FIN903S Corporate Governance

School of Business Administration in Karvina
Winter 2009
Extent and Intensity
1/2/0. 5 credit(s). Type of Completion: z (credit).
Guaranteed by
Ing. Michaela Roubíčková, Ph.D.
Department of Finance and Accounting – School of Business Administration in Karvina
Course Enrolment Limitations
The course is offered to students of any study field.
Course objectives (in Czech)
The goal of the course is to explain basic features of corporate governance. It covers topics as a conception of corporate governance, models of corporate governance (system functioning in USA, Great Britain, Germany and Japan), dividend policy and capital structure.
Syllabus (in Czech)
  • 1. Definition of the corporation.
    Conception and definition of the organization forms of the firm, the factors of the corporation creation, advantages and disadvantages of corporation, definition of the public and closed corporation, legal regulations of the corporations in selected countries (especially in EU), concern and holding.

    2. Microeconomics excursion, differences in approach of neoclassical theory of the firm and institutional economics.
    The view of traditional neoclassical theory of the firm and neoinstitutional economics, agency conflict and agency costs.

    3. Conception of corporate governance, its signification, determination of financial systems and differences in contractual relations.
    Control oriented finance, arm's-lenght finance, contract incompleteness.

    4. Models of corporate governance.
    Outsider system, insider system, advantages and disadvantages, stockholder value theory, shareholder value theory, control and regulation mechanisms in corporate governance models (corporate law, antitrust law, law for regulation of acquisitions an mergers, etc.). System functioning in USA, Great Britain, Germany and Japan.

    5. The role of the capital markets in corporate governance.
    Definition of takeover, acquisition and merger, ways of the hostile takeover and defense against takeover, advantages and disadvantages of takeover.

    6. The role of the banks in corporate governance.
    Legal restriction of investments in chosen countries, roles of banks in corporate governance, pro-and-con of banks acting like active investors, other types of institutional investors and their impact on corporate governance.

    7. The theory of the capital structure and determination of the optimal capital structure.
    The most important theoretical views on capital structure. Definition of optimal capital structure in different types of corporations, models of corporate financing in chosen countries.
    8. Dividend policy and its signification.
    Dividend policy as a compromise between retained earnings and cash pay-out. Theory of dividend policy, its genesis. Dividend irrelevance and relevance school.
    9. Dividend policy in practice.
    Types of dividend policy. Dividends and their classification. Dividend pay-out procedures: examples in USA, Germany and Czech Rep. Re-purchasing of shares as an alternative to dividend policy. Types of re-purchasing of shares. Effect of re-purchasing of shares. Dividend re-investment plan.
    10. Specificity of corporate governance in the Czech Republic
    Analysis of financing and corporate governance of joint-stock companies in the Czech Rep. Factors influencing capital structure and dividend policy of joint-stock companies. Problems by exercising of ownership rights, voucher privatization and its impact on ownership structure, opinions of economic theory and practice on current entrepreneur environment and improvement suggestions

Literature
    required literature
  • Časopisecké články z The Economis. info
  • BREALEY, RA., MYERS, SL. Teorie a praxe firemních financí. Praha: Victoria Publishing, 1992. info
Language of instruction
Czech
Further comments (probably available only in Czech)
The course can also be completed outside the examination period.
The course is also listed under the following terms Winter 1990, Summer 1991, Winter 1991, Summer 1992, Winter 1992, Summer 1993, Winter 1993, Summer 1994, Winter 1994, Summer 1995, Winter 1995, Summer 1996, Winter 1996, Summer 1997, Winter 1997, Summer 1998, Winter 1998, Summer 1999, Winter 1999, Summer 2000, Winter 2000, Summer 2001, Winter 2001, Summer 2002, Winter 2002, Summer 2003, Winter 2003, Summer 2004, Winter 2004, Summer 2005, Winter 2005, Summer 2006, Winter 2006, Summer 2007, Winter 2007, Summer 2008, Winter 2008.
  • Enrolment Statistics (recent)
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