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Corporate governance and compliance

LWM80

It’s only relatively recently that corporate governance and compliance has come to prominence in the business world. Corporate governance is concerned with both the internal aspects of a company and the external aspects. Compliance is concerned with the process by which an organisation seeks to ensure that employees and other constituents conform to applicable norms. This course will help you understand the driving force behind the development of corporate governance in the last two decades, and the importance of corporate governance to the company itself, to directors and shareholders and other stake holders. The course will also introduce you to the ways in which the compliance function is carried out.

Module A: Governance – legal and regulatory framework

LWM80A

Introduction to corporate governance

  • Corporate governance in the United Kingdom
  • Corporate governance in the United States

Shareholders

Board of Directors

  • Key principles and practicalities
  • Composition and processes

Board committees

  • International overview of board structures

Executives

Sarbanes-Oxley requirements

Listing requirements: how capital markets impose corporate governance requirements

Module B: Compliance

LWM80B

Introduction to compliance

  • Internal enforcement
  • Whistleblowers
  • Self-reporting
  • Regulators
  • Deferred prosecution agreements

Information systems: data privacy, data transfers, offshoring and the cloud

Corporate hospitality

Ethics, responsibility and social culture

Module C: Bribery and corruption, money laundering and terror financing

LWM80C

Bribery and corruption

  • US Foreign Corrupt Practices Act (FCPA)
  • UK Bribery Act 2010
  • Internationalisation of prohibitions on foreign bribery

Money laundering

  • UK Proceeds of Crime Act 2002 offences
  • UK Money Laundering Regulations 2007

Terror financing

  • UK Terrorism Act 2000 offences

Module D: Regulated industries – compliance and risk management in the financial sector

LWM80D

  • Introduction to risk management
  • Approaches to risk management
  • Governance in banks and how poor governance can cause systemic financial crises
  • Fraud within the banking sector

Assessment

Each module is assessed by a 45-minute unseen written exam.

Sequence

It is strongly recommended that you attempt Module A before module B; module B before module C; module B before module D.

How to apply

You can apply to study a module individually as a standalone unit or as part of a Postgraduate Certificate, Postgraduate Diploma or Master of Laws qualification. (In either scenario, they must be studied in order.)

These modules also contribute towards the following specialist pathways for Laws:

  •  Banking and Finance
  •  Commercial and Corporate Law
  •  Corporate and Securities Law
  •  Economic Regulation
  •  Financial Services Law
  •  International Business Law

Apply via Postgraduate Laws.

Academic Co-ordinator

Dr Jelena Madir

Dr Jelena Madir

Dr Jelena Madir is the course convenor for Corporate Governance and Compliance and International Project Finance. Jelena heads the Financial Law Unit within EBRD's Legal Transition Team - a dedicated unit focused on legal reform in the areas of corporate governance, insolvency and access to finance. She also serves as the Secretary to EBRD's Sanctions Board, whose role is to assess whether allegations by the Chief Compliance Officer that EBRD's counterparties have engaged in corrupt practices are adequately substantiated and justify the imposition of sanctions against the accused counterparties.

Prior to joining EBRD, Jelena worked as a finance and capital markets lawyer at Cleary Gottlieb Steen & Hamilton LLP in Washington, DC; Shearman & Sterling LLP in Frankfurt, Germany; and Privredna Banka and DLA Piper LLP in Zagreb, Croatia. She is a graduate of Dartmouth College (BA Government and Asian Studies) and Columbia University School of Law (JD) and is qualified in Washington, DC and England and Wales. Jelena also lectures at the Zagreb School of Economics and Management in Croatia. She has published a number of articles and books in Croatia on capital markets and corporate governance issues.