Corporate Governance

Corporate governance deals with the complex set of relationships between the corporation and its board of directors, management, shareholders, and other stakeholders. In the recent years, the regulators and legislators have intensified their focus on how businesses are being run. They are endeavoring to create a template for new corporate governance and disclosure measures, which is beneficial for both the stakeholders and controllers.

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Introduction
A curtain raiser to the corporate governance course group.

• Basics of corporate governance including its meaning
• Relationship of corporate governance with competition, reputation and responsibility
• Advantages of incorporating good corporate practices
• Issues that advance the scope of corporate governance

Duration: 1 Hour

Models and Mechanisms
Identifies different models and mechanisms of corporate governance prevailing in different countries.

• Anglo-American shareholder wealth maximization model
• Corporate wealth maximization model
• Shareholder, Stakeholder and Political models
• Japanese model
• German model
• The role of mechanisms in protecting the shareholders interest

Duration: 1 Hour

Shareholders and Stakeholders
Expounds the investor’s rights and responsibilities in ensuring smooth functioning of the corporate arrangement.

• Corporate management and the exclusion of shareholders for justifiable reasons
• Shareholder rights and responsibilities towards the corporation
• The significance of ensuring stakeholders rights

Duration: 1 Hour

Board of Directors
Distinguishes the different board structures followed by various corporations.

• Different modes of board selection and evaluation
• The position and responsibility of the board vis-à-vis management
• Composition and duties of various board committees

Duration: 1 Hour

Audit Committee
Based on the Blue Ribbon Committee Report, deals with the audit committee of the board.

• The importance of audit committee in the scrutiny of corporation’s audit and incidental matters
• The organization of audit committee, its responsibilities and its relationship with auditors and management of the corporation

Duration: 1 Hour

Banking Corporate Governance
Based on the Basel Committee Recommendations for enhancing banking transparency, deals with corporate governance in banking sector.

• Sound corporate governance practices for banks
• Role of public disclosure in promoting safety and soundness in banking

Duration: 1 Hour

Corporate Scandals
Based on the case studies of companies such as General Motors, American Express, Enron and WorldCom.

• The manner in which the directors exercise their fiduciary duties while the management runs the day-to-day business
• Instances of abuse of power and authority by the persons who are bestowed with the same
• Reasons for the bankruptcy of the leading corporate entities

Duration : 2 Hours

Best Practices
Depicts the best practices vis-à-vis Infosys Technologies and Sony. It also enumerates a list of best boards as evaluated by a leading group.

• Board and management structure of Infosys Technologies, a success story in software technology

Duration: 1 Hour

Corporate Responsibility
Summarizes the US Sarbanes-Oxley Act 2002 and the consequent regulations including the UK Corporate Responsibility Act 2002.

• Regulatory measures to plug fraudulent accounting practices
• Organization of regulatory bodies
• Other regulatory measures relevant to good corporate governance

Duration: 1 Hour