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2010/1 Module Catalogue
 Module Code: LAWM078 Module Title: CORPORATE GOVERNANCE
Module Provider: School of Law Short Name: LAWM078
Level: M Module Co-ordinator: PILLAY RG Dr (Schl of Law)
Number of credits: 30 Number of ECTS credits: 15
 
Module Availability

1st Semester

 

Assessment Pattern

Unit(s) of Assessment

 

 

Weighting towards Module Mark (%)

 

Coursework

 

 

75%

 

 

Oral presentation

 

 

25%

 

 

Module Overview

This module examines the notion of Corporate Governance, which is usually described as being the governance of large corporations which dominate modern economic life. It is international in outlook as it will look at the main corporate governance and legal regimes around the world. In this context, the module will be concentrating on debates about the nature of corporations, the role and duties of corporate managers and about the goal of corporations and the interests in which corporations should be run. From this perspective, it will concentrate on the notion of ‘Enlightened Shareholder Value’ as conceived by the UK Company Law Review, and subsequently enacted in the Companies Act 2006. It will also examine the role of international financial institutions, such as the World Bank and the International Monetary Fund, in shaping ‘good’ corporate governance practices around the world, and in particular, in developing countries.

 

Prerequisites/Co-requisites

None

 

Module Aims

This module aims to provide students with an in-depth knowledge of the concept of Corporate Governance as well as a critical understanding of the wider issues and debates surrounding it.

 

Learning Outcomes

On successful completion of the module, students will be able to:

 

·             Demonstrate an understanding of the concept of Corporate Governance

 

·             Demonstrate an overall knowledge of the historical and theoretical frameworks underpinning the nature and governance of corporations

 

·             Explain the differences between shareholder-oriented, Anglo-American governance regimes and the more stakeholder-friendly Continental European and Japanese governance regimes

 

·             Reflect on and apply knowledge in relation to the interconnectedness between Corporate Governance and models of capitalism

 

·             Demonstrate a critical understanding of the role of ‘good’ corporate governance practices  as a developmental tool in developing countries

 

·             Discuss critically, in general terms, past and contemporary issues concerning Corporate Governance

 

·             Research, collate and evaluate primary and secondary materials on Corporate Governance.

 

Module Content

On successful completion of the module, students will be able to:

 

·             Demonstrate an understanding of the concept of Corporate Governance

 

·             Demonstrate an overall knowledge of the historical and theoretical frameworks underpinning the nature and governance of corporations

 

·             Explain the differences between shareholder-oriented, Anglo-American governance regimes and the more stakeholder-friendly Continental European and Japanese governance regimes

 

·             Reflect on and apply knowledge in relation to the interconnectedness between Corporate Governance and models of capitalism

 

·             Demonstrate a critical understanding of the role of ‘good’ corporate governance practices  as a developmental tool in developing countries

 

·             Discuss critically, in general terms, past and contemporary issues concerning Corporate Governance

 

·             Research, collate and evaluate primary and secondary materials on Corporate Governance.

 

Methods of Teaching/Learning

8 x 3-hour seminars.  The seminars will be interactive and students will be expected to come prepared for the seminar and engage actively in discussions

 

Selected Texts/Journals

General reading

 

Mallin, C Corporate Governance (OUP, Oxford 3rd edn)

 

Charkham, J. Keeping Better Company: Corporate Governance Ten years On ( Oxford : OUP, 2005)

 

Hall, P. & Soskice, D. (Eds) Varieties of Capitalism ( Oxford : OUP, 2001)

 

McCahery, J. et al (Eds) Corporate Governance Regimes ( Oxford , OUP, 2002)

 

, P. Back to the Future? Adolf Berle, the Law Commission and Directors’ Duties (20 Company Lawyer 203, 1999)

 

Hansmann, H and Kraakman R The End of History of Corporate Law (89 Georgetown University Law Review 439, 2001)

 

Gamble, A and Kelly, G Shareholder Value and the Stakeholder Debate in the (9(2) Corporate Governance: An International Review 110, 2001)

 

 

Selected journals

 

Articles of relevance to Corporate Governance will be found in many journals, including:

 

Company Lawyer (The)

 

Corporate Governance – An International Review

 

Corporate Governance (Emerald Publishing)

 

International Company and Commercial Law Review

 

Journal of Corporate Law Studies

 

Modern Law Review

 

 

Selected websites

 

European Corporate Governance Institute: www.ecgi.org

 

World Council for Corporate Governance: www.wcfcg.net

 

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Last Updated
10/02/2011