Fundamentals of Corporate Governance

This two-day seminar. Overview of the various corporate governance systems/trends in the world; including the Anglo-Saxon model; Keiretsus and Chaebols in Asia, State Capitalism in China and Brazil, Universal Banking system in Europe. Discussion of the history of equity market development and corporate governance from the time of the Dutch and British trading companies to modern day Sovereign Wealth Funds. History and regulatory overview of US givenace system and trend in corporate activism. Sarbanes-Oxley and Dodd-Frank changes discussed as well.

No sessions currently available. Contact client services to get the next available date.
CPE CREDITS
14.0
Corporate directors and officers, executives, managers, portfolio managers.
No advance preparation required.
Students will be able to:
  • An understanding of the background and history of corporations and the rules and regulations that govern them
  • An understanding as to why most corporations file in Delaware
  • Practical understanding of Sarbanes-Oxley, corporate Activism and knowledge regarding recent corporate governance initiatives
None
Background/History
  • Shareholders
  • Stakeholders
  • Evolution of modern corporation
  • Legal system
  • History of rules/regulations
  • Institutional Investors
  • - Mutual funds
  • - Pension plans

Delaware Corporate Law

  • Role of the Board
  • Business Judgment Rule
  • Fiduciary duty
  • - Duty of care
  • - Duty of loyalty
  • Takeovers
  • Minority shareholders

Sarbanes-Oxley

  • Enron/Worldcom
  • Listing standards
  • Independent directors
  • CEO certification
  • CFO certification
  • Lead directors

Corporate Activism

  • Hedge funds
  • Mutual funds
  • Benefits of activism
  • Limits on activism
  • Conflicts of interest
  • Convergence of private equity/hedge funds

Recent Corporate Governance Initiatives

  • Shareholder proposals
  • - Voting
  • - Withdrawn
  • Excessive pay
  • Aspen principles
  • CEO/Chairman
  • Green/Global warming

Clients who register for this course will receive a complimentary 4-month subscription to FT.com. The Financial Times is the world's most respected financial newspaper, providing a broad assessment on finance, business and the industrial sector. The move to the electronic version follows an ongoing review of our environmental responsibilities as a global business and as part of the Pearson group. FT.com also has features that are not available in hard copy, such as: Special Reports, Alphaville, editor blogs, education sections and much more! Subscriptions will start within 6-8 weeks of the start of class and are limited to one subscription per client. (Please note: as of May 1, 2011, the electronic subscription replaces the hard-copy 3-month Financial Times subscription.)

Lunch is included for all students taking day classes.