Course Objective

The goals of this course are:
• To acquire and make use of appropriate terminology related to
corporate governance (CG).
• To learn what empirical research says about CG.
• To acquire and make use of tools to properly analyze conflicts of
interest and dilemmas.
• To connect accounting practices and corporate misconduct.
• To get a closer look at major corporate scandals.
• To become acquainted with the format and content of CG principles and
codes.

Course Content

The course employs an integrated “building-blocks” approach. Each week,
a new block covers – but is not limited to – the following topics:
+Block 1. Terms and concepts: surveys about fraud and misconduct (what's
happening now? why is this important?) • defining CG • terminology •
identification of main actors involved
+Block 2. Theory: main theories (agency, resource-dependent /
stewardship, stakeholder) • alternative theories (power, culture) •
firms' motives to comply • game theory as a tool
+Block 3. Research findings: how is CG measured? • empirical findings
(what does the evidence say?) • limitations, myths, criticism
+Block 4. Accounting and CG: financial accounting and reporting •
detecting fraud • compensation • internal control • enterprise risk
management
+Block 5. Law and CG (guest lecture): legal basics • tasks,
responsibilities, liabilities • different models of CG (1 tier, 2 tier)
• Dutch CG Code & regulatory framework • principle-based & “comply or
explain” models • principles & best practices
+Block 6. Principles. principles and recommendations • financial crisis
(what have we learned?) • future directions

These blocks provide answers to the following questions:
• How is CG understood and defined? How is it measured?
• How does CG relate to accounting practices, internal control,
financial reporting, and enterprise risk management?
• How do executive and supervisory tasks of boards relate to strategies
of management, monitoring, accountability, and control?
• What are the objectives of CG codes and principles? How do they look
like?

Teaching Methods

Lectures.
Tutorials.

Method of Assessment

Written exam – Individual assessment.
(Interim) Assignment(s) – Individual assessment.
(Interim) Assignment(s) – Group assessment.
Mandatory attendance tutorials.

Entry Requirements

None.

Literature

This course covers content from various sources, including:
• research papers;
• media reports;
• in-depth analyses and examples;
• actual CG codes.

All content is freely accessible for students, and available online.
The references are listed in the course "Live spreadsheet"
(https://is.gd/CG2017).