Finance Foundations: Corporate Governance
2h 3mIntermediate2021-10-28
Authors
Jim Stice
Professor of Accounting at BYU
Kay Stice
Professor of Accounting at the BYU Marriott School of Management
Course details
In this course, Jim and Kay Stice explore the foundations of corporate governance, including key aspects and considerations when creating a corporate governance plan. They look at various roles in an organization and draw connections between those roles and the financial overview needed to maintain business financial integrity. Along the way, they share stories about companies that failed in integrity, and how we can learn from those stories to avoid future financial failings. These stories also illustrate the creation of some regulatory laws, such as the Sarbanes-Oxley Act.
Skills covered
Corporate FinanceFinance and AccountingDeep Dive (X:Y)
Concepts
0. Introduction
- 01 - Understanding corporate governance
1. Overview of Corporate Governance
- 02 - History of the modern corporation
- 03 - Benefits and costs of organizing a business as a corporation
- 04 - Corporations operate as republics
- 05 - Difference between the CEO and the chairman of the board
2. Board of Directors
- 06 - What kind of people are chosen to be corporate directors
- 07 - Voting for directors
- 08 - Executive vs. non-executive directors
- 09 - Nominating committee
- 10 - Interlocking boards - The case of the Japanese keiretsu
3. Audit Committee
- 11 - Scandals leading to Sarbanes-Oxley
- 12 - Qualifications of directors on the audit committee
- 13 - Audit committee and the external auditor
4. Compensation Committee
- 14 - Management objective - Maximize shareholder wealth
- 15 - Earning-based bonus plans
- 16 - Stock-based compensation
- 17 - How much does your corporate executive friend make
5. Shareholder Activism
- 18 - Free cash flow and the danger of entrenched management
- 19 - Proxy advisory firms
- 20 - Hostile takeovers, corporate raiders, and the Williams Act
- 21 - Poison pills and golden parachutes
- 22 - Leveraged buyouts (LBO)
6. Corporate Responsibility to All Stakeholders
- 23 - Employees and the German corporate board structure
- 24 - Responsibility to customers and suppliers
- 25 - Responsibility to local communities
- 26 - Responsibility to lenders
- 27 - Environmental, social, and governance (ESG) issues
Conclusion
- 28 - Strategic direction and mission statements