DBA Corporate Governance

Corporate Governance DBA Program 

Certificate / Diploma - DBA Corporate Governance
Research / Distance Learning
Program Duration: 3 semesters / 9 monthes

International geo-economical processes have in many ways influenced the development of corporate governance. This period was characterized by the emergence of corporate governance infrastructure in major corporations, as well as by forming of corporate legislation and development of separate elements of modern corporate practice. Previously, high profitability of mineral processing companies and favorable market conditions outweighed the drawbacks and flaws in corporate governance, and more than compensated for the lack of attention to its improvement.

Corporate Governance DBA program presentation

Current conditions and a series of financial crises helped discover the most important "hot spots" in corporate governance practices. These shortcomings included the formal and decorative nature of a number of corporate procedures, lack of necessary professional qualities and skills in many members of boards of directors, underdevelopment of the institute of independent directors, lack of experts in the field of financial markets among top managers, weakness of the risk management system, lack of transparency and selective disclosure of corporate information. Many stereotypes in the theory and practice of corporate management failed, and many of universal truths were doubted for the first time.

In new macroeconomic conditions corporate governance will have to undergo a period of trials and tribulations. Influence of the internal and external positive factors, which had previously stimulated its development, has gone down considerably. The stock market fell to its lowest ever levels. Some company owners, who dropped day-to-day management duties in their business a couple of years ago, are returning to their managerial functions in the conditions of a crisis. Some companies have considerably decreased their dividend payments, and others have altogether postponed these payments until better times. There are many unresolved issues when it comes to restructuring corporate debts; this will most likely lead to the increased role of state in the capital of public companies. The business community is starting to rethink its past experience, searching for the contours of the new corporate governance model which corresponds to the real interests of businesses with more emphasis on financial management and risk management, improved internal audit, transparency, stricter requirements for the composition and professional qualities of the members of the board of directors.

The program stands out with its extensive use of practical materials, which attempts to analyze the impact and possible consequences of modern geo-economic conditions in the various aspects of corporate governance. The course presents all the main institutions and concepts of corporate governance, which play an important role in modern management practices. It considers the basic issues in the theory of corporate governance and the main directions of its evolution. The program covers different corporate governance models, and most important legal aspects, concentrating on the particular features of present-day corporate law. The course discusses the most important issues in the work of the central institute of corporate management - the Board of Directors - including corporate committees, functions of corporate secretaries and the role of independent professional directors.

The final most important section of the doctoral studies program is dedicated to problems of reorganization, corporate governance in groups of companies and in emergency situations. Other aspects covered include the modern tactics of corporate governance from the point of view of investors and issuers, global standards and modern approaches to solving various ethical problems and the role of corporate governance in the fight against corruption. Of a particular interest and relevance to the doctoral students are practical situations for analysis and case studies on the development of tools and corporate decision-making skills.

 

Corporate Governance DBA program content

Theme 1. Evolution of Corporate Structures and Concept of Corporate Governance

1.1. Joint-stock company management structure and the notion of corporate governance
1.2. Types of investors and their interests
1.3. Issues in joint-stock company functioning
1.4. Institutions and international principles of corporate governance
1.5. Models and current state of corporate governance
1.6. Corporate development

Cases for Analysis:

1. “Ways of Assessing Levels of Corporate Governance Used by Moody’s”
2. “Which Business Model is More Effective?”
3. “How Do You Manage a Growing Business?”

Theme 2. Main Forms and Mechanisms of Corporate Control

2.1. Market of corporate control
2.2. Competition for the shareholders’ power-of-attorney and representation in Board of Directors
2.3. Bankruptcy as an instrument of corporate control
2.4. Issues in strategic management in foreign financial institutions of development and assessment of their activities
2.5. Issues in legal regulation and corporate governance in companies with state participation

Cases for Analysis:

1. “Effectiveness of Internal Auditing Service”
2. “Is There a Need for Internal Control in Companies?”

Theme 3. Principles and Standards of Corporate Governance

3.1. Providing for and protecting the rights of shareholders and investors in international practice
3.2. Market value and informational transparency of the company
3.3. Investor requirements and standards of corporate governance
3.4. Reforming the standards of rating agency operations in conditions of economic crises and international practice of information disclosure
3.5. Establishing corporate governance standards on the capital markets

Cases for Analysis:

1. “Price of Openness”
2. “Rights of Minority Shareholders”
3. “Western Standards of Corporate Governance”

Theme 4. Main Functions and Roles of the Board of Directors in Company Management

4.1. Structure of joint-stock company’s top management
4.2. General meeting of shareholders and its authority
4.3. Board of Directors in the structure of the company’s top management
4.4. Functions and styles of Board of Directors management
4.5. Forming and implementing the strategy by Board of Directors
4.6. Evolution of the Board of Directors work process in the global context
4.7. Practical aspects of forming the corporate governance system

Cases for Analysis:

1. “The Importance of Being Angry”
2. “Law of the Jungle”
3. “Who Do I Choose?”

Theme 5. Organizing the Work of the Board of Directors

5.1. Formation of a Board of Directors and its structure
5.2. Order of the Board of Directors activities
5.3. Committees of the Board of Directors
5.4. Secretary of the Company (Board of Directors)
5.5. Assessment of the Board activities and remuneration of members
5.6. Key problems facing Boards of Directors today
5.7. Review of the Board member nomination and election process

Cases for Analysis:

1. Preparing and Holding Board of Director Meetings: Practice of Corporate Governance in IBM Company
2. Corporate Governance in the Danone Company

Theme 6. Organizing Work of Executive Bodies of а Joint-Stock Company

6.1. Composition and formation of executive bodies
6.2. Functions of executive bodies
6.3. Assessing the work and rewarding executive bodies
6.4. Auditing committee of a joint-stock company
6.5. Managerial buyout of the company
6.6. Optimizing interaction between the system of corporate control and effectiveness of executive bodies
6.7. Methods of assessing the effectiveness of corporate planning

Cases for Analysis:

1. “What Qualities Should a Top Manager Have?”
2. “Financial and Non-Financial Remuneration of Top Managers”
3. “Why Do We Need Options?”
4. “General Director or Owner?”

Theme 7. Issues in Reorganization and Corporate Governance in Groups of Companies. Corporate Governance in Emergency Situations

7.1. Problems of corporate management in groups of companies and particular issues in group management
7.2. Main types of groups of companies. Financial and industrial groups and holding companies
7.3. Reorganizations and corporate governance issues. Defending the interests of shareholders and creditors in the process of reorganization
7.4. Stock Exchanges and Self-Regulating Organizations. Independent legal action and alternative dispute resolution
7.5. Main directions in improving corporate governance standards in companies with state participation
7.6. Investments in sustainable business development via improved corporate governance; corporate governance in emergencies
Applications: Modern practice of corporate management: view of investors and issuers

Cases for Analysis:

1. “Modern Raid Practices in the USA”
2. “Raiders on the Corporate Control Market”
3. “Development of Corporate Governance in the MICEX Group”

Theme 8. Corporate Social Responsibility and Corporate Ethics Codes

8.1. The notion of business ethics and its component parts
8.2. The concept of corporate social responsibility
8.3. Standards of corporate social responsibility
8.4. Codes of corporate governance and corporate ethics
8.5. Differences in corporate governance codes
8.6. Global standards and modern approaches to solving ethical problems
8.7. Role of corporate management in counteracting corruption

Cases for Analysis:

1. The Enron Company and Business Ethics
2. Corporate Social Responsibility in Hewlett Packard
3. “A Socially Responsible Company”

 

Status & Diploma

Graduates of the DBA Corporate Governance program receive Official Diploma and International Qualification Certificate.

Academy

"I am confident that with time you will become leaders among business professionals, and, perhaps, return to the academy to share your knowledge and experience with new doctoral students.."

Karina Wong

Contacts

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Singapore 427449

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