Course Objectives:
In the wake of highly visible financial scandals such as Parmalet, Enron, WorldCom, global companies are under increasing scrutiny by shareholders, regulators, and even environmental groups. Corporate governance deals with the ways capital providers ensure that they receive an adequate return on their investment. In the U.S., these scandals provided the impetus the Sarbanes-Oxley Act, which requires that boards of directors assume tremendous responsibilities, and be accountable for the regulatory framework that safeguards a company’s invested capital. Although boards delegate decision-making power to managers, they must find ways to monitor and reward managerial performance, manage potential conflicts of interests, and deal effectively with increasingly assertive institutional investors.
You´ll learn to:
• Understand the conflicts of interest between managers, shareholders, and bondholders and
how incentive mechanisms attenuate the conflicts
• Understand the role and responsibilities of corporate boards in protecting shareholders
• Understand the senior management’s role in supporting board activities
• Understand the regulatory environment and it’s implications for top leadership
• Develop a communication strategy for promoting ethical behavior
Topics Covered:
• Conflicts of interest and agency costs
• Board policies, practices and organization
• CEO and senior executive succession planning
• The board and compensating executives
• The legal and regulatory environment
• The board’s role in strategy and mergers & acquisition
• Identifying red flags in ethics and board leadership
• Evaluating deal proposals
• Key financial reporting issues
• Designing an effective board
Target Group: board members, decision makers, company secretary, internal auditors
Duration: 3 days
Faculty: professor from prestigeous US EMBA program
