Training Course: Corporate Governance
Objectives:
The objectives of the course include as follows:
 To familiarize with the concept of the corporate governance.
 To give knowledge on role of directors, shareholders and other stakeholders.
 To update on approaches and tools of the corporate governance.
 To enhance knowledge on the role of the professionals.
Session
Session- 1
Session-2
Session-3
Session-4
Session-5
Session-6
Session-7
Session-8
Session-9
Main Topics
Sub Topics
 Definition and concept of Corporate Governance
Introduction to
 History and emergence of Corporate Governance. Global and
Corporate Governance
Nepalese History
 Principles and theories of Corporate Governance
 Major Problems of Corporate governance in large companies
 Problems of Corporate governance in Nepalese companies
Corporate Governance
 Necessity of corporate governace
Problems and necessity
 Corporate governance issues in state owned enterprises and
public services
 Enron
Case studies of Corporate
 Barings
Governace
 Satyam Computers
 Gorkha Development Bank/ Nepal Development Bank
 Meaning and Types of Director
Corporate Governance
 Constitution/ power and functions of Bod
and Directors Role
 Directors Duties and responsibility
 Directors role in promoting Corporate Governance
 Meaning and nature of shares
Corporate Governance
 Role of Shareholders in the Company
and Shareholders Role
 Role of shareholders in ensuring corporate governance
 Corporate Governance and employees
Corporate Governance
and other stake holders
 Corporate Governance and Corporate Social responsibility
and their role
 Corporate Governance and Civil Society
 Approaches under English Combine Code 2003
Approaches of Corporate
 OECD Principles of Corporate Governance
Governance
 Approaches of Corporate Governance under Nepalese
Companies Act 2006
 Necessity of corporate governance in market economy
Corporate Governance as
 Tools of strengthening Corporate Governance
a tools for Cororate
 Benefits of Corporate Governance
success
 Liability for failure to observe rules of Corporate Governance
 Definition and importance of professional
Roles of professionals for
 Principles of professionalism
promoting corporate
 Roles of lawyers/Legal Officers/Legal Advisers in Corporate
governance
Governance
 Role of Company Secretary
References
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Business and Society.
2. C .Crook, The Good Company (2005) 374(8410), The Economist, Jan 22.
3. Confederation of British Industry’s Responsibilities of the British Public Company: Final Report of the
Company Affairs Committee, [CBI,1973],
4. Department of Trade and Industry, Company Law Reform (1973) Cmnd 5393 HSMO London.
5. EV. Rostow, Whom and For What Ends is Corporate Management Responsible? in E Mason (ed),
(1959) (44), The Corporation in Modern Society
6. R Godddard, ,“Modernising Company Law”: The Governments White Paper, (2003) may, Vol 66 The
Modern Law Review
7. M. Friedman, The Social Responsibility of Business is to increase its profits, 1970, 13 Sep The New
York Times Magazine.
8. RA Dahl, A prelude to Corporate Reform, (1972)Business and Societyy Review .
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Review.
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University Press.
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2000]
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Publishing Limited,1996]
15. E. Freeman, Strategic Management: A Stakeholder Approach, [Pitman Press, Boston, 1984]
16. Gower, Principles of modern Company Law 5th edition [London: Sweet & Maxwell, 1992]
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[Oxford: Oxford University Press, 2005].
18. J. Solomon, Corporate Governance and Accountability, 2nd edition [England: John Wiley & Sons,
Ltd,, 2007]
19. JE Parkinson, ‘Corporate Power and Responsibility, [Clarendon: Clarendon Press,1933]
20. H Margaret, The British CSR Strategy: How a Governments Support the Good Work. In Judith
Hennigfeld, Manfred Pohl and Nick Tolhurst (ed) The ICCA Handbook on Corporate Social
Responsibility[England: John Wiley & Sons,Ltd, 2006]
21. The Institute of Companies Secretaries of India, Corporate Governance, modules of Best Practices,
Fourth Edition [New Delhi: ICSI, 2006]
22. CBI Principles of Corporate Conduct 1973
23. Code of Best Practices 1992
24. Combined Code of Corporate Governance 2003
25. Turnbull Report 1999
26. Cadbury Report 1991
27. Higgs Report 2003