International Corporate Governance

This subject is not offered in 2011.

Legal Method and Reasoning; Principles of Public Law; Torts; Legal Theory; Constitutional Law; Administrative Law; Contracts; Obligations; Property; Trusts; Corporations Law; or in each case their equivalents.

For the purposes of considering requests for Reasonable Adjustments under the Disability Standards for Education (Cwth 2005), and Students Experiencing Academic Disadvantage Policy, academic requirements for this subject are articulated in the Subject Description, Subject Objectives, Generic Skills, and Assessment Requirements of this entry.

The University is dedicated to providing support to those with special requirements. Further details on the disability support scheme can be found at the Disability Liaison Unit website: http://www.services.unimelb.edu.au/disability/.

Corporate governance is the system by which companies are directed and controlled. This subject takes an international approach to the corporate governance issues of publicly listed companies. It begins with the basic elements of corporate governance, looking at the role of boards of directors, management, shareholders, auditors and other gatekeepers in the modern corporation. It considers executive remuneration and the place of corporate social responsibility within corporate governance. Different models of corporate governance, convergence and divergence, and the role of international standards are discussed. Current issues to be examined are the governance of corporate groups, including multinationals, and the regulation of corporate governance in response to major corporate failures.

A student who has successfully completed the subject should:

• Have acquired specialist knowledge of the common corporate governance problems facing public companies internationally;
• Understand the theoretical and practical concerns of corporate governance in the context of corporate regulation;
• Understand the roles and functions of the board of directors and its relationship with management, shareholders and other stakeholders;
• Have analysed several corporate governance issues of current importance including the governance of corporate groups and the effectiveness of regulatory responses to corporate scandals.

• Research essay 5,000 words (100%)
  
  OR
• Final open-book three-hour examination (100%).

• John Farrar, Corporate Governance Theories, Principles and Practice (3rd ed, 2008, Oxford University Press);
• Thomas Clarke, International Corporate Governance: A Comparative Approach (2007, Routledge).

This subject is not available as a breadth subject.

On completion of the subject, students should have developed the following generic skills:

• Attitudes towards knowledge that include valuing truth, openness to new ideas and ethics associated with knowledge creation and usage;
• The capacity for close reading and analysis of a range of sources;
• The capacity for critical and independent thought and reflection;
• The capacity to solve problems, including through the collection and evaluation of information;
• The capacity to communicate, both orally and in writing;
• The capacity to plan and manage time;
• Intercultural sensitivity and understanding.

In addition, on completion of the subject, students should have developed the following skills specific to the discipline of law:

• Legal research skills, including an ability to:
  
  - Find case law;
  - Find statutes;
  - Find secondary sources;
  - Find and analyse secondary sources, in the disciplines of finance and economics as well as law.
  
• Legal writing skills, including an ability to:
  
  - Use case law as part of legal analysis;
  - Use statutes as part of legal analysis;
  - Use secondary sources as part of analysis.
  
• Identify and summarise legal and other principles;
• Use proper referencing and citation.

This subject has a quota of 50. Please contact the Law Student Centre for enrolment information.

The essay in this subject is regarded as a substantial piece of legal writing for honours purposes.