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Corporate Governance Course Syllabus
2025-06-29  

I. Course Details

Course Code

14124

Course Name

Corporate Governance

Course Type

Compulsory

Credit and Contact Hours

Credit: 3

Total Contact Hours: 36 (including 26 lecture hours, 8 seminar hours, and 2 assessment hours)

Prerequisites

Basic knowledge of business administration, finance, and accounting. Familiarity with economic principles and legal frameworks related to business operations is also beneficial.

Instructor Information

Name: Fulong He

Email: hfl18888@qq.com

Course Schedule

The course is conducted over a semester, with 2 sessions per week, each session lasting 2 hours. The course covers various topics sequentially, starting with the fundamentals of corporate governance and gradually delving into more complex areas that incorporate ESG considerations.

II. Learning Objectives

1. Knowledge Acquisition

  • Understand the Basics of      Corporate Governance: Students will gain a comprehensive understanding of the      traditional concepts and theories of corporate governance, including the      roles and responsibilities of various stakeholders, such as shareholders, the      board of directors, management, and employees. They will learn about      corporate governance structures, mechanisms, and the legal and regulatory      environment that govern corporate behavior.

  • Master ESG Concepts and      Frameworks: Develop in-depth knowledge of the Environmental, Social, and      Governance (ESG) aspects in corporate governance. Students will understand      the key components of ESG, such as environmental sustainability      initiatives (e.g., reducing carbon emissions, resource conservation),      social factors (e.g., employee well-being, community engagement, human      rights), and governance best practices (e.g., transparency,      accountability, ethical decision-making). They will be able to analyze how      ESG factors impact corporate performance, reputation, and long-term      viability.

  • Explore the Intersection of ESG      and Corporate Governance: Comprehend how ESG considerations are integrated into corporate      governance strategies and decision-making processes. Students will study      case studies and real-world examples of how companies align their ESG      goals with their overall corporate governance frameworks, and how this      integration can lead to enhanced value creation, risk management, and      stakeholder satisfaction.

2. Skill Development

  • Analytical Skills: Develop the ability to analyze      corporate governance issues from an ESG perspective. Students will learn      how to assess the ESG performance of companies, identify potential risks      and opportunities associated with ESG factors, and evaluate the      effectiveness of corporate governance mechanisms in addressing these      issues. They will be able to use various analytical tools and techniques,      such as ESG rating systems, sustainability reports, and financial      analysis, to make informed judgments about corporate governance quality.

  • Problem-Solving Skills: Acquire practical skills in      formulating solutions to corporate governance challenges in the context of      ESG. Students will be able to develop strategies for companies to improve      their ESG performance, enhance stakeholder engagement, and strengthen      their corporate governance structures. They will learn how to balance the      interests of different stakeholders, manage conflicts effectively, and      make informed ethical decisions in complex corporate governance      situations.

  • Communication and Presentation      Skills: Enhance your communication and presentation skills by actively participating      in class discussions, group projects, and case presentations. Students      will be able to effectively communicate their ideas, analysis, and      recommendations regarding corporate governance and ESG issues to different      audiences, including classmates, instructors, and potential business      professionals. They will learn how to utilize visual aids, data      visualization techniques, and clear, concise language to convey their      messages effectively.

3. Attitude and Values Cultivation

  • Foster a Sense of Social and      Environmental Responsibility: Instill in students a strong sense of social and environmental      responsibility, emphasizing the importance of companies operating ethically      and sustainably. Students will develop an understanding of the role that      businesses play in society and the environment, as well as the need for      corporate governance to promote long-term value creation for all      stakeholders.

  • Encourage Ethical Decision-Making: Promote ethical decision-making      in corporate governance by exploring the ethical implications of ESG      issues. Students will learn about various ethical theories and frameworks,      as well as how to apply them to corporate governance situations. They will      be able to identify ethical dilemmas in corporate decision-making, analyze      the potential consequences of different actions, and make decisions that      are consistent with ethical principles and values.

  • Cultivate a Global Perspective: Develop a global perspective on      corporate governance and ESG issues by studying international best      practices, regulations, and trends. Students will understand the      differences and similarities in corporate governance and ESG approaches      across various countries and regions, as well as the importance of      companies adapting to global standards and expectations. They will be able      to appreciate the role of multinational corporations in promoting      sustainable development on a global scale.

III. Course Content

Module 1: Introduction to Corporate Governance

  • Definition and Importance of      Corporate Governance: Overview of the concept of corporate governance, its evolution, and      its significance in ensuring the effective management and control of      companies.

  • Stakeholder Theory and Corporate      Governance: Examination of the stakeholder theory and how it influences      corporate governance practices, including the identification and management      of different stakeholders.

  • Corporate Governance Structures      and Mechanisms: Introduction to various corporate governance structures, such as      the board of directors, executive management, and shareholder meetings,      and the mechanisms used to monitor and control corporate behavior.

  • ESG in the Context of Corporate      Governance: Introduction to the concept of ESG and its growing importance in      corporate governance. Discussion of how ESG factors are related to      traditional corporate governance objectives, such as shareholder value      maximization and risk management.

Module 2: Environmental Considerations in Corporate Governance

  • Environmental Sustainability and      Corporate Strategy: Analysis of the role of environmental sustainability in corporate      strategy, including the development of environmental goals, targets, and      action plans.

  • Environmental Risk Management: Examination of environmental      risks faced by companies, such as climate change, pollution, and resource      depletion, and the strategies and tools used to manage these risks.

  • Environmental Reporting and      Disclosure: Overview of environmental reporting frameworks and standards, such      as the Global Reporting Initiative (GRI) and the Task Force on Climate -      related Financial Disclosures (TCFD), and the importance of transparent      environmental reporting in corporate governance.

  • Case Studies of Environmental      Leadership in Corporate Governance: Analysis of case studies of      companies that have successfully integrated environmental considerations      into their corporate governance practices, and the lessons learned from      these examples.

Module 3: Social Considerations in Corporate Governance

  • Employee Well-being and Human      Resources Management: Discussion of the importance of employee well-being in corporate      governance, including issues such as fair compensation, health and safety,      career development, and work-life balance.

  • Diversity, Equity, and Inclusion      in the Workplace: Examination of the role of diversity, equity, and inclusion in      corporate governance, and the benefits of a diverse workforce in terms of      innovation, creativity, and performance.

  • Community Engagement and Social      Impact: Analysis of the importance of community engagement in corporate      governance, including the development of corporate social responsibility      (CSR) programs and initiatives that address social issues and contribute      to the well-being of local communities.

  • Human Rights and Corporate      Governance: Discussion of human rights issues in the context of corporate      governance, including the responsibility of companies to respect and      protect human rights in their operations and supply chains.

Module 4: Governance Considerations in Corporate Governance

  • Board of Directors and Corporate      Governance: Examination of the role and responsibilities of the board of      directors in corporate governance, including board composition,      independence, and effectiveness.

  • Executive Compensation and      Performance Evaluation: Analysis of executive compensation practices and their      relationship to corporate performance, and the development of performance-based      compensation systems that align the interests of executives with those of      shareholders.

  • Shareholder Rights and Engagement: Discussion of shareholder      rights and the importance of shareholder engagement in corporate      governance, including the role of proxy voting, shareholder activism, and      corporate democracy.

  • Ethical and Legal Frameworks in      Corporate Governance: Overview of ethical and legal frameworks that govern corporate      behavior, including corporate law, securities regulations, and ethical      codes of conduct.

Module 5: Integrating ESG into Corporate Governance Practice

  • ESG - Integrated Strategy      Development: Guidance on how companies can develop ESG-integrated strategies      that align with their overall business objectives and values.

  • ESG Performance Measurement and      Evaluation: Introduction to ESG performance measurement tools and metrics, and      the process of evaluating corporate ESG performance over time.

  • ESG Reporting and Assurance: Discussion of the importance of      ESG reporting and assurance in enhancing transparency and accountability,      and the different types of ESG assurance services available.

  • Case Studies of ESG - Integrated      Corporate Governance: Analysis of case studies of companies that have successfully      integrated ESG considerations into their corporate governance practices,      and the challenges and opportunities they have faced in the process.

Module 6: Contemporary Issues and Future Trends in Corporate Governance and ESG

  • Emerging Trends in Corporate      Governance and ESG: Exploration of emerging trends in corporate governance and ESG,      such as the rise of sustainable finance, the increasing importance of      digital governance, and the impact of technological innovation on      corporate behavior.

  • Global Perspectives on Corporate      Governance and ESG: Comparison of corporate governance and ESG practices across      different countries and regions, and the implications of these differences      for multinational corporations.

  • The Role of Regulation in      Promoting ESG in Corporate Governance: Analysis of the role of      government regulation in promoting ESG in corporate governance, and the      effectiveness of different regulatory approaches.

  • Future Challenges and      Opportunities in Corporate Governance and ESG: Discussion of the future      challenges and opportunities facing corporate governance and ESG, and the      strategies that companies can adopt to address these challenges and      capitalize on these opportunities.

IV. Teaching and Learning Methods

1. Lectures

  • In-depth explanations of key      concepts, theories, and frameworks related to corporate governance and      ESG. The instructor will utilize a combination of slides, videos, and      real-world examples to illustrate complex concepts and enhance the      learning process.

  • Lectures will be supplemented      with readings from academic journals, industry reports, and case studies      to provide students with a more comprehensive understanding of the subject      matter.

2. Seminars and Discussions

  • Small-group discussions and      seminars will be conducted to encourage students to participate in the      learning process actively. Students will be assigned topics for discussion      and are required to prepare in advance by reading relevant materials and      forming their own opinions.

  • During the seminars, students      will have the opportunity to share their ideas, perspectives, and      experiences with their classmates and to engage in critical thinking and      debate on corporate governance and ESG issues. The instructor will      facilitate the discussions, ask probing questions, and provide feedback      and guidance to help students deepen their understanding of the subject      matter.

3. Case Studies

  • Analysis of real-world case      studies will be an integral part of the course. Students will be presented      with case studies of companies facing various corporate governance and ESG      challenges, and they will be required to analyze the cases, identify the      key issues, and develop recommendations for solutions.

  • Case studies will be used to      illustrate the practical application of corporate governance and ESG      concepts and theories, helping students develop their analytical, problem-solving,      and communication skills. Students will be encouraged to work in groups to      analyze the cases and to present their findings and recommendations to the      class.

4. Group Projects

  • Students will be required to work      in groups on a significant project related to corporate governance and      ESG. The project will involve researching a specific topic, analyzing      data, and developing a comprehensive report or presentation.

  • Group projects will provide      students with the opportunity to apply their knowledge and skills in a      practical setting, developing their teamwork, leadership, and project      management skills. The instructor will provide guidance and support to the      groups throughout the project and will evaluate the projects based on the      quality of the research, analysis, and presentation.

5. Guest Lectures

  • Invitation of guest speakers from      the industry, academia, and regulatory bodies to share their insights and      experiences on corporate governance and ESG issues. Guest lectures will      provide students with a real-world perspective on the subject matter,      helping them understand the practical challenges and opportunities      companies face when implementing corporate governance and ESG practices.

V. Assessment Methods

1. Mid-term Examination (30%)

  • The mid-term examination will      cover the first half of the course content, including the fundamentals of      corporate governance, environmental considerations, and social      considerations.

  • The examination will consist of      multiple-choice questions, short-answer questions, and case-based      questions. The purpose of the mid-term examination is to assess students'      understanding of the key concepts, theories, and frameworks covered in the      course and their ability to apply this knowledge to analyze real-world      corporate governance and ESG issues.

2. Group Project (40%)

  • The group project will be      evaluated based on the quality of the research, analysis, and      presentation. The project report or presentation should demonstrate a      comprehensive understanding of the chosen topic, a clear and logical      analysis of the issues, and well-developed recommendations for solutions.

  • The group project will also be      evaluated based on the group's teamwork, communication, and leadership      skills. Each group member will be required to contribute equally to the      project, and the group will be expected to work effectively together to      achieve the project objectives.

3. Class Participation (15%)

  • Class participation will be      evaluated based on students' active participation in class discussions,      seminars, and case studies. Students are expected to attend all classes,      arrive on time, and actively engage in the learning process.

  • Class participation will also be      evaluated based on students' preparation for class, including reading the      assigned materials, completing the homework assignments, and coming to      class with questions and ideas.

4. Final Examination (15%)

  • The final examination will cover      the entire course content, including the governance considerations,      integrating ESG into corporate governance practice, and contemporary      issues and future trends in corporate governance and ESG.

  • The examination will consist of      multiple-choice questions, short-answer questions, and essay questions.      The purpose of the final examination is to assess students' overall      understanding of the course content and their ability to synthesize and      apply the knowledge and skills they have learned throughout the course.

VI. Recommended Readings

1. Textbooks

  • "Corporate      Governance: Principles, Policies, and Practices" by Tricker, R.      I. and Tricker, B. A.

  • "Sustainable Corporate      Governance: Integrating ESG into Business Strategy" by Scherer, A. G.      and Palazzo, G.

2. Academic Journals

  • "Academy of Management      Journal"

  • "Strategic Management      Journal"

  • "Journal of Business      Ethics"

  • "Corporate Governance: An      International Review"

3. Industry Reports

  • Reports from the World Economic      Forum, United Nations Global Compact, and other international      organizations on corporate governance and ESG issues.

  • Annual reports and sustainability      reports from leading companies across various industries offer real-world      examples of corporate governance and ESG practices.

This syllabus provides a comprehensive overview of the corporate governance course, incorporating ESG elements. If you have any specific needs, such as adjusting the content emphasis or assessment weight, please feel free to let me know.


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