MSc Corporate Governance

This module will provide you with a comprehensive understanding of the UK legal framework that governs business organisations, with a particular focus on the law governing registered companies. You’ll develop an understanding of the framework, the legal principles and their practical application. Drawing heavily upon the Companies Act 2006 and related legislation, you’ll focus on legal issues arising during company operations, which will involve appropriately applying the relevant law. This will include the duties and responsibilities of officers of incorporated associations, together with the rights and obligations of company members, their protection, corporate governance, how a company operates, how it is constituted, reorganisations, winding-up, minority members, capital and securities. The module will also equip you with the knowledge and key skills necessary to work with governing authorities across the private, public and voluntary sectors on issues of regulatory compliance. You’ll gain an understanding of the legal framework governing organisations, dealing with legal principles and their practical application relating to corporate law and its working practice.

There is growing recognition of the crucial role of board dynamics in good governance and the inner workings of the board in practice. Together well consider the challenges of a company secretary and how they can champion and embed good governance practice. You'll look at how executives can work more effectively as a team as you carry out an in-depth analysis of the board. Your study will investigate disruptors and consider the different interests and shifting human factors that influence board life. Working as a group, you'll explore the tools of effective process and dialogue. You'll understand how together these processes can build capability and shape the way organisations value diversity, and effective strategic and operational leadership. Benefits for You You'll be provided with the tools to enhance your effectiveness as a company secretary and gain a greater understanding of: - The psychology of the board - How to embed effective governance practices within the boardroom - How to design effective meetings and agendas - How to build effective executive board teams - How to promote board diversity, dynamics and inclusion - How to evaluate board performance - How to evaluate cultural difference in support of better boardroom decision-making - How to build behavioural agility - How shape a new narrative where the company secretary acts as coach, consultant and confidence.

The job of the company secretary has evolved over the decades to be dynamic where it was once largely administrative. In bigger companies, the company secretary occupies a pivotal position at the heart of the board. The role functions as an advisor to the directors and, when needed, as their conscience to help the board achieve good governance. Governance culture and codes have seen significant development and adoption in recent decades. On this module, you’ll study the core duties and responsibilities of the company secretary in the context of the wider corporate governance culture and codes. You’ll work as a group to explore the practical aspects of the company secretary role and recognise the importance of soft skills in managing board dynamics. Through your studies you’ll understand that companies are increasingly led by purpose rather than purely for profit. You’ll benefit from this module by gaining a sound and broad understanding of company secretarial practice. Your knowledge will include: roles and duties of the company secretary; relationships and duties of the company secretary with key company stakeholders; director appointment, roles, removal and effective board composition; shareholders, share issues and transfers, employee share schemes; company compliance and regulation; requirements for and consequences of listing on the London Stock Exchange or similar; annual reporting and other disclosure obligations; good practice for board and shareholder meetings; company constitution and authority of the board and the impact and importance of the Corporate Governance Code.

We’ll explore a wide range of financial reporting topics, from the preparation and presentation of single entity financial statements and interpretation of IFRS based accounting policies and published accounts, through to group reporting and the analysis of financial reports. We’ll also help you to examine the financial markets, discuss how financing needs are assessed through planning, budgeting, and forecasting, and look at the importance of cash and cash management. You’ll review various sources of finance, both long and short-term, and their associated advantages and disadvantages. Finally, we’ll cover the concepts of cost of capital and capital structure used in financial decision-making, followed by management of working capital. You’ll gain insights into risk assessment techniques, consider the impact of risk on investment appraisal, and discuss the techniques that can be used for company analysis and business valuation.

Undertake an independent piece of research and academic writing in an area related to people management, learning and people development, leadership, and/or governance.

The business environment presents a variety of fluctuating risks and opportunities that managers must assess and navigate. In this module we’ll consider a framework for evaluating risks, and the methods and techniques to address them. You’ll use case studies to identify modern-day uncertainties and how these have impacted businesses. You’ll discuss case studies from both an academic and a practical perspective to ensure that you develop an effective toolkit to use in employment. The module will explore: how to identify, assess, prioritise and categorise risks; how to design effective mitigation strategies; how to monitor risks and report on their status; the role of company strategy in relation to risk; how different business units and disciplines relate to risk; the role of the corporate board, and effective governance; and risk management frameworks including ISO31000 and IRM.

The global business environment is increasingly complex and uncertain. This, combined with extended value chains for many organisations, means delivering a business vision through an effective strategy is a progressively challenging task for the Boards of Directors. Environmental and social considerations now feature more regularly in decision-making, challenging Boards to act ethically and deliver financial success within corporate governance frameworks. While providing a comprehensive overview of governance, leadership and strategy-related topics, you’ll assess the critical role played by Chartered Secretaries as part of the senior management team. You’ll understand how Chartered Secretaries ensure the integrity of the policies, systems and processes that deliver an organisation’s strategic purpose and objectives. This module will also critically examine the tools, processes and techniques involved in the development and implementation of organisational strategy, within a framework of corporate governance. You’ll build an understanding of the ethical considerations raised by the development and implementation of strategy. You’ll study the impact strategy can have on reputation, in the light of the ongoing evolution of the global governance agenda. The module will use case studies to generate detailed discussion and consider theory to practice. Your discussions will provide you with a real-world view of the challenges faced by the Board when developing and implementing a strategy. This will enhance your understanding of the role of the Chartered Secretary. You’ll reflect upon your learning journey and identifying a path for future personal development and opportunity for praxis as a corporate governance professional.