Corporate Governance

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Students learn about various forms of doing business, i.e.: sole ownership (sole entrepreneur), partnerships and companies. Students analyze the internal and external conditions of modern corporations. Both practical and theoretical aspects of corporate governance are presented and discussed.

I. Forms of conducting business:

1. Sole ownership/entrepreneur

2. Partnerships

3. Companies:

a) Limited Liability Company,

b) Joint-Stock Company

Topics: share capital, shareholder’s rights, company’s bodies: management board, supervisory board, general assembly.

II. Corporate governance:

1. Definitions of corporate governance.

2. Separation of ownership and managerial control as the company’s key feature.

3. The contemporary determinants of corporation’s operation.

4. Corporate governance theories and their practical implications: agency theory, stakeholder theory, property rights theory.

5. Corporate governance theoretical problems:

a) to whom belongs a company? – the separation of legal and economic ownership,

b) who is a today’s company stakeholder?

c) agency relationships and their costs.

6. Corporate governance internal and external instruments.

7. Corporate governance best practice codes.

8. International corporate governance – the key features of corporate governance models in various countries.

Contemporary corporate governance issues.

Presentation and literature distributed by the lecturer during classes

After studying this course, a student should be able to:

• provide a range of definitions of corporate governance

• identify issues usually addressed by corporate governance structures

• identify the drivers of corporate governance, such as capital markets, shareholders and others

• describe and analyse the primary parts of corporate governance frameworks

• compare and contrast approaches to corporate governance internationally

• explain and evaluate the roles and responsibilities of companies’ bodies

• identify the legal forms of doing business

understand the conditions for doing business in specific legal forms

Evaluation of the multiple choice test, students’ own work (presentation), students’ activity during classes