ITA | ENG
B018873 - CORPORATE GOVERNANCE - MOD. II
Main information
Course Content
Suggested readings
Learning Objectives
Prerequisites
Teaching Methods
Type of Assessment
Course program
Academic Year 2019-20
Course year
Second year - First Semester
Belonging Department
Economics and Management (DISEI)
Modulo Generico of
Scientific Area
IUS/04 - BUSINESS LAW
Credits
6
Teaching Hours
48
Teaching Term
16/09/2019 ⇒ 09/12/2019
Attendance required
No
Type of Evaluation
Final Grade
Course Content
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Course program
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Lectureship
Course Content
Focus of the course is Corporate Governance of listed and un-listed companies
Suggested readings (Search our library's catalogue)
- F. Chiappetta, Diritto del governo societario, 4th edition. Cedam, 2017
- Other relevants materials indicated during the lectures and uploaded on the online page of the course (Moodle Platform)
- Codice civile, Testo Unico delle disposizioni in materia di intermediazione finanziaria; Codice di Autodisciplina, in an updated version.
- Other relevants materials indicated during the lectures and uploaded on the online page of the course (Moodle Platform)
- Codice civile, Testo Unico delle disposizioni in materia di intermediazione finanziaria; Codice di Autodisciplina, in an updated version.
Learning Objectives
Principles and regulations concerning Corporate Governance.
Capacity to deal with the major theoretical and pratical issues concerning Corporate Governance
Capacity to deal with the major theoretical and pratical issues concerning Corporate Governance
Prerequisites
Knowledge of principles and regulations concerning business organization law
Teaching Methods
Lectures and analysis of case studies
Type of Assessment
The final exam will be an oral examination.
Course program
Course program:
Part I: Corporate Governance: definitions and functions; Framework of Corporate Governance; Corporate Governance and Corporate Goverance Codes.
Part II: 1.Corporate Governance Models; 2. Traditional management and control system: 3.Management of the company; 4. Board structure; 5. Executive Director and Non-Executive Director; 6 Bord composition: Indipendent Director; Gender Diversity; Minority Director; 7. Functioning of the board: the board commitees; 8.Board remuneration; 9.Functions of the board; 10.Board and Interest of the company; 11. Director's interest and the Related party transactions; 12 supervisory board in the Traditional management and control system; 13. External Auditors
Part III: 14. Two tiers model and one tier model; 15. Two tier model; 16 One tier model.
Part IV; 17 Control Enhamcing Mechanism: shareholders' agreemet; loyalty shares and multiple voting shares; 18. Shareholder minority: the types of shareholder minority and rights. Part V: 19. Corporate goverance of private limited companies; 20. Corporate goverance and Groups of companies; 21. Corporate governance and voluntary winding up of a company
Part I: Corporate Governance: definitions and functions; Framework of Corporate Governance; Corporate Governance and Corporate Goverance Codes.
Part II: 1.Corporate Governance Models; 2. Traditional management and control system: 3.Management of the company; 4. Board structure; 5. Executive Director and Non-Executive Director; 6 Bord composition: Indipendent Director; Gender Diversity; Minority Director; 7. Functioning of the board: the board commitees; 8.Board remuneration; 9.Functions of the board; 10.Board and Interest of the company; 11. Director's interest and the Related party transactions; 12 supervisory board in the Traditional management and control system; 13. External Auditors
Part III: 14. Two tiers model and one tier model; 15. Two tier model; 16 One tier model.
Part IV; 17 Control Enhamcing Mechanism: shareholders' agreemet; loyalty shares and multiple voting shares; 18. Shareholder minority: the types of shareholder minority and rights. Part V: 19. Corporate goverance of private limited companies; 20. Corporate goverance and Groups of companies; 21. Corporate governance and voluntary winding up of a company