Learning objectives
a. Knowledge and understanding: in the first part of the course students learn corporate governance issues, with particular reference to the bodies, functions, and the way through which the control is developed over the enterprises operations (and in particular inside groups, listed and unlisted companies). The teaching aims of the second part is to introduce the main issues of corporate sustainability, with a specific focus on reporting.
b. Applying knowledge and understanding: students will be able to interpret the most important analysis models for corporate governance systems adopted by the enterprises, as well as to understand the key issues related to the design and operation of internal control systems.
c. Making judgments: students will be able to successfully solve the logical interpretation of corporate governance systems.
d. Communication skills: at the end of the course, students will acquire the ability to analyze problems (problem solving skills), the interpersonal skills and the communication skills in written and oral form and with
different stakeholders. The acquisition of communication skills is achieved through the participation to case studies as well as through the presentation of the results of individual work or group work on items or
business cases presented by the professor, in streaming or physically.
e. Ability to learn: the course aims to support students learning through a correct approach to individual study and through the discussion with professor and colleagues of business cases.
Prerequisites
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Course unit content
The course is composed by two Parts.
The first part of the course will cover the following topics:
- corporate governance systems, with particular attention to the relations between ownership, management board and auditors;
- functions and responsibilities of the board of statutory auditors (“Collegio Sindacale”) and external auditors (“Revisori legali”);
- indipendence of auditors and rules of behaviour;
- the internal control system and the external audit;
- characteristics of the internal audit function, risk management function and fraud management function;
- the corporate governance system in small and medium enterprises (SME);
- issues related to corporate governance system and the shareholder agreements, related parties transactions, direction and coordination activity (ex art. 2497 c.c.), whistelblowing and the rules of the Decree Law 231/2001.
- disclosure of economic and financial informations;
- non financial disclosure.
The second part of the course content focuses on introducing sustainability issues in business. The approach is twofold: a first part of the course provides an overview of the main issues related to corporate sustainability, starting with the founding concepts (circular economy, CSR to sustainability), and then delving into more technical topics such as ESG and measuring sustainability for management purposes. The second part of the course is devoted to the main reporting tools, with a focus on the sustainability report prepared according to the new regulations.
Full programme
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Bibliography
1st Part
FELLEGARA A.M. (a cura di), Governo, controllo e informazione societaria
nei gruppi aziendali, McGraw-Hill, Milano, 2009.
Slides presented during the lessons (also by professionals) and further documents uploaded on the Course elly webpage.
NON-ATTENDERS - TEXTBOOK: Introduzione alla sostenibilità aziendale - CHIUCCHI M.S., GIULIANI M. | Giappichelli to be done in full - To supplement the part on sustainable business (chapter 2): reading 4 on Benefit Societies - To supplement the part on non-financial reporting (thus supplementing chapter 9): readings 1 and 2 - to connect part 1 and 2 of the course: reading 3 (in English) all readings to be integrated are uploaded to Elly FREQUENT ATTENDANTS - TEXTBOOK: Introduzione alla sostenibilità aziendale - CHIUCCHI M.S., GIULIANI M. | Giappichelli - for exam study only chapters 1, 2, 3 and 8 - Lecture slides, slides of testimonies
Teaching methods
Lectures, seminars, group works and case studies.
Assessment methods and criteria
The assessment of the learning ability will be done with a written exam, through which students will be required to answer to open-ended questions. The assessment of learning skills will be carried out with a written exam lasting 1 hour and 30 minutes, through which the student will be required to process the knowledge acquired through the answer to “open” questions.
There are 7 “open” questions, each one having the same weight in the overall evaluation in 30/30; 2 questions will focus on the topics covered in the first Module (first part of the exam), 5 questions will focus on the topics covered in the second Module (second part of the exam).
The two parts will be evaluated in 30/30; the final mark will be the average of the mark obtained in the two parts.
A sufficient evaluation is needed in both parts of the exam.
This method of verifying learning will make it possible to ascertain the knowledge acquired and the ability to apply this knowledge, as well as the ability to communicate with appropriate technical language and express judgments in an autonomous form on the subjects being assessed.
Moreover, the ability to work in a group will be ascertained through the supervision, by the professor, of the group work and/or case studies elaborated during the course, with particular reference to what was dealt with in the first module.
The group work will be differently developed in consideration of the number of participating students, but will provide the assignment of 0, 1, 2 or 3 points (depending on the results obtained) to be added to the final evaluation acquired by supporting the final written test.
The student will have to demonstrate that he/she has understood, and be able to apply, the fundamental concepts of each subject dealt with.
The use of texts and calculator during the performance of this written test is not permitted. The results will be communicated to the students through the information system used in this regard by the Department of Economic and Business Sciences (Esse3).
Moreover, the verification of learning can consider the sustaining of an ongoing test, during the course, concerning the topics of the first Module. In this case, the test will last 45 minutes, and will consist of 2 open questions, with the same weight, and the result will be expressed in 30/30. In this case, the results will be visible within the "Elly" portal within two weeks of carrying out the test in progress.
The score obtained in this way can be added (on average) to the score obtained in the performance of the only test concerning the second Module (also expressed in thirtieths) to be necessarily supported in the winter session, and not for more than once.
Otherwise, the proof must be supported in its "whole/full" version as previously described.
If the average of the marks of the different tests gives rise to decimal values, the evaluation will be approximated upwards if the first decimal place is equal to 5 or a number higher than it.
The “praise” will be given to those particularly deserving students who, in addition to having complied with the requirements necessary to obtain a full assessment, in the course of the exam have demonstrated an overall appreciable systematic knowledge of the subject, an excellent ability to apply the knowledge acquired to the specific problem in question, a significant autonomy of judgment, as well as special care in the formal drafting of the report.
The “praise” can also be given to students who have obtained a full evaluation in the written exam and to this evaluation can be added the evaluations obtained through work group and/or case study. In this case, however, a full assessment must have been obtained in the evaluation of at least one of the two “stand-alone” modules.
Other information
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2030 agenda goals for sustainable development
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