Corporate Governance and Compliance

2023/2024

Academic Year

ENG

Instruction in English

3

ECTS credits

Delivered at:

Master's Programmes Curriculum Support

Course type:

Compulsory course

When:

2 year, 3 module

Instructor

Grishunin, Sergei

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

• • Understanding the essential differences between ownership, direction and management. • 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. • Understanding specifics of corporate governance model in Russia, current trends in corporate governance in Russia and globally. • Identifying and interpret key ESG (Environment, Social, Governance) risks.
• - get knowledge about compliance system in doing business at the level of world standards. - basic economic, legal and management knowledge - tests and case studies. - no specific requirements on equipment. - opportunity to practice (optional).

Expected Learning Outcomes

• Give a definition of corporate governance
• Explain the difference between the governance and management
• Understand key elements of corporate governance system
• Explain the difference between the hard law and soft law
• Understand the content of the Russian and international corporate governance codes
• Explore corporate governance mechanisms
• Explain the role of board of directors in the corporate governance system
• Describe board’s main functions and key focuses of modern boards
• Understand the process of board evaluation
• Understand the difference between the board itself and its committees
• Understand the difference between board committees
• Explore the benefits of committees’ creation
• List the benefits of corporate governance
• List the governance parameters which potential influence is traditionally analyzed
• Explore the internal audit, internal controls and risk management topic
• List main criteria included in ESG factors
• Understand main ESG risks and opportunities
• Explore different approach to ESG governance
• The ability to create and implement the compliance system.
• Identifying key compliance risks in business
• Understanding key duties, roles and responsibilities of the compliance manager
• Developing skills that help you to be successful in the role of compliance manager

Course Contents

• Introduction to corporate governance
• Corporate governance regulation
• Board of directors role and effectiveness
• Committees of the board, benefits of good governance
• The role of risk management, internal controls and internal audit in the corporate governance system
• ESG governance
• Introduction in compliance Standards and regulations

Assessment Elements

• Тест
• Эссе
• Презентация1
• Презентация2

Interim Assessment

• 2023/2024 3rd module
  0.33 * Презентация1 + 0.22 * Презентация2 + 0.4 * Тест + 0.05 * Эссе

Bibliography

Recommended Core Bibliography

• Fundamentals of ethics, corporate governance and business law : CIMA certificate in business accounting, Sagar, D., 2009
• Gerard Caprio, & Ross Levine. (2002). Corporate governance in finance: Concepts and international observations, In: Financial Sector Governance: The Roles of the Public and Private. Http://Econ.Worldbank.Org/Files/16573_caprio_governance.Ps.Pdf.
• Olga Lazareva, Andrei Rachinsky, & Sergey Stepanov. (2007). A Survey of Corporate Governance in Russia. Working Papers. Retrieved from http://search.ebscohost.com/login.aspx?direct=true&site=eds-live&db=edsrep&AN=edsrep.p.abo.neswpt.w0103

Recommended Additional Bibliography

• Conflict of interest in global, public and corporate governance, , 2013
• Thomas Kruessmann. (2018). The compliance movement in russia: what is driving it? Retrieved from http://search.ebscohost.com/login.aspx?direct=true&site=eds-live&db=edsbas&AN=edsbas.737265C8