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Teaching Plan

CORPORATE GOVERNANCE AND FINANCE

Semester V

(Batch 2018-23)

Academic Year 2020-2021

BY

Rajnish Jindal

Symbiosis Law School, Noida


Symbiosis International (Deemed) University, Pune
July 2020 – October 2020
1. INTRODUCTION

Corporate governance is a means whereby society can be sure that corporations and family
businesses are well-run institutions to which investors and lenders can confidently commit
their funds. Corporate governance creates safeguards against corruption and
mismanagement, while promoting fundamental values of a market economy in a democratic
society. Fairness, transparency, responsibility, and accountability are the core values of
corporate governance. In light of the Asian financial crisis, high profile scandals in Russia and
Latin America, and the increased focus placed on governance practices in the Middle East
and North Africa, corporate governance has been brought to the forefront and has become a
major issue for businesses in the increasingly globalized economy. National business
communities are learning and re-learning the lesson that there is no substitute for getting
the basic business and management systems in place in order to be competitive
internationally and to attract investment. At its most basic level, corporate governance deals
with issues that result from the separation of ownership and control. But corporate
governance goes beyond simply establishing a transparent and responsible relationship
between managers and owners. The presence of strong corporate governance standards
provides increased access to capital and thereby aids economic development. Good
corporate governance attracts investors by assuring them that the business environment is
fair and transparent; that companies can be held accountable for their actions or lack
thereof; and those investments can be protected and contracts enforced.

2. LEARNING OBJECTIVES & OUTCOMES

A. Objective (Knowledge, Skills & Employability)


The objective of this course is to develop in the students the following set of skills: general
cognitive intellectual skills; general communicative/ employability skills; and subject specific
skills. It aims at developing following set of skills among the students:

 To provide tools for analysis of a company’s corporate governance system.


(Knowledge & Skills)
 To develop the skills in analysis of Corporate Governance relationship with
companies’ performance. (Knowledge & Skills)
 To acquire the knowledge of basic functions of Corporate Governance, key financial
and non-financial stakeholders, the role of financial and non-financial institutions in a
company’s governance, key concepts of Corporate Governance and Finance.
(Knowledge & Skills)
 To acquire the ability to analyze principles of decision-making, to determine the key
interests of major stakeholders, to analyze the system of Corporate Governance and

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Finance. (Skills & employability)
 To acquire the skills of matching Corporate Governance and Finance decisions and a
company’s strategy, alongside taking ethical and reasonable, data-driven Corporate
Governance and Finance decisions. (Skills & employability)

B. Outcomes (Knowledge, Skills & Employability)


The students will have following set of outcomes when they will complete this course
successfully:

 Critically apply corporate governance theories and frameworks to the various


corporate governance structures found in their national environments. (Knowledge &
Skills)
 Show an advanced understanding of the role of the board of directors in shaping the
strategy of a company and protecting the interests of stakeholders. (Knowledge &
Skills)
 Identify the key factors shaping the debate on the recent development of corporate
governance. (Knowledge & Skills)
 Develop critical thinking and problem solving competencies of financial management
techniques such as financial statement analysis, financial planning, principles of
valuation, capital budgeting, capital structure, and issues in financial policy, and to
apply financial theory to analyse real life situations. (Skills & employability)
 Enable the students to develop knowledge of the importance of financial
management in corporate valuation and to understand the requirements of the
various stakeholders. (Skills & employability)

C. Subject Specific Activity


Students will be doing the following activities in this course: analysing financial statements of
companies, analysing corporate governance practices, analysing CSR practices of the
companies, monitoring corporate latest developments.

3. LECTURES

A. Times and Attendance


Two/Three lectures per week have been set aside for this course for each division. Verify it
from the Time Table assigned for each division. One should duly check related notification at
‘Outlook’ as well as ‘Posts’ @Microsoft Teams.
As per Symbiosis International (Deemed University) Regulations, please note, “Students are
expected to attend minimum 75% of all scheduled sessions and other forms of instruction as
defined by the programme of study.”

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The student will not be eligible to appear for the examination if he / she fail to put in the
required attendance. The students can update themselves of their attendance daily online in
‘Attendance’ on ‘Curiosity’ Portal at https://slsnoida.curiositylive.com.

B. Mode of Delivery
This Course will be delivered in Synchronous (80%) and Asynchronous (20%) mode. Session
Plan, Lecture outlines (principally in the form of PowerPoint slides), Hand-outs, reading
material including e-Books, and Articles as applicable in a given case, will be made available
in ‘OneNote’ @ Microsoft Team. To facilitate understanding of these lectures, student should
always read at least the relevant pages of suggested readings in advance of each lecture.

C. Notifications
Students are informed that notice/s, if required, with respect Academic- Administration, will
be sent, either by Course in Charge or Officer In Charge, Academic Coordination, using
‘Posts’ @Microsoft Teams. Students are required to keep themselves duly informed.

D. Lecture Outline

Synchronous Mode
Week/ Date Lecture No. Topics
Week -01 Lecture-1 Teaching Plan
July 3, 2020 Lecture-2 Syllabus Preview
Week -02 Lecture-3 Time Value of Money
July 6, 2020 Lecture-4 Time Value of Money
Week-03: Lecture-5 Present Value, Discounted Cash Flow
July 13, 2020 Lecture-6 Working Capital Management
Week – 04: Lecture-7 Working Capital Management
July 20, 2020 Lecture-8 Introduction to Capital Market
Week -05: Lecture-9 Theories & Models of Corporate Governance
July 27, 2020 Lecture-10 Theories & Models of Corporate Governance
Week -06: Lecture-11 Theories & Models of Corporate Governance
Aug. 3, 2020 Lecture-12 Corporate Social Responsibility
International Perspectives on Corporate
Week -07: Lecture-13
Governance
Aug. 10, 2020
Lecture-14 Corporate Governance committees in UK
Week -08: Lecture-15 Corporate Governance committees in USA
Aug. 17, 2020 Lecture-16 Enron and Post Enron
Week-09: Lecture-17 Corporate Governance in India
Aug. 24, 2020 Lecture-18 Various Codes and Corporate Governance
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Committee Reports in India
Week-10: Lecture-19 Corporate Management and Governance
Aug. 31, 2020 Lecture-20 Role of Directors in a Company
Importance of Independent Directors on the
Lecture-21
Week 11: BOD and their role
Sept. 7, 2020 Importance of Independent Directors on the
Lecture-22
BOD and their role
Week -12: Lecture-23 Whistle Blower Policy
Sept. 14, 2020 Lecture-24 Whistle Blower Policy
Lecture-25 Financial Reporting and Accountability
Week -13:
Lecture-26 Ethics in Financial Reporting
Sept. 21, 2020
Lecture-27 Auditors’ Independence and Accountability
Lecture-28 Auditors’ Independence and Accountability
Week-14: Role of Regulators in achieving Corporate
Lecture-29
Sept. 28, 2020 Integrity
Lecture-30 Ethical framework by Regulators
Lecture-31 Legal framework by Regulators
Week-15:
Lecture-32 Legal framework by Regulators
Oct. 5, 2020
Lecture-33 Legal framework by Regulators
Lecture-34 Legal framework by Regulators
Clause 49 Listing Agreement and initiatives
Week-16: Lecture-35
taken by SEBI
Oct. 12, 2020
Clause 49 Listing Agreement and initiatives
Lecture-36
taken by SEBI
Week -17: Lecture-37 Course Review
Oct. 19, 2020 Lecture-38 Course Review

The following part of the course will be covered via asynchronous mode of teaching,
learning, & evaluation. This part of course will be covered through following three steps:

i. Asynchronous Teaching (15 Minute); followed by,


ii. Learning Resources (Video, further reading) (45 minute); followed by,
iii. Student Involvement Practices (15 minute)

*In following mode of teaching learning, attendance shall be granted to the students,
who shall participate in Student Involvement Practices as per instructions given by
Course In-charge.

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Asynchronous Mode
Week/ Date Video Number Topics
Video 1 Introduction to Financial Management
Week -02
Video 2 Sources of Finance
July 6, 2020
Video 3 Utilization of Funds
Video 4 Working Capital Management
Week-03: Video 5 Cash Management
July 13, 2020 Video 6 Introduction to Capital Market
Doubt Clearing Session (Live)
Video 7 Introduction to Corporate Governance
Week – 04:
Video 8 Corporate Social Responsibility
July 20, 2020
Video 9 Need for Corporate Governance
Video 10 Good Governance and Ethics in Corporations
Week -05:
Video 11 Need for governance in different forms of companies
July 27, 2020
Doubt Clearing Session (Live)

*The schedule will be followed, subject to change/s due to unforeseen/unavoidable


circumstances.

4. READING AND MATERIALS

I. Dr. J. P. Sharma, Corporate Governance, Business Ethics and CSR, ANE Books Publication
(2011)
II. Baxi C.V. and Prasad Ajit, Corporate Social Responsibility, Concepts and Cases: The Indian
Experience, Excel Books (2005)
III. Pandey I.M., Financial Management, Vikas Publishing House Pvt Ltd, Edition 10, (2010)
IV. Rustagi R. P., Financial Management - Theory, Concepts and Problems, Taxmann‟s
Publication P ltd. Ninth Edition, 2011.
V. Kishore, Ravi M., Cost Accounting and Financial Management, Taxman Publication (2008)

Students are expected to read latest journals, periodicals, reports and articles to keep abreast
with the recent trends and developments in this subject.

Other Reading Material shall be notified and whenever possible shared with the learners by
the Course-in-Charge throughout the semester.

A good resource to use is online databases such as Emerald; Ebsco; JSTOR; Global Business
Review available on campus network. For supplementary reading, you could, for instance,
begin by consulting the relevant sections of the “alternative” texts placed on loan in the law
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library. Thereafter you could engage in your own research, with particular reference to
journals on online databases including SCC Online, LexisNexis, Manupatra, WestLaw India,
HeinOnline, JSTOR, ProQuest, Kluwer Database (Kluwer Arbitration, Kluwer Patent, and
Kluwer Competition), Ebrary, Emerald & EBSCO, and offline database including AIR.

5. ASSESSMENT:

Corporate Governance and Finance is a 4-credit course so you will be examined in this
course for 100 marks. In totality, you will be examined in this course by Internal (40%) and
External Assessment (60%) format.

Internal Continuous Evaluation:


Internal Continuous Evaluation will be conducted for 40 marks, which will include “Two
Quizzes – I & II”; “Tutorial” and a “Project”.

i. First Mode of Internal Continuous Evaluation – Quiz I & II (5+5 = 10 Marks)


ii. Second Mode of Internal Continuous Evaluation – Tutorial (Open Book Examination)
(20 marks)
iii. Third Mode of Internal Continuous Evaluation – Project (10 marks)

Term End Examination:


The Symbiosis International (Deemed University) will conduct Term End Examination for 60
marks at the end of the semester. It consists of Ten objective questions of 2 marks each (20
marks) and 4 subjective-type/cases and open problems/questions (10 Marks each) with an
alternative (40 marks).

6. INTERNAL CONTINUOUS EVALUATION: MODE & SCHEDULE

Each student will have to attempt each of the above assessment modes on all the occasion.
The details pertaining to the internal assessment modes are as follows:

A. QUIZ: Two Quizzes shall be conducted via online mode from the part of the course
delivered via online mode.

Online Quiz I & II: Each Quiz shall have 5 multiple choice questions of 1 mark each.

There is no negative marking. The duration of the quiz shall be 15 minutes. The Quiz shall be
prepared in the form of the fill in the blanks, true/false, Statement/Code, Paragraph based,
Data Based, Logical Sequence, matching questions relating to the subject. The goal of the

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tutorial is to prepare, motivate and help the learners recall/remember what they learned. It
aims at judging the knowledge and Understanding of a learner.

Schedule – Online Quiz I and Online Quiz II


Topics Date Time
Topic: Financial Management
Introduction to Financial Management,
Online August 7,
Source of Finance, Utilization of Funds, 03:00 - 03:15 pm
Quiz I 2020
Working Capital Management, Cash
Management, Introduction to Capital Markets
Topic: Corporate Governance
Introduction to Corporate Governance,
Online Corporate Social Responsibility, Need for August 19,
03:00 - 03:15 pm
Quiz II Corporate Governance, Good Governance 2020
and Ethics in Corporates, Need of Governance
in Different kind of Companies

B. Tutorial Mode and Schedule


The tutorial will give you an opportunity for assessing your learning of course. It should be
obvious that the better you are prepared to take part in such test, the more you will learn
from it and excel in examination as well as understanding of course. Tutorial also provides
you with an opportunity to develop written skills of presentation and reasoned argument.
Lack of preparation and a fortiori non-attendance will mean that you will fail to make the
most of the learning opportunities provided by these tutorials. In order to achieve the two
stated skills objectives i.e. Presentation and problem solving skills, one tutorial is scheduled
in this semester.

There will be one tutorial examination, compromising of “Written Test” of 20 marks (10 x 2
questions). It will be an Open Book Examination. Examinees are allowed to bring and use any
material including Books, Articles, Hand Written Notes, Hand Outs and alike printed material.

Tutorial Timetable
Tutorial (20 Date
Topic
Marks) Test Result
Lecture No. 1-18
August 28, 2020 September 9, 2020 (As per Synchronous
Lecture Plan)

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C. Project Mode and Schedule
Project is aimed at improving the writing, research, and communication and presentation
skills to make students learning academically more challenging and rigorous than standard
lecture and test format courses. It also aims at promoting scholarship in this significant field
of law, which has gained much momentum in practice but often lacks solid theoretical
underpinnings due to lack or inadequacy of statutory provisions. It further aims to enhance
learning capability by research amongst the learners, creative a forum for enhancing a
greater dialogue between the scholarly community, policymakers and practitioners.

The learner shall be writing an article of not more than 2500 words on a given particular
topic of Corporate Governance and Finance which shall be duly allotted by the course-in-
charge to each learner. The evaluation pattern for the same will be based on written
submission. Every learner is required to submit research project as per the format as laid in
teaching plan. The project topics will be uploaded at Curiosity and Onenote as per
schedule.

Project –Submission – Guidelines:


i) Learners are required to submit copy of the Project to the Course-in-charge on the
date of submission on my email id at rajnish@symlaw.edu.in by the date of
submission. Project will be evaluated out of 10 marks.
ii) Word Limit (Not more than 2500 words).
iii) Plagiarism report to be attached by the learners (Max. Limit without applying any
exception – 15-20%).
iv) Font: Times New Roman only, with main heading font size 14 and rest 12 with proper
indenting and margins.
v) Please ensure the timely submission. In case of late submission, penalty of (-2) marks
will be applied.
vi) The Article submission shall include the following headers:
a. Abstract
b. Introduction
c. Relevant Chapters
d. Conclusion
e. References
vii) Criterion for Assessment

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Style of
Critical analysis / addition
Understanding presentation/writing,
Criterion in the stock of knowledge
of the topic Quality of foot notes etc.
/ originality

Emphasis 30% 50% 20%

Project Submission Schedule:

Result
Assignment Final Submission

July 31, 2020 September 5, 2020 September 17, 2020

7. ADMINISTRATIVE ARRANGEMENTS & CONTACT HOURS

The Course In-Charge for Corporate Governance and Finance is Mr. Rajnish Jindal. If any
doubts remain, kindly contact Mr. Rajnish Jindal via his e-mail ID: rajnish@symlaw.edu.in
during office hours, i.e. 8:30 am to 4:30 pm.

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