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Strategic Leadership and Corporate Governance (18BBA80839)

General information

Type:

OP

Curs:

3

Period:

S semester

ECTS Credits:

4 ECTS

Teaching Staff:

Group Teacher Department Language
Yulia Ponomareva Dirección General y Estrategia ENG

Prerequisites

This is an advanced course, which is recommended to be taken at the 3rd and 4th year of bachelor programme, requiring a basic knowledge of accounting and strategic management.

Course Learning Objectives

The main objective of the course is to familiarize students with key concepts, assumptions and theories underlying the field of corporate governance with emphasis on strategic leadership perspective. Because it is an evolving subject area, the idea of the course is then to provide you with an exposure to some of the core debates concerning upper echelons in organizations and their impact on strategic outcomes. The course will emphasize the following objectives:

- Each student should develop a mental model of corporate governance system and should be able to understand its key actors, their power and influence.
- Each student should be able to develop a set of skills to manage corporate governance issues from a variety of different perspectives
- Each student should be able to analyze, critically evaluate governance systems in different contexts and develop new ideas to advance some of their parts
- Each student should be able to communicate verbally and in writing, state of the art knowledge and new ideas about improvement of corporate governance systems and practices.


CONTENT

1. Introduction to corporate governance: An Agency View

During this session we will provide a general overview of the course. We will discuss the main approaches to corporate governance and dominating theories within the field. We will identify and analyze key actors and how they exercise their influence on companies in different institutional contexts.

Assigned readings:
Abdullah H., Valentine N. 2009. Fundamental and Ethics Theories of Corporate Governance, Middle Eastern Finance and Economics, 4

2. Introduction to Corporate Governance: A Stewardship View

During this session we will continue discussing main theories of corporate governance and their assumptions about the drivers of individual behavior.

Warsh, D. 1989. How selfish are people - Really? Harvard Business Review, 67: 26-34.

Sundamurthy, C., & Lewis, M. 2003. The paradoxes of governance, The Academy of Management Review, 397-415.

3. Executive Leadership

During this session we will focus on the role of top executives in strategy and governance of a corporation. The key topics will be managerial discretion, the role of incentives and motivation, and the influence of individual characteristics on organizational outcomes.

Assigned readings:
Finkelstein, S. Hambrick, D. and Canella, A. (2009). Chapter 5 ¿Top Management teams¿ in Strategic leadership: Theory and research on executives, top management teams, and boards. USA:OxfordUniversity Press.'

Kahneman, D., Lovallo, D.& Sibony, O. (2011). Before you make that big decision.... Harvard business review. 89. 50-60, 137.

4. The Evolution of the Board

During this session we will discuss evolution and effectiveness of directors roles. The focus of the session will be boards' structure, dynamics and processes and their influence on value creation.

Assigned readings:
Chapter 3 Directors: Monitoring in Monks R.A.G and Minow N. 2004. Corporate Governance, Third edition, Oxford: Blackwell.

Sonnenfeld, J.A., Kusin, M. and Walton, E. 2013. What CEOs Really Think of Their Boards, Harvard Business Review

5. Ownership, Control and Firm Performance

In this session we will contrast and compare different types of business owners, their objectives, needs and strategies they use to exercise influence their firms.

Assigned readings:
Fox, J., & Lorsch, J.W. 2012. What good are shareholders? Harvard Business Review, July-August, 49-57.

Connelly, B. L., Hoskisson, R. E., Tihanyi, L. & Certo, S. T. (2010) Ownership as a form of corporate governance, Journal of Management Studies, 47(8): 1561-1589.

6. The Gatekeepers of the Market

This section will focus on the role of auditors, media, and financial analysists in the governance practices in corporations.

Assigned readings:
Weiss, L. 2012. If the Auditors Sign Off, Does That Make It Okay? HBR

Bednar, M. K. 2012. Watchdog or lapdog? A behavioral view of the media as a corporate governance mechanism. Academy of Management Journal, 55: 131-150.

7. The Ideology of Corporate Governance

At this section we will discuss ideology, values and ethics in corporate governance.

Assigned readings:
Mukunda, G. 2014. The price of Wall street power. Harvard Business Review

Case study: Dell¿s eclipse as a public corporation. The case of corporate governance
Assignment: 1 Page Case write-up due to the beginning of the session

8. Course Wrap up: Bundles of corporate governance mechanisms

During this section we will conclude the course by going over the key mechanisms of corporate governance and discussing their joint influence within different types of institutional contexts.

9. Team project presentations

10. Final exam

Relation between Activities and Contents

1 2 3 4 5 6 7 8 9 10
Team Project                    
Class Participation                    
Final Exam                    
Case write ups                    
Readings Presentation                    

Methodology

Classes will be organized as interactive sessions combining teaching cases, tutoring, lectures and class discussions. Senior executives, auditors and boards members may be invited to the sessions to share their experience in corporate governance.

Case Study Sessions. Case method has been recognized as a powerful teaching tool that makes learning exciting, inspiring and fun. Cases provide examples of real-life business challenges, which can be analyzed in a safe environment. During the case session you will be asked to "step into the shoes? of the protagonist, analyze the situation and propose a course of action. Prior to case discussion you will need to prepare a short write up before the session answering 3 questions, provided with the case. During the session we will discuss pro's and con's of each of the proposed courses of action.

Interactive lectures The class discussion will be centered around readings assigned to the session. Assigned readings for the classes are drawn from textbooks, scientific articles and business press. The reading materials are strongly related to the topic discussed in the class. The textbook chapters will provide you with basic understanding of the key concepts, while the articles will outline the point of departure for the class discussions. Students will be expected to be familiar with the assigned readings prior to class session. During the class you might be asked to briefly present and critically reflect on the key ideas expressed in the readings.
Some of the sections might have invited guest speakers, that will share their experience related to the topic of the session. The guest presentations will be arranged in a Q&A format.

Tutoring sessions. During the course students will be provided with an opportunity to discuss their class projects with the instructor and will receive feedback on their work.

Communication. Reading materials will be available on the learning platform along with the updates and announcements. It is therefore important that you check regularly course webpage. Presentation slides will be posted on Moodle immediately prior to the session. Interaction among students and between students and the teacher enriches the learning outcomes. During the class session students, at their own initiative, are encouraged to participate actively in the class discussion through asking questions and sharing their experience.

ASSESSMENT

ASSESSMENT BREAKDOWN

Description %
Team Project 20
Class Participation 20
Final Exam 40
Case write ups 10
Readings Presentation 10

Assessment criteria

The evaluation of the course will be based on four components:

1. Class participation 20%

2. Group project 30%

3. Readings presentations 10%

4. Final exam 40%


Class participation. Given the discussion-based nature of the course, student participation is essential to maximize the learning outcomes. Thus class participation accounts for a significant part of the course grade. Students are expected to actively participate in the class discussions providing thoughtful contributions that add to the debate or move it to a new direction.

Group project. Students will work in groups to conduct an in-depth analysis of CG system in a corporation. The aim of the assignment is to critically evaluate the strategic fit of corporate governance system and provide recommendations for its improvements. The outcome of the project is expected to be a written report (10 pages) and a class presentation. All teams will be asked to prepare opposition reports for 2 other groups.

Peer evaluation. To assure equal contribution to the group project work students will be required to submit a peer evaluation.

Final exam. The course will conclude with a written examination. The final exam will include 5 essay questions. Students will have up to 3 hours to answer the questions. The exam will focus on the ability of students to synthesize and apply concepts and theories learned in the course rather than restating the reading materials.

Bibliography

Abdullah H., Valentine N. 2009. Fundamental and Ethics Theories of Corporate Governance, Middle Eastern Finance and Economics, 4.

Finkelstein, S. Hambrick, D. and Canella, A. (2009). Strategic leadership: Theory and research on executives, top management teams, and boards, USA: Oxford University Press.

Kahneman, D., Lovallo, D.& Sibony, O. (2011). Before you make that big decision.... Harvard business review. 89. 50-60, 137.

Fox, J., & Lorsch, J.W. 2012. What good are shareholders? Harvard Business Review, July-August, 49-57.

Connelly, B. L., Hoskisson, R. E., Tihanyi, L. & Certo, S. T. (2010) Ownership as a form of corporate governance, Journal of Management Studies, 47(8): 1561-1589.

Weiss, L. 2012. If the Auditors Sign Off, Does That Make It Okay? Harvard Business Review

Bednar, M. K. 2012. Watchdog or lapdog? A behavioral view of the media as a corporate governance mechanism. Academy of Management Journal, 55: 131-150.

Mukunda, G. 2014. The price of Wall street power. Harvard Business Review.

Timetable and sections

Group Teacher Department
Yulia Ponomareva Dirección General y Estrategia

Timetable

From 2019/2/7 to 2019/3/14:
Each Thursday from 14:00 to 17:00.

From 2019/4/4 to 2019/5/2:
Each Thursday from 14:00 to 17:00. (Except: 2019/4/18)