerging markets viewing a strong corporate governance regime as critical to maintaining economic competitiveness and stability. 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 country-level legal and institutional frameworks - is highly complex and draws in elements of broader society. For instance, countries scoring highly in corporate governance rankings usually feature a robust press that plays an active role in surfacing corporate malfeasance. In markets 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? Using the US as the frame of reference, this course will examine the legal, economic, financial, and cultural dimensions of corporate governance in developed and emerging markets. Given its short duration, this course will be unable to cover topics in detail. The research paper is therefore intended to give students an opportunity to explore the corporate governance topics that interest them most. The course's ultimate aim is to enhance the ability of law students to analyze corporate governance issues in an international and comparative context and to understand the practical implications of corporate governance at the company and country levels. Prerequisites 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 5 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 2014 schedule The class will meet on an accelerated basis on the following dates: September 3, 8 and 29; October 1; and November 3, 5, 10 and 12.

Catalog Number: BUSCOM 710
Practice Areas: Business, Corporate,Trans AreaInternational Law Practice Area


Course History

Fall 2014
Title: International Corporate Governance
Faculty: Wong, Simon Chiu-Yin (courses | profile)
Section: 1     Credits: 3.0
Capacity: 15     Actual: 11