DEPARTMENT OF MANAGEMENT STUDIES (MFM)

CHRIST UNIVERSITY
BANGALORE
COURSE PLAN

COURSE: 2 & 4 MFM Subject Teacher Mrs. Jyothi Kumar

Coordinator – BBA
Dept of Management Studies

Subject: Corporate Governance and Business Ethics Total Hours: 56

Objectives
• To familiarize the students, the concept of Corporate Governance and Business
Ethics.
• To develop an understanding about the Corporate Governance Compliance
System for Board of Directors in India.
• To develop an understanding about the changing, Corporate Governance and it’s
legal framework .

Subject Requirements
1. Attendance
Students are required to attend all lectures during the semester. Active
participation in class discussions is an important requirement.
2. Assignments
. Written work should strive to meet the following requirements:
- use clear, concise expression;
- provide coverage of major points;
- use fluent and logical analysis, discussion, criticism or argument where
appropriate (this is important because it is an indicator a student’s
understanding of a subject);
- observe the word limit where applicable (the purpose of word limits is to
force precision of thought and analysis on the writer).

In presenting work, students must:

- acknowledge the sources of direct quotes in footnotes at the bottom of the
page on which quotes are used;
- avoid using long quotations; a student’s own accurate paraphrasing is
preferable;
- acknowledge in footnotes specific ideas read from source material, even if
a direct quote has not been used;
- use quotes wisely - to summarize a point of view, to back up a student’s
own opinions, or as a basis for discussion;
- attach a bibliography at the end of your assignment.
3. Special Consideration
If a student’s work is seriously affected by illness or other cause, students are advised
to intimate the facilitator and seek extra time to complete task, failing which the
assignments shall not be considered for evaluation. Where work is accepted after the
due date on any grounds the work will be assessed at a lower grade.
4. Research Assignment
Assignment or Research Paper: Write a 1000 word research essay about the subject.
Students are advised to read the textbook and choose a particular topic related to the
course material. The facilitator must approve the topic of the research paper. The essay
must have at least 5 references from the professional journals and textbooks.
Due date: The research assignment must be submitted as Continuous Internal
Assessment II ( CIA II ) - latest submissions by the First week of December 2010.

Module Contents Week & Methodology

number and No. of Hrs
Name
Module 1 Concept of corporate Governance, Wk 1 Lecture &
Evolution of Evolution-Introduction-Need and Discussion
Corporate Importance-Genesis-abroad-OECD
Governance in Principles of Corporate Governance-
India and Genesis in India-Development in
Abroad India.The Naresh Chandra 4 hrs
Committee,The Kumar Mangalam
Birla.,The Narayana Murthy
Committee
Presentations on Corporate Wk 2 Seminar
Governance of Contemporary presentaions
Organizations across sectors 4 hrs
Module 2 Clause 49-Corpoorate Governance Wk 3, 4, & Lecture &
Provision Board of Directors -Audit Committee- 5 Discussion
regarding Subsidiary Companies-Disclosures-
Corporate CEO and CFO Certification-Report on
Governance in Corporate Governance-Compliance Analysis of
the Listing Comparison between Old Clause 49 real life
Agreement: and New Clause -Model Listing 12 hrs business
Agreement for Listing of Debt cases
Securities-Information to be placed
before Board of Directors
Suggested List of Items to Be Included
In the Report on Corporate
Governance in the Annual Report of
Companies:
1.A brief statement on company’s
philosophy on code of corporate
 governance.- 2.Board of Directors-
3,.Audit Committee- 4.Remuneration
Committee- 5.Shareholders
Committee- 6.General Body
Meetings-7. Disclosure-.Means of
communication- 9.General
Shareholder Information
Non-mandatory Requirements:
1.The Board-2.Remuneration
Committee-3.Shareholders Rights-
4.Audit-Qualifications-5.Training of
Board Members -6.Mechanism for
evaluating non-executive Board
Members-7.Whistle Blower Policy
Report on Corporate-Governance-
Compliance

Activity – Analysis and Debate on the Wk 6 Debate and

topics related to Module 2 – Group Moderation
activity. 2 hrs
Module 3 Training and Professional Wk 7 & 8 Lecture &
Board Development of Board Members- Discussion
Governance Succession Planning 8 hrs
and
Independence:

Module 4 Good Boardroom Practice: A Code Wk 9, 10 & Lecture &

Board Systems for Directors and Company Secretaries 11 Discussion
and Code of Conduct for Board of
Procedures: Directors and Senior Management
Guidelines for Companies. 12 hrs Analysis of
Wipro –Code of Conduct -Tata Code real life
of Conduct- Infosys Technologies business
Code of Corporate Governance- cases
Whistle Blower Policy

Module 6 Disclosures as per the companies Practical

Disclosure Act,1956 12 applications
Requirements Disclosures may be made in respect of
& Reporting but not limited to--Financial and Lecture &
Requirements operating results-Company objectives- 4 hrs Discussion
Ownership-Related party transaction-
Board-Remuneration of the boards-
Risk

Module 7 Business & Factors influencing Wk 13 and Lecture &

Business Business -Business Ethics-Approaches 14 Discussion
Ethics : to Business Ethics-Ethical standards
and Business Ethics-Conflicts between
Business Demand and Professional Analysis of
. Ideals-Seven General Moral principals 8 hrs real life
for the managers. Suggestions to business
improve organization’s ethical climate cases

Assessments:

1. CIA I – Mid Semester Examination – 25%

2. CIA II – Written Assignments – 10% - Write a 1000 word research essay about
the subject. Students are advised to read the textbook and choose a particular topic
related to the course material. The facilitator must approve the topic of the
research paper. The essay must have at least 5 references from the professional
journals and textbooks.
Due date: The research assignment must be submitted as Continuous Internal
Assessment II ( CIA II ) - latest submissions by the First week of December
2010.

3. CIA III – Presentations – 10% - Presentations on Corporate Governance of

Contemporary Organizations across sectors

4. Attendance – 5%

5. End Examinations – 50%