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Corporate Governance

Course developer

Course abstract

During the study course, students acquire in-depth specialized knowledge of the nature, functions, systems and strategic management of corporate governance in institutions and companies. The topics included in the course provide regulatory framework at national and international level as well as nuanced knowledge of the elements of the corporate governance system, their tasks for the successful functioning of the organization, as well as internal and external risk factors, their causes and the synergy of the corporate governance system with strategic management of sustainable development. After completing the study course, students will be able to define the goals of corporate governance, implement their direction and strategic management.

Learning outcomes and their assessment

1. In-depth knowledge of the corporate governance system and its role at the micro, macro level and in the context of sustainable economic development. Professional knowledge of the specifics of corporate governance regulations at the national and international level. Test.
2. Skills to independently analyse the corporate governance system, its elements, problem areas and their causes. Professional skills for solving corporate governance problems in the company, developing a plan of activities appropriate to a particular company. Practical works.

3. Competence in the development and presentation of a corporate governance system implementation project to a specific company target audience. Independent work, presentation.

Course Content(Calendar)

1. Development of the concept of corporate governance and its discourses in Latvia, the European Union and the world. Understanding and topicality of a good corporate governance. Regulatory framework for corporate governance at the national and international level. (2h)
2. Elements of the organization's corporate governance system and their interaction. The shareholders, securing of their rights and participating in shareholders’ meetings. The Management Board, its duties and responsibilities, the composition of the Management Board and the requirements for the members of the Management Board. The Supervisory Board, its duties and responsibilities, the composition of the Supervisory Board and the requirements for the members of the Supervisory Board. External auditor, his/her responsibilities and selection criteria. (1h)
3. Organizational strategy framework and scope. Documents subordinated to the strategy, directions and goals of the company's development, results to be achieved, risks and necessary resources (financial and human resources) for the implementation of the strategy. (1h)
4. The business code of conduct. Internal cultural and ethical codes for management and employees. Internal control system, risk management and internal audit. (1h)
5. Members of the company's board and council. Election of the members, recall, determination of remuneration, work organization. Shareholders' meeting, involvement in decision-making. (1h)
6. Corporate governance risks and their causes. Internal risks: conflicts of interest, non-compliance with laws and regulations, violations of professional ethics, corruption, discrimination. External risks: deliberate delay of global warming, preventing pollution, respecting the interests of future generations, unfair competition, violations of consumer rights and human rights. (2h)
7. Ensuring transparency of the company's operations and impact audiences. Economic and financial performance, management efficiency and impact on the environment, society and the economy as a whole. Information to be published on the company's website. Financial and non-financial reports and information, its target audiences. Information for shareholders and investors. (2h)

8. Corporate governance system implementation planning and synergy with the company's strategic management of sustainable development. Defining and integrating the directions of corporate social responsibility measures in the company's sustainable strategy plan. The Corporate Sustainability (ESG) Report. (2h)

Requirements for awarding credit points

The proportion of the total average assessment for student’s work for the test, situation analysis in practical group work classes, independent work and presentation should be at least 40%.

Description of the organization and tasks of students’ independent work

1. Introduction to the G20 / OECD Principles of Corporate Governance and Corporate Governance Code documents - analysis of the commitments, discussion in groups. (1h)
2. Corporate Sustainability (ESG) in the context of the UN Sustainable Development Goals and the European Green Course - analysis of the commitments, group discussion. (1h)
3. Identification of corporate governance risks and their causes and possibilities to prevent them - situation analysis, discussion in groups. (2h)
4. Responsibility issues of the supply chain management: business and human rights in supply chains - situation analysis, group discussion. (3h)
5. Evaluation of corporate governance reports for companies of various industries - evaluation of the topicality and quality of information provided, discussion in groups. (2h)

6. Presentation of the corporate governance system implementation project. Presentation of independently prepared portfolio materials and a developed project for a particular company. (3h)

Criteria for Evaluating Learning Outcomes

10% make up 1 point of the test mark. Weight distribution: test - 10%; situation analysis in practical group work classes - 20%; independent work - 50%;
presentation - 20%.

Compulsory reading

1. Klein E. Corporate Governance: Principles, Practices and Challenges Series: Business Issues, Competition and Entrepreneurship. Hauppauge, New York: Nova Science Publishers, Inc. 2016. E-grāmata, pieejama EBSCOhost datubāzē ar LLU lietotājkontu: https://web.p.ebscohost.com/ehost/detail/detail?vid=3&sid=c2f3a5b3-6949-421a-8230-9bdcd6821612%40redis&bdata=JnNpdGU9ZWhvc3QtbGl2ZSZzY29wZT1zaXRl#AN=1258747&db=nlebk
https://search-ebscohost-com.ezproxy.llu.lv/login.aspx?direct=true&db=e000xww&AN=1258747&site=ehost-live
2. G20/OECD Korporatīvās pārvaldības principi, 2018. Pieejams: www.tm.gov.lv/lv/media/2425/download
3. Bendl R., Bleijenbergh I., Henttonen E., Mills A. The Oxford Handbook of Diversity in Organizations. NewYork, NY: OxfordUniversityPress, 2017. 635 p.

4. Jenkins W., Williamson D. Strategic Management and Business Analysis. Second edition. London; NewYork, NY: Routledge, Taulor& Francis Group, 2016. 297 p.

Further reading

1. Alexander J. Financial Planning, Analysis and Performance Management. Hoboken: JohnWiley&Sons, 2018. 612 p.
2. Baaij M., Reinmoeller P. Mapping a Winning Strategy: Developing and Executing a Successful Strategy in Turbulent Markets. United Kingdom; NorthAmerica: Emerald Publishing, 2018. 248 p.
3. Bakari M. The Dilemma of Sustainability in the Age of Globalization. Lanham: Lexington Books, 2017.,225 p.
4. Dank N., Hellström R. Agile HR: Deliver Value in a Changing World of Work. UK: Kogan Page, 2021.
5. Faituša I. Iekšējā audita izvērtējums un pilnveidošanas iespēju analīze Latvijas valsts tiešajā pārvaldē un pašvaldībās: monogrāfija. Rīga: LU Akadēmiskais apgāds, 2019. 188 lpp.
6. Korporatīvās pārvaldības kodekss. Pieejams: www.tm.gov.lv/lv/media/4138/download
7. Larcker D., Tayan B. Corporate Governance Matters: A Closer Look at Organizational Choices and Their Consequences, 2nd edition, Published by Pearson FT Press, 2016., p.441 p.
8. Meier M. Business Etiquette Made Easy: The Essential Guide to Professional Success. NY: Skyhorse Publishing, 2020.
9. Social Enterprises and Their Ecosyctems in Europe: comparative synthesis report. Carlo Borzaga et al., Luxembourg: Publications Office of the European Union, 2020.

10. Vaynerchuk G. Crushing IT!: How Great Entrepreneurs Build Their Business and Influence and HowYouCan,Too. N.Y.: Harper – CollinsPublishers, 2018. 272 p. .

Periodicals and other sources

1. Dienas Bizness, nedēļas laikraksts: Latvijas biznesa avīze
2. iBizness, Rīga: Izdevniecība iŽurnāli. Pieejams: https://ibizness.lv/

3. The Economist, London: Economist Newspaper Ltd. ISSN 0013-0613. Pieejams: http://www.economist.com/?sa_campaign=econsubs/europe/subspage/imglink.

Notes

Compulsory course for the MBA study programme “Business Management”