Course Description

Course Name

Corporate Governance

Session: VSOS3221

Hours & Credits

3 Credits

Prerequisites & Language Level

Taught In English

  • There is no language prerequisite for courses at this language level.


The course is composed of four parts. In PART ONE, it discusses the objective of a
corporation, how selfish managers can diverge from this (agency problem), and the
channels through which they can expropriate shareholders? wealth for their own private
benefits (tunneling). In the two subsequent parts, the course explains how such
misbehaviors can be curbed by internal and external forces. In PART TWO, the course
discusses how board of directors (independent outside directors in particular) can monitor
and control the agency problem of corporate executives. It also explains how executive
compensation can be designed to better align the interests of corporate executives and the
firm. CEO turnover and CEO succession issues are also covered. In PART THREE, the
course addresses how external forces, such as hostile takeovers, proxy fights, shareholder
litigations, supervisors, prosecutors, and judges can monitor and discipline corporate
executives. PART FOUR covers the governance issues in banks.

The course has a number of distinct features. First, the course gives special attention to
the economics of hostile takeovers. The course assigns two and a half weeks (!!) on this
topic. Second, it gives special attention to the governance of banks too. Third, the course
discusses governance not only in the US context, but also introduces many policy debates
and real world examples in the Korean context. Fourth, the course aims to equip students
with the basic knowledge and the know-how to develop themselves into corporate
governance analysts. To this end, the course is designed to be as practical as possible.

*Course content subject to change