This course provides a framework for analysing issues in the governance of corporations derived from a comprehensive understanding of the concepts and issues associated with corporate governance practices and mechanisms. This is achieved by examining the nature of corporations and their environments, and the concepts, principles and practices of corporate governance. This examination is based on a public interest perspective of corporations. Topics explore the complex interactive roles of various stakeholders in corporate governance, with some emphasis on shareholders, directors and management. Attention is also given to the regulation of corporations and to selected international corporate governance issues.

Learning Outcomes

Upon successful completion, students will have the knowledge and skills to:

1. Demonstrate a solid understanding of the purpose and nature of corporations.
2. Evaluate different stakeholders’ roles and significance in relation to corporate governance.
3. Explain the importance of regulation, markets and information in corporate governance.
4. Evaluate international differences and similarities in relevant institutions and developments.
5. Critically assess governance concerns for individual corporations and their stakeholders

Research-Led Teaching

The content of this course is informed by research that examines the nature of corporations and their environments, and the concepts, principles and practices of corporate governance. Students are also encouraged to directly engage with published research, undertake their own enquiries, and to develop their own analytical skills.

Examination Material or equipment

See the course page on Wattle.

Details regarding materials and equipment that is permitted in an examination room can be found on the ANU website:

http://www.anu.edu.au/students/program-administration/assessments-exams/examination-conduct

Information regarding permitted examination materials for the course will be available on the examination timetable website when the examination timetable is released:

http://timetable.anu.edu.au/

Recommended Resources

Recommended reading: du Plessis, Hargovan, Bagaric & Harris Principles of Contemporary Corporate Governance Fourth Edition 2018. Cambridge University Press.

Available in hardcopy or as an eBook. (it is possible to get by with Third Edition 2014).

Students are expected to have access to a copy of the recommended book for the duration of the semester so they can read recommended chapters prior to class. A small number of copies of the 2014 edition is available for 2 hour loan in the reserve loan section of the Chifley Library.

Other readings: Supplementary notes and further readings will be provided on Wattle.

Staff Feedback

Students will be given feedback in the following forms in this course:

• written comments
• verbal comments
• feedback to whole class, groups, individuals, focus group etc

Student Feedback

ANU is committed to the demonstration of educational excellence and regularly seeks feedback from students. Students are encouraged to offer feedback directly to their Course Convener or through their College and Course representatives (if applicable). The feedback given in these surveys is anonymous and provides the Colleges, University Education Committee and Academic Board with opportunities to recognise excellent teaching, and opportunities for improvement. The Surveys and Evaluation website provides more information on student surveys at ANU and reports on the feedback provided on ANU courses.

Other Information

Assessment Requirements

Any student identified, either during the current semester or in retrospect, as having used ghost writing services will be investigated under the University’s Academic Misconduct Rule.

COMMUNICATION

Email and Forums on the Wattle Course Website

Email and the Wattle course website are the preferred ways of communication. Student forums are set up on Wattle for each topic and can be viewed by all enrolled students and teaching staff. Students are encouraged to post any questions they have in the appropriate forum.

If necessary, the lecturer and tutors for this course will contact students on their official ANU student email address. Students should use this email address when contacting staff as spam filters used by ANU may not allow other email addresses to be received. Information about your enrolment and fees from the Registrar and Student Services' office will also be sent to this email address.

 

Announcements

Students are expected to check the Wattle site for announcements about this course, e.g. changes to timetables or notifications of cancellations. Notifications of emergency cancellations of lectures or tutorials will be posted on the door of the relevant room.

 

Class Schedule

Week/Session	Summary of Activities	Assessment
1	Evolution of the nature and characteristics of contemporary corporations Emergence of corporate governance concerns Stakeholders in corporations (overview) Corporate citizenship and social responsibility (overview) The public interest
2	Internal governance mechanisms: The board of directors Directors’ roles Board composition and structure Types of directors Committees Executive management Management compensation/remuneration
3	External governance mechanisms (overview): Stakeholders Markets Separation of ownership and control Regulation (purpose and sources)	Case #1: Due 10:00am Tuesday, Week 3
4	Shareholders Conceptions of ownership Shareholders’ rights Types of investors Shareholder engagement and participation Shareholder activism
5	Regulation of corporations Public interest The nature of regulation Legislated approaches Corporate governance codes
6	Regulation of corporations (continued)	Optional Individual Project - Last day to opt in and submit approved topic description: Monday, Week 6
7	Corporate citizenship and social responsibility	Case #2: Due Tuesday, Week 7
8	Accountability and monitoring Information asymmetry Monitoring by directors Market participants Shareholders’ monitoring and activism Institutional investors The role of accounting disclosures and auditing Non-financial reporting
9	Accountability and monitoring Information asymmetry Monitoring by directors Market participants Shareholders’ monitoring and activism Institutional investors The role of accounting disclosures and auditing Non-financial reporting
10	Accountability and monitoring Information asymmetry Monitoring by directors Market participants Shareholders’ monitoring and activism Institutional investors The role of accounting disclosures and auditing Non-financial reporting
11	International governance issues Corporate governance in other countries Implications of cross-listings Diversity and convergence	Case #3: Due Tuesday, Week 11
12	International governance issues (continued)	Individual Project (optional) - Due Monday, Week 12

Assessment Summary

Assessment task	Value	Due Date	Return of assessment	Learning Outcomes
Case analyses	25 %	11/03/2019	25/03/2019	2,3,4,5
Optional individual project	20 %	27/05/2019	04/07/2019	1,2,3,4
Written examination [75% if not completing the Optional Individual Project, otherwise 55%]	75 %	06/06/2019	04/07/2019	1,2,3,4,5

* If the Due Date and Return of Assessment date are blank, see the Assessment Tab for specific Assessment Task details

Policies

ANU has educational policies, procedures and guidelines, which are designed to ensure that staff and students are aware of the University’s academic standards, and implement them. Students are expected to have read the Academic Misconduct Rule before the commencement of their course. Other key policies and guidelines include:

• Student Assessment (Coursework) Policy and Procedure
• Special Assessment Consideration Policy and General Information 
• Student Surveys and Evaluations
• Deferred Examinations
• Student Complaint Resolution Policy and Procedure

Assessment Requirements

The ANU is using Turnitin to enhance student citation and referencing techniques, and to assess assignment submissions as a component of the University's approach to managing Academic Integrity. For additional information regarding Turnitin please visit the ANU Online website. In rare cases where online submission using Turnitin software is not technically possible; or where not using Turnitin software has been justified by the Course Convener and approved by the Associate Dean (Education) on the basis of the teaching model being employed; students shall submit assessment online via ‘Wattle’ outside of Turnitin, or failing that in hard copy, or through a combination of submission methods as approved by the Associate Dean (Education). The submission method is detailed below.

Moderation of Assessment

Marks that are allocated during Semester are to be considered provisional until formalised by the College examiners meeting at the end of each Semester. If appropriate, some moderation of marks might be applied prior to final results being released.

Examination(s)

This course includes a formal examination that will be centrally administered through Examinations, Graduations & Prizes. It will be timetabled prior to the examination period. The due date listed in the assessment summary is the earliest possible date. Please check ANU Timetabling for further information.

Assessment Task 1

Case analyses

There are three (3) assigned case analyses to be submitted as specified in the class schedule and described on Wattle. The cases address important current practical issues in corporate governance and are designed to improve your analytical skills. Each case will focus on a particular topic. All three case studies will count equally towards your final grade.

Due date: The due date listed in the assessment summary is for the first case analyses (Tuesday of Week 3). The remaining two cases are due on Tuesday in each of weeks 7 and 11. The return of assessment date listed in the assessment summary refers to the return of the first case. The remaining cases will be returned 2 weeks after the submission date.

Because of the number of cases and the feedback cycle, it is not practical to give extensions on the case analyses. Therefore, it is important that you take account of the due dates when planning and managing your study and other commitments (including employment) for the semester.

For referencing in all submitted work, please use the The Chicago Manual of Style author-date system (http://www.chicagomanualofstyle.org/tools_citationguide.html) or similar.

Assessment Task 2

Optional individual project

Students can opt-in for an individual project, worth 20% of the total assessment.

You can opt-in for this assignment, in which case your final exam will be re-weighted to 55%. You must discuss your possible topic with the Course Convenor (in class, during consultation hours or via email) during Weeks 2-5. It is your responsibility to have your topic approved before week 6. You must then submit a brief description of project topic (as approved by the Course Convenor) on Wattle (100-200 words), by 5:00pm, Monday of week 6.

Topics can deal with any area of corporate governance. A project must exhibit an understanding of the relevant literature and must address a clearly identified question or issue.

The due date for the project report is 5:00pm Monday of week 12.

For referencing in all submitted work, please use the The Chicago Manual of Style author-date system (http://www.chicagomanualofstyle.org/tools_citationguide.html) or similar.

Assessment Task 3

Written examination [75% if not completing the Optional Individual Project, otherwise 55%]

The final written examination will be in the Semester 1 examination period. It will be a 3-hour closed book exam.

Centrally administered examinations through Examinations, Graduations & Prizes will be timetabled prior to the examination period. The due date listed in the assessment summary is the earliest possible date. Please check ANU Timetabling for further information. Exam scripts will not be returned. Students may view their exam scripts by appointment during scheduled sessions at the RSA school office.

Academic Integrity

Academic integrity is a core part of our culture as a community of scholars. At its heart, academic integrity is about behaving ethically. This means that all members of the community commit to honest and responsible scholarly practice and to upholding these values with respect and fairness. The Australian National University commits to embedding the values of academic integrity in our teaching and learning. We ensure that all members of our community understand how to engage in academic work in ways that are consistent with, and actively support academic integrity. The ANU expects staff and students to uphold high standards of academic integrity and act ethically and honestly, to ensure the quality and value of the qualification that you will graduate with. The University has policies and procedures in place to promote academic integrity and manage academic misconduct. Visit the following Academic honesty & plagiarism website for more information about academic integrity and what the ANU considers academic misconduct. The ANU offers a number of services to assist students with their assignments, examinations, and other learning activities. The Academic Skills and Learning Centre offers a number of workshops and seminars that you may find useful for your studies.

Online Submission

You will be required to electronically sign a declaration as part of the submission of your assignment. Please keep a copy of the assignment for your records. Unless an exemption has been approved by the Associate Dean (Education) submission must be through Turnitin.

Hardcopy Submission

For some forms of assessment (hand written assignments, art works, laboratory notes, etc.) hard copy submission is appropriate when approved by the Associate Dean (Education). Hard copy submissions must utilise the Assignment Cover Sheet. Please keep a copy of tasks completed for your records.

Late Submission

Individual assessment tasks may or may not allow for late submission. Policy regarding late submission is detailed below:

• Late submission permitted. Late submission of assessment tasks without an extension are penalised at the rate of 5% of the possible marks available per working day or part thereof. Late submission of assessment tasks is not accepted after 10 working days after the due date, or on or after the date specified in the course outline for the return of the assessment item. Late submission is not accepted for take-home examinations.

Referencing Requirements

Accepted academic practice for referencing sources that you use in presentations can be found via the links on the Wattle site, under the file named “ANU and College Policies, Program Information, Student Support Services and Assessment”. Alternatively, you can seek help through the Students Learning Development website.

Returning Assignments

Student work is submitted, held and graded electronically. Copies are not returned. Individual feedback will be provided as comments on Wattle.

Extensions and Penalties

Extensions and late submission of assessment pieces are covered by the Student Assessment (Coursework) Policy and Procedure. The Course Convener may grant extensions for assessment pieces that are not examinations or take-home examinations. If you need an extension, you must request an extension in writing on or before the due date. If you have documented and appropriate medical evidence that demonstrates you were not able to request an extension on or before the due date, you may be able to request it after the due date.

Resubmission of Assignments

Assignments cannot be resubmitted.

Privacy Notice

The ANU has made a number of third party, online, databases available for students to use. Use of each online database is conditional on student end users first agreeing to the database licensor’s terms of service and/or privacy policy. Students should read these carefully. In some cases student end users will be required to register an account with the database licensor and submit personal information, including their: first name; last name; ANU email address; and other information.
In cases where student end users are asked to submit ‘content’ to a database, such as an assignment or short answers, the database licensor may only use the student’s ‘content’ in accordance with the terms of service – including any (copyright) licence the student grants to the database licensor. Any personal information or content a student submits may be stored by the licensor, potentially offshore, and will be used to process the database service in accordance with the licensors terms of service and/or privacy policy.
If any student chooses not to agree to the database licensor’s terms of service or privacy policy, the student will not be able to access and use the database. In these circumstances students should contact their lecturer to enquire about alternative arrangements that are available.

Distribution of grades policy

Academic Quality Assurance Committee monitors the performance of students, including attrition, further study and employment rates and grade distribution, and College reports on quality assurance processes for assessment activities, including alignment with national and international disciplinary and interdisciplinary standards, as well as qualification type learning outcomes.

Since first semester 1994, ANU uses a grading scale for all courses. This grading scale is used by all academic areas of the University.

Support for students

The University offers students support through several different services. You may contact the services listed below directly or seek advice from your Course Convener, Student Administrators, or your College and Course representatives (if applicable).

• ANU Health, safety & wellbeing for medical services, counselling, mental health and spiritual support
• ANU Diversity and inclusion for students with a disability or ongoing or chronic illness
• ANU Dean of Students for confidential, impartial advice and help to resolve problems between students and the academic or administrative areas of the University
• ANU Academic Skills and Learning Centre supports you make your own decisions about how you learn and manage your workload.
• ANU Counselling Centre promotes, supports and enhances mental health and wellbeing within the University student community.
• ANUSA supports and represents undergraduate and ANU College students
• PARSA supports and represents postgraduate and research students