教學大綱 Syllabus

科目名稱:公司治理與 ESG

Course Name: Corporate Governance and ESG

修別:選

Type of Credit: Elective

2.0

學分數

Credit(s)

10

預收人數

Number of Students

課程資料Course Details

課程簡介Course Description

Corporate governance traditionally focuses on the relationships among a company's management, board of directors, shareholder, and even and how these relationships affect a company's operations and performance. But in addition to performance in financial statements, the role of environmental, social and governance (ESG) in corporate governance has also received increasing attention in recent years. As environmental and social issues increase, investors are demanding that companies incorporate ESG principles into their corporate governance policies so that they can make informed decisions about their investment. Investors take a company's ESG performance into consideration when investing, not only to obtain a high monetary return on investment, but also to ensure that the company's operations will not damage the environment or violate human rights, etc., and also enable the company to fulfill its social and sustainable responsibilities. This course will discuss a range of issues related to the role of companies in the environment, society and governance, and the development of related responsibilities and obligations.
This course requires students to complete a short essay and give a class presentation. The purpose of this class is not only to gain an in-depth understanding of emerging corporate governance issues, but also to increase students' reading ability in foreign literature. In addition, in order to help students be more detailed in citations of their articles, the first few weeks of this class will teach the Bluebook Citation System, so that students can correctly present the citation format in their essays.

核心能力分析圖 Core Competence Analysis Chart

能力項目說明


    課程目標與學習成效Course Objectives & Learning Outcomes

    Corporate governance traditionally focuses on the relationships among a company's management, board of directors, shareholder, and even and how these relationships affect a company's operations and performance. But in addition to performance in financial statements, the role of environmental, social and governance (ESG) in corporate governance has also received increasing attention in recent years. As environmental and social issues increase, investors are demanding that companies incorporate ESG principles into their corporate governance policies so that they can make informed decisions about their investment. Investors take a company's ESG performance into consideration when investing, not only to obtain a high monetary return on investment, but also to ensure that the company's operations will not damage the environment or violate human rights, etc., and also enable the company to fulfill its social and sustainable responsibilities. This course will discuss a range of issues related to the role of companies in the environment, society and governance, and the development of related responsibilities and obligations.
    This course requires students to complete a short essay and give a class presentation. The purpose of this class is not only to gain an in-depth understanding of emerging corporate governance issues, but also to increase students' reading ability in foreign literature. In addition, in order to help students be more detailed in citations of their articles, the first few weeks of this class will teach the Bluebook Citation System, so that students can correctly present the citation format in their essays.

    每周課程進度與作業要求 Course Schedule & Requirements

    教學週次Course Week 彈性補充教學週次Flexible Supplemental Instruction Week 彈性補充教學類別Flexible Supplemental Instruction Type

    Syllabus

    Time

    Chapter 1Bluebook Citation

    4 Weeks

    Chapter 2Overview of Corporate Governance and ESG

    3Weeks

    Chapter 3Presentations

    1. Corporate Governance
      • Reference: Joseph Lee, The Corporate Governance Officer as a Transformed Role of the Company Secretary: An International Comparison, 14 S.C.J. Int'l L. & Bus. 107 (2018).
    2. Proxy Advisor and its Regulations
      • Reference: Andrew F. Tuch, Proxy Advisor Influence in A Comparative Light, 99 B.U. L. Rev. 1459 (2019).
    3. Stewardship of Institutional Investor and ESG
      • Reference: David William Roberts, Agreement in Principle: A Compromise for Activist Shareholders from the UK Stewardship Code, 48 Vand. J. Transnat'l L. 543 (2015).
    4. D&O Insurance
    • Reference: René Otto & Wim Weterings, D&O Insurance and Corporate Governance: Is D&O Insurance Indicative of the Quality of Corporate Governance in A Company?, 24 Stan. J.L. Bus. & Fin. 105 (2019).
    1. Mandatory Disclosure of ESG Reports
      • Reference: Thomas Lee Hazen, Social Issues in the Spotlight: The Increasing Need to Improve Publicly-Held Companies' CSR and ESG Disclosures, 23 U. Pa. J. Bus. L. 740 (2021).
    2. Misrepresentation of ESG Reports
      • Reference: Aisha I. Saad & Diane Strauss, The New "Reasonable Investor" and Changing Frontiers of Materiality: Increasing Investor Reliance on ESG Disclosures and Implications for Securities Litigation, 17 Berkeley Bus. L.J. 391 (2020).
    3. Board and its ESG Accountability
      • Reference: Lisa M. Fairfax, Board Committee Charters and ESG Accountability, 12 Harv. Bus. L. Rev. 371 (2022).
    4. Sustainability Bonds and its Regulations
      • Reference: Stephen Park, Investors as Regulators: Green Bonds and The Governance Challenges of the Sustainable Finance Revolution, 54:1 Stan. J. Int'l L. 1, 5-6 (2018).

    8 Weeks

    授課方式Teaching Approach

    50%

    講述 Lecture

    10%

    討論 Discussion

    40%

    小組活動 Group activity

    0%

    數位學習 E-learning

    0%

    其他: Others:

    評量工具與策略、評分標準成效Evaluation Criteria

    Class Participation: 30%

    Attendance: 20%

    Essay and Presentation: 50%

    指定/參考書目Textbook & References

    Materials will be distributed in the class.

    已申請之圖書館指定參考書目 圖書館指定參考書查詢 |相關處理要點

    維護智慧財產權,務必使用正版書籍。 Respect Copyright.

    課程相關連結Course Related Links

    
                

    課程附件Course Attachments

    課程進行中,使用智慧型手機、平板等隨身設備 To Use Smart Devices During the Class

    需經教師同意始得使用 Approval

    列印