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Regular version of the site

Corporate Governance and Compliance

2020/2021
Academic Year
ENG
Instruction in English
5
ECTS credits
Delivered at:
Практико-ориентированные магистерские программы факультета экономических наук
Course type:
Elective course
When:
1 year, 3 module

Course Syllabus

Abstract

This course examines key areas of corporate governance and compliance, such as shareholders’ role and responsibilities, board’s performance, corporate transparency and disclosure, ESG risks mitigation, investor relations and compliance system organization. During this course students will also be able to practice knowledge in case studies.
Learning Objectives

Learning Objectives

  • Developing the core competences in corporate governance and compliance
Expected Learning Outcomes

Expected Learning Outcomes

  • Understanding the essential differences between ownership, direction and management
  • Recognizing different models of corporate governance (Anglo-Saxon, German and Japanese, specifics of corporate governance model in Russia)
  • Systemizing and understand interrelation between key elements of corporate governance and compliance systems
  • Gaining an in-depth view of the key duties, roles and legal responsibilities of the modern board of directors
  • Identifying and interpret key ESG (Environment, Social, Governance) risks
Course Contents

Course Contents

  • Corporate governance system
    Definition, principles, key elements, models (Anglo-Saxon, German and Japanese, specifics of corporate governance model in Russia), modern trends in corporate governance, shareholders’ concerns
  • Corporate governance regulation
    Key trends in corporate governance regulation, comply or explain principle, requirements for public and non-public companies
  • Board of directors and its committees
    Board of directors’ role, composition, independence criteria, responsibilities, interaction with executives, board’s performance evaluation
  • The shareholders vs. stakeholders debate
    Key stakeholders groups, stakeholders map, shareholder vs. stakeholder value approach
  • ESG governance
    Definition of ESG, responsible investing trends, ESG risks mitigation and reporting, ESG ratings and indices
  • Corporate compliance system organization
    Definition of compliance, a compliance management system, compliance officer role and responsibilities, compliance reporting lines
Assessment Elements

Assessment Elements

  • non-blocking Continuous assessment
    Elements of the control exceeding 30% out of the total grade can be retaken according to the rules of NRU HSE. Both cumulative and final exam marks are rounded to an integer number (0-10) according to general mathematical rules. Rounding of cumulative mark is applied only in the end of the course. Components of the cumulative mark are not rounded. None of the components of the mark is blocking.
  • non-blocking Final exam
    Elements of the control exceeding 30% out of the total grade can be retaken according to the rules of NRU HSE. Both cumulative and final exam marks are rounded to an integer number (0-10) according to general mathematical rules. Rounding of cumulative mark is applied only in the end of the course. Components of the cumulative mark are not rounded. None of the components of the mark is blocking.
  • non-blocking Individual and group homework assignments, tests on key vocabulary
    Elements of the control exceeding 30% out of the total grade can be retaken according to the rules of NRU HSE. Both cumulative and final exam marks are rounded to an integer number (0-10) according to general mathematical rules. Rounding of cumulative mark is applied only in the end of the course. Components of the cumulative mark are not rounded. None of the components of the mark is blocking.
Interim Assessment

Interim Assessment

  • Interim assessment (3 module)
    0.36 * Continuous assessment + 0.4 * Final exam + 0.24 * Individual and group homework assignments, tests on key vocabulary
Bibliography

Bibliography

Recommended Core Bibliography

  • Boards, governance and value creation : the human side of corporate governance, Huse, M., 2007
  • Conflict of interest in global, public and corporate governance, Peters, A., 2013
  • Stakeholder theory : impact and prospects, Phillips, R. A., 2011

Recommended Additional Bibliography

  • Beyond GDP : measuring welfare and assessing sustainability, Fleurbaey, M., Blanchet, D., 2013
  • Constructing green : the social structures of sustainability, Henn, R. L., 2013