The aim of this course is to inform students about the history, development and principles of corporate governance and the most up-to-date practices in the world and in Turkey. Corporategovernance is a critical area for businesses to manage their resources in the most effective way, to attract international investments, and to increase the competitiveness of organizations. In this context, the course, which will be reinforced with examples of corporate governance practices from around the world and from Turkey, will be explained as the basic components of corporate governance, as well as the relations between company shareholders, the board of directors and company management, and all relevant social stakeholders.
Prerequisite(s)
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Corequisite(s)
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Special Requisite(s)
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Instructor(s)
Assist. Prof. Dr. Andaç Toksoy
Course Assistant(s)
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Schedule
Tuesday, 09:00-10:50, CATS Meeting
Office Hour(s)
Thursday, 14:00, Ataköy Campus, 4-A
Teaching Methods and Techniques
Presentation, case study, discussion
Principle Sources
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Ders Notu/Ders Kitabı: Alp, A. ve S. Kılıç. (2014). Kurumsal Yönetim: Nasıl Yönetilmeli? İstanbul: Doğan Kitap.
Larcker, David F., Tayan, Brian. (2015) Corporate Governance Matters: A Closer Look at Organizational Choices and Their Consequences (2nd edition), Pearson FT Press.
Shleifer, Andrei, and Robert W. Vishny. (1997) “A Survey of Corporate Governance.”, Journal of Finance, 52: 737-783.
Aras, Güler, Aluchna, Maria. (2015) Transforming Governance: New Values, New Systems in the New Business Environment, Aldershot, Gower, UK
Işık, Özcan, Dr. (2018), Kurumsal Yönetim ve Firma Yönetim Kurulu, İstanbul, Kriter Yayınevi, İstanbul.
Gürbüz, A. O. ve Ergincan, Y. (2004). Kurumsal Yönetim: Türkiye’deki Durumu ve Geliştirilmesine Yönelik Öneriler, İstanbul: Literatür Yayınları.
Uzkaralar, Önder. (2017), Kurumsal Yönetim ve Sermaye Maliyeti, Akademisyen Kitabevi, Ankara.
İskenderoğlu, Ömer ve Saygın, Oğuz. (2014), Kurumsal Yönetim ve Sermaye Yapısı, Karahan Kitabevi, Adana.
Corporate governance theories: Social Contract Theory, Legitimacy Theory, Integrity.
Presentation, case study, discussion
5. Week
Cost and requirements of corporate governance: Potential cost elements for companies, costs incurred by regulatory agencies.
Presentation, case study, discussion
6. Week
Benefits of good corporate governance: Resolution of conflicts in management, confronting and responding to external and internal pressure, efforts to improve the company's rating, increased mergers and acquisitions, low cost of capital, balancing the wishes of shareholders, access to external finance, increased operational efficiency, improved share performance. increase, etc. other benefits.
Presentation, case study, discussion
7. Week
Mid-term
Mid-term
8. Week
Board of directors and its importance in terms of corporate governance, internal audit, internal control, corporate risk management
Presentation, case study, discussion
9. Week
The birth and development process of corporate governance principles in the world: Cadbury Report (1992), King Report I (1994), King II (2002), King III (2009), Greenbury Report (1995), Hampel Report (1998), Unified Code (1998) ) - Update (2003), Millstein Report (1998), OECD Principles of Corporate Governance (1999) - Update (2004), (2015), Sarbanes-Oxley Act (2002), Higgs Report (2003)
Presentation, case study, discussion
10. Week
Studies on corporate governance in Turkey: Corporate governance best practice code, studies conducted by CMB on corporate governance: 2499 CMB Corporate Governance Principles and 2008 regulation, CMB 2011 regulations, Capital Markets Law No. 6362 and 2014 corporate governance principles, Turkish Commercial Code Regulations on corporate governance in Turkey.
Presentation, case study, discussion
11. Week
The development process of corporate governance in Turkey: Corporate governance principles in Turkey with the "Corporate Governance Communiqué" numbered II-17.1, prepared within the scope of compliance with the Capital Markets Law (CMB) numbered 6362.
Presentation, case study, discussion
12. Week
Basic concepts and processes related to the rating of compliance with corporate governance principles: Rating processes, methodology, rating grades and evaluation.
Presentation, case study, discussion
13. Week
Corporate Governance and Sustainability Indices
Presentation, case study, discussion
14. Week
Final
Final
15. Week
Final
Final
16. Week
Final
Final
17. Week
Final
Final
Assessments
Evaluation tools
Quantity
Weight(%)
Midterm(s)
1
40
Final Exam
1
60
Program Outcomes
PO-1
Demonstrates a basic level of understanding in related disciplines (such as economics, sociology, psychology, quantitative sciences, etc.) that form a foundation for business administration, and makes use of and applies them to the field of business.
PO-2
Applies mathematical, scientific and social knowledge to business problems.
PO-3
Demonstrates a basic level of understanding in business functions and management (such as management, production, marketing, accounting, finance, human resources, behavioural sciences, etc.) and interprets the theoretical arguments focusing on interactions between the actors and the cultures in the field.
PO-4
Determines how to use acquired theoretical and practical knowledge and skills related to business in application and field analysis and applies them.
PO-5
Identifies and evaluates the relations in the field of business; describes the problems and presents analytical solutions through modelling and interpreting (critical thinking).
PO-6
Designs a business process in any functional stage that complies with identified objectives.
PO-7
Develops effective business communication skills (written-verbal/formal-informal).
PO-8
Owns effective working skills individually or on a team in business and multidisciplinary fields.
PO-9
Acts with a sense of professional and ethical responsibility.
PO-10
Improves effective verbal and written communication skills in Turkish, and acquires competence in minimum one foreign language.
Learning Outcomes
LO-1
Defines the concept of corporate governance, demonstrates the ability to analyze institutional structures and evaluate their reflections in practice.
LO-2
Express corporate governance principles and relations between concepts.
