Seminar Corporate Governance

Faculteit Rechtsgeleerdheid
Jaar 2018/19
Vakcode RGMHA51006
Vaknaam Seminar Corporate Governance
Niveau(s) master
Voertaal Engels
Periode semester II a (Blok 3)
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Uitgebreide vaknaam Seminar Corporate Governance
Leerdoelen A student who has successfully completed this course will:
- have acquired a thorough knowledge of and insight into several aspects of the corporate governance debate concerning listed companies and should be able to apply this knowledge in (international) practice.
- be able to independently assemble, assess and apply relevant facts, legislation, case law and literature in order to solve issues of corporate governance such as conflict of interests, protection of (minority) shareholders and liability of directors.
- be able to critically examine, assess and discuss both orally and in written form the legal effects of rules on corporate governance to be found in national laws (hard law) and codes on corporate governance (soft law).
Omschrijving All over the world there are extensive discussions and numerous (legislative but especially non-legislative) initiatives regarding the governance of companies whose securities are listed on a stock exchange (hereafter: listed companies). The aim of this module will be achieved through the study of several national laws and codes on corporate governance and by comparing them. In this respect the participants are required to independently assemble, assess and apply relevant facts, legislation, case law and literature when making the weekly assignments on an aspect of corporate governance. Furthermore each participant will have to give a short presentation and take an active part in the in-class discussions. Finally the participants are required to write a final paper on a chosen aspect of corporate governance.
During the course several aspects of the corporate governance debate will be discussed such as: the apply or explain mechanism of codes of corporate governance, the rules on conflict of interests, the rights and protection of (minority) shareholders (e.g. oppression remedies, sell-out and squeeze-out rights), the structure of the board of directors (one-tier or two-tier), the liability of (executive and non-executive) directors, derivative actions, worker’s participation rights and finally takeovers bids and defensive measures. In this respect attention will be given to aspects of corporate governance in the home country laws and practices of the participants.
Uren per week 2
Onderwijsvorm seminaar
(7 2-hours seminar. Weekly group-assignments (two participants), presentation, in-class discussions, individual paper.)
Toetsvorm opdracht(en), paper
(The module will be assessed on the basis of the groupassignments, the presentation, the in-class discussions and the individual paper.)
Vaksoort m5-niveau, juridisch
Coördinator prof. mr. dr. J.N. Schutte-Veenstra
Docent(en) mr. P.P. de Vries ,mr. E.E.G. Gepken-Jager ,prof. mr. M.L. Lennarts ,prof. mr. dr. J.N. Schutte-Veenstra ,mr. dr. H.H. Voogsgeerd
  • This course is only accessible for students that have been fully admitted to a master's degree programme within the Faculty of Law (LLM).
  • This course is not open to non-law exchange students.
  • Not accessible for students who have passed the seminar International and Comparative Corporate Governance before 1-9-2015.
Opgenomen in
Opleiding Jaar Periode Type
LLM International Business Law 1 semester II a compulsory