Corporate Governance – Xing Kelly Chen

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來自 Università Bocconi 的課程

Corporate Sustainability. Understanding and Seizing the Strategic Opportunity

26 個評分

Università Bocconi

Corporate Sustainability. Understanding and Seizing the Strategic Opportunity

26 個評分

The achievement of a balanced economic, social and environmental development - as expressed in the UN Agenda 2030 for Sustainable Development - is recognized as one of the major challenges humanity is facing today. What is less clear is whether and how organizations can generate business opportunities and value for their stakeholders while tackling such challenges. In this course, thought leaders in a wide variety of management and economics fields illustrate how to assess and seize the opportunities offered by these global emergencies. They will offer new ways to understand the purpose and the logic of success of the business enterprise in this new context, providing ideas and examples on how to manage the transition process to realize the value creation potential from corporate sustainability for all involved stakeholders. Learning objectives The course will allow you to: - Understand What the macroeconomic and microeconomic consequences of both climate changes, poverty, hunger, gender or race discriminations, lack of communication between the State, Civil Societies, and businesses, etc are. - Understand Why it is important for businesses to tackle sustainability issues in order to create more and better business opportunities; - Learn How each individual, organization and system can start to analyze its behaviors and change towards more sustainable practices and models.

從本節課中

Understanding the Sustainability Challenge: the Business Level

In this section you will learn the core concepts of corporate sustainability and the key dimensions that distinguish a sustainable organization. Instructors will discuss the foundations of the stakeholder-based view of the firm, and the logic for and against the primacy of shareholder value maximization as guiding purpose for firms' existence. We will then explore sustainability challenges and opportunities for organizations across some of the key dimensions of business, and conclude with a roundtable discussion on the nature of the sustainable enterprise.

What is a Sustainable Enterprise? (part 1) – Maurizio Zollo10:06

What is a Sustainable Enterprise? (part 2) – Maurizio Zollo10:30

The Purpose of the Corporation – Nicola Misani5:52

The Stakeholder-based View of the Firm – Nicola Misani6:05

The Shareholder-Stakeholder Debate – Nicolai J. Foss, Maurizio Zollo28:14

Corporate Governance – Xing Kelly Chen4:49

Business Ethics & Sustainability – Maurizio Zollo, Celia Moore4:05

Responsible Leadership – Massimo Magni3:30

International Implementation of Sustainability – Anne Jacqueminet10:13

Roundtable on the Nature of the Sustainable Enterprise – Maurizio Zollo, Christiane Bode, Armando Cirrincione, Anne Jacqueminet, Michael Russo, Miles Bernard Gietzmann29:41

與講師見面

Maurizio Zollo
Dean’s Chaired Professor in Strategy and Sustainability
Management and Technology Department

Corporate governance has been considered by professional investors as an important

dimension to evaluate the sustainability of the business

when they make investments. Then, what is corporate governance? It's not easy to provide a clear

and universal definition of corporate governance due to different conceptualizations of corporate governance across

disciplines and the diversity of corporate governance

around the world. So the existing definition of corporate governance is

linked to different views of the firm. If you take

an agency perspective and see a company, a firm, as the nexus of contracts between owners, the principal

and managers, the agents, then we can define corporate governance as a set of mechanisms that are used to protect shareholder

interests. You may ask, why do we need corporate governance mechanisms? So, imagine if you start a business with your own

money, your own savings, you are the owner

and you are the manager, then we don't need to consider about, maybe, governance issues. But

when the business is growing larger

and larger, more investors will put their money in this business. Then the shareholders, the owner, are

separated from the managers,

and the managers may not always have the best interests of the shareholders. Then we need some mechanisms to make sure

that the shareholders can get a return of their investment. So among the different kinds of governance mechanisms, an

important governance mechanism is the board of directors, who are expected to represent shareholders’ interests

and monitor the managers. Given the narrow definition of corporate governance, do you think the board of directors

and other governance mechanisms should be accountable to shareholders only? Actually, researchers in corporate

governance often compare between shareholder oriented governance in Anglo-American countries

and stakeholder oriented governance, typified by Germany and Japan. So, different from their counterparts in U.K. and U.S.,

the large corporations in Japan and Germany rely more on equity financing. So they face inactive

markets of corporate control

and more rigid labor markets. So the corporation’s objectives is not to simply maximize shareholder value,

but they care more about the needs of multiple stakeholders. For example, in Japan you can find lifelong employment

practice, and in Germany you can find employees’ interests are represented in a supervisory board.

So, with these examples we know that probably the narrow definition of corporate governance based on agency theory is not

enough for us to understand the diversity of corporate governance. I would like to share with you a broad definition of

corporate governance based on social political perspective. So, corporate governance can be broadly defined as the rise

and responsibilities of stakeholders toward the firm. Different stakeholders of the firm may not share the same

objectives and interests.

That's why we need governance mechanisms to align the interests of different stakeholders. So in this case the

board of directors is not just a monitoring agent on behalf of shareholders. They are mediators among different kinds of

stakeholders. So nowadays corporate social responsibility has received increasing attention

and discussions. If you take a stakeholder view of the firm

and want to achieve corporate sustainability, probably we need governance mechanisms that are designed to take care of multiple

stakeholders’ interests. However, we don't know much about sustainable corporate governance model yet. From my point of view, it

is not just about taking care of multiple stakeholders’ interests, but we need a set of

governance mechanisms that can facilitate directors and managers to make innovative, to think innovatively,

and make solutions, decisions that can create value for multiple stakeholders. In addition, I don't think by establishing

a new structure or new practices,

the problem, the governance problems can be immediately solved. It's more like a development

process and during this process

we do require ongoing effort to identify which group of stakeholders’ interests are not well

taken care of yet in the existing corporate governance system.

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