Bridging Theory & Practice
- The first taught master programme in corporate
governance and directorship in Hong Kong
- 16 months of part-time study with two seminar-format
classes per week
- Ten subjects: 9 coursework subjects and a project
- Graduates may apply to the HKIoD as a professional
member via a fast-track route
- Suitable for Corporate Directors, CEOs, CFOs, Board
Secretaries, Fund Managers, Risk Managers, Internal
Auditors, Regulators and Market Intermediaries
- Taught by an outstanding faculty with expertise
in various areas of corporate governance and directorship
- Innovative teaching/learning process with emphasis
on practical learning experience
Mode of Study and Duration
A combination of one weekday evening class and one
weekend class will be arranged in a part-time
trimester-system (2 subjects in a trimester). The whole
programme will be completed in 18 months (or 5
trimesters). Students are expected to select the
integrated project in either the fourth or the fifth
trimester. Students may apply for an extension of the
study period with justifiable reasons, but the maximum
study period for this programme will be capped at 36
months. A further extension of another 12 months may
only be considered on an exceptional basis. Delay fees
may be charged for each extension.
Programme Aims
This programme addresses not only the controlling and
monitoring aspects of corporate governance to minimise
executives’ self-interest problems, but also the
benefits of a good corporate governance system such as
how to integrate the efforts of various stakeholders for
promoting corporate performance. It attempts to add
value to those directors, managers and professionals who
are planning to strengthen the corporate governance
systems of their organisations. The solid corporate
governance knowledge and practical skills gained from
the programme would also assist graduates to pursue
professional careers such as company directors (both
executive and non-executive), chief financial officers,
chief executive officers, board secretaries, fund
managers, risk managers, controllers, internal auditors,
regulators and market intermediaries (such as auditors,
analysts, investment bankers, credit rating agencies and
lawyers), or to continue their studies in corporate
governance and directorship or related fields.
Tuition Fee
The total tuition fee for the whole course is $94,000,
payable by installments. $150 application fee and $450
graduation fee per student will be charged.
Class Venue
The Wing Lung Bank Building for Business Studies, Hong
Kong Baptist University, Shaw Campus, 34 Renfrew Road,
Kowloon Tong.
Programme Structure
Students are required to take 9 coursework subjects and
a project, all compulsory (a total of 30 credit units).
Students may choose an individual or a group project.
For those who choose a group project, no more than 3
students can form a team to work together for the
project.
Programme Content
The proposed subjects of this programme are given below.
You will be provided with detailed information on the
subjects for selection upon registration.
| 1. |
ACCT4110 Principles and Models of Corporate
Governance |
| |
This subject aims to enable students to understand
relevant principles and models of corporate
governance so that they could analyse and solve
key issues of modern corporate governance. It
provides an understanding of the basic concepts
and theories of corporate governance, such as
property rights, agency theory, and transaction
cost economics and information asymmetry. It also
discusses the factors affecting the development of
corporate governance models and standards adopted
by different nations around the world. Empirical
evidence on impacts of good corporate governance
will also be discussed. Core corporate governance
issues would be highlighted. It further discusses
the roles played by major stakeholders of
corporations in their governance. The subject is
expected to adopt an integrated and
interdisciplinary approach. Although the focus is
on the governance of large Hong Kong listed
companies, both widely held and family controlled,
this subject also touches on the governance of
small- and medium-sized enterprises and non-profit
organisations. Attention will be paid to the
corporate governance systems of the UK, the USA,
European countries and mainland China as a
comparison. |
| |
|
| 2. |
ACCT4120 Legal Framework and Codes of Corporate
Governance |
| |
This subject aims to provide students with an
understanding of the legal framework related to
corporate governance. It will discuss the roles of
government and regulation in corporate governance.
Related laws and regulations such as the Companies
Ordinance, the Securities and Futures Ordinance,
the Listing Rules, the Code of Best Practice, and
the Takeover Code will be covered. Major regional
and international codes of corporate governance
will also be discussed. Other topics include major
legal issues involved in mergers and acquisitions;
shareholders’ residual powers; protection of
minority shareholders; types of directors;
directors’ appointment, rotation, disqualification
and removal; board of directors’ composition,
meetings and duties; monitoring the board of
directors; interests of other stakeholders such as
individual and institutional shareholders,
creditors and employees. The subject will focus on
the laws and regulations of Hong Kong but where
appropriate mainland China law and laws of other
jurisdictions will be compared and contrasted. |
| |
|
| 3. |
ACCT4130 Ownership Structure, Shareholders’ Rights
and Investor
Activism |
| |
The ownership structure of a corporation
determines its power and responsibilities
structure. Controlling shareholders have the
dominating role and power in formulating many
corporate decisions. If these shareholders are
acting in accordance with their interests alone
rather than those of the corporation, minority
shareholders’ interests will be expropriated. This
subject examines the theories and patterns of
ownership structure, corporate control and
minority shareholders’ protection around the
world. These theories and patterns highlight the
relationship among controlling shareholders,
minority shareholders, directors and managers, and
thus the potential conflict of interests between a
corporation and its shareholders. This subject
will identify the various means that controlling
shareholders may use to expropriate the corporate
interests, and discuss the issue of protection of
minority shareholders, in particular, the
importance of institutional investors’ roles, and
the recent development of investor activism. It
also studies how ownership structure affects the
performance of a corporation. As conflict of
interest between a corporation and its
shareholders and grievance among shareholders are
common, this subject will introduce the concept of
dispute resolution to resolve these conflict and
grievance. |
| |
|
| 4. |
ACCT4140 Corporate Reporting, Disclosure and
Transparency |
| |
Information contained in corporate reports is the
product of corporate accounting and external
reporting systems that measure and routinely
disclose audited, quantitative data and also
non-audited qualitative data concerning the
financial position and performance of publicly
held firms. Audited balance sheets, income
statements, and cash-flow statements, along with
many supporting disclosures, form the foundation
of the firm-specific information set available to
investors and regulators. This subject covers
selected current topics in corporate reporting,
disclosure and transparency. By analysing these
selected problems with respect to the
corresponding theories and practices of corporate
reporting, this subject aims at helping students
develop their analytical skills and ability to
think critically on the accounting standard
setting process, the costs and benefits of
disclosure, and the users’ information needs and
the uses of corporate disclosures in various
corporate governance contexts. Students will be
required to critically evaluate various
contemporary accounting valuation, reporting and
disclosure issues. |
| |
|
| 5. |
MGNT4110 Board Structure, Process and Leadership |
| |
Company directors perform two major functions: The
first is to make strategic decisions, such as
setting their firm’s long-term strategy and making
investment and finance decisions. The second is
the monitoring function, such as appointment of
top-level executives, determining their
compensation schemes, replacing them if they
perform unsatisfactorily, and monitoring capital
allocation decisions. The effectiveness of
directors to execute these functions depends, to a
large extent, on the board structure and how these
directors carry out their duties. This subject
aims to enable students to understand the nature,
functions and operations of a board of directors.
Since these features may vary depending on the
board systems adopted, this subject also discusses
the major board of directors systems around the
world. Board structures discussed in this subject
include the ratio of independent non-executive
directors, board size and the formation and
composition of various committees such as audit
committee, compensation committee, etc. The
relationships of these structures and the
corporate performance are analysed. The roles of
the board in risk management, strategic management
and leadership are also discussed. The subject
further identifies the major board processes that
affect the functioning of a board. |
| |
|
| 6. |
BUS4310 Executive Performance Management and
Compensation |
| |
The modern corporations rely on the principle of
separation of ownership and control to operate
their businesses. The success or failure of these
corporations depends, to a large extent, on the
quality of the executives’ decisions on the
operations of the corporations. However, these
executives may have objectives in mind different
from those of the owners to whom they serve.
Besides monitoring, it is important for owners to
motivate these executives to act in the interests
of the corporations and thus their owners through
designing appropriate incentive contracts. These
contracts specify the performance evaluation
criteria and how executives’ compensation is
determined. The objective of this subject to
enable students to have a better understanding of
the methods commonly used in practice to measure
and reward executives’ performance. It also
discusses the potential consequences of using
particular performance measures on executives’
behaviour, in particular their corporate financial
policies. This subject further highlights the
determinants and consequences of adopting
different executives’ compensation means. |
| |
|
| 7. |
ACCT4150 Market Intermediaries and Monitoring |
| |
Investors rely mainly on internal control
mechanisms established in corporations, such as
board of directors and employment contracts, to
monitor executives’ performance. When these
mechanisms are not sufficient to properly monitor
executives’ acts, investors would rely on external
market intermediaries to perform the monitoring
functions on executives. This subject discusses
several major types of market intermediaries,
including IPO sponsors, auditors, lawyers,
financial analysts, brokers, investment banks,
credit rating agencies, corporate governance
rating agencies, and stock exchanges. It
highlights how these intermediaries perform their
monitoring and information generating functions
and how effective they perform these functions. |
| |
|
| 8. |
ACCT4160 Strategic Financial Policy and Analysis |
| |
Board directors and senior
executives always make important strategic decisions
such as investment, mergers and acquisitions,
initial public offers, seasonal equity offers,
debt restructuring and etc., and predict the future
financial performance and position of enterprises.
The objective of this subject is to integrate
various subfields of finance, such as investment,
corporate finance, financial markets and institutions,
mergers and acquisitions, and etc. for formulating
financial policies for a corporation. The focus
is to learn how to use and analyse financial and
non-financial information under various strategic
business decision-making contexts. This subject
attempts to introduce some analytical and decision
tools commonly used by managers and professionals.
With these tools, these users will have a better
understanding of the corporate governance, and
financial performance and position of an enterprise. |
| |
|
| 9. |
BUS4320 Business Ethics and Corporate Social
Responsibility |
| |
In all areas of business, ethical dilemmas are
encountered frequently. Some of these dilemmas are
small and easy to resolve. The majority, however,
are complex and an obvious solution is often
difficult to determine. By providing a foundation
in ethical theories and a framework for analysing
ethical dilemmas, this subject aims to sensitise
students to ethical dilemmas and to help them
develop some codes or guidelines of ethics for
making decisions. It will further discuss the
roles of business in society and corporate social
responsibility, and analyse why socially
responsible corporations are good and sustainable.
The major issues currently faced by the preparers
and users of corporate social reports will be
discussed. |
| |
|
| 10. |
ACCT4170 Project |
| |
The objective of this project is to enable
students to apply their knowledge and skills
learned from the programme to enhance their
competence in corporate governance and
directorship through investigation and analysis
for a real problem. Students may choose an
individual or a group project. Those who choose a
group project are expected to form a group of not
more than three students to work together in the
project. |
Entrance Requirements
Applicants seeking admission to the Master of Science in
Corporate Governance and Directorship degree course
should possess:
| (a) |
a bachelor degree with honours in Business from a
recognised university or comparable institution,
or an equivalent qualification (such as
professional qualification in Accounting, Finance,
Company Secretarial Practices or Law); OR |
| (b) |
a bachelor degree in other disciplines is also
eligible for enrolling this programme if they have
obtained relevant experience and/or training in
Corporate Governance and Directorship or related
fields (such as Accounting, Company Secretarial
Practices, Finance, Law, Management and so on);
AND |
| (c) |
minimum three years of relevant work experience. |
Proof of
English proficiency is required for applicants whose
first degrees were obtained from non-English-medium
institutions. Applicants will be required to attend an
interview as part of the selection process.
Students
with non-Business degree and lack basic
training/experience in Corporate Governance and
Directorship or related fields would be required to take,
at their extra cost, an intensive foundation course which
will be offered on 4-full days (e.g., four Saturdays or
Sundays) before the commence of the MSc programme.
Medium of Instruction
All subjects offered in Hong Kong are taught in English.
Proof of English proficiency (e.g., TOEFL,
IELTS, or other equivalent tests)
will be required for
applicants (local or non-local) whose undergraduate
degrees were taught in a language other than the English
medium. A minimum TOEFL score of 550 or the equivalent
score of other tests is normally required for those
applicants who need to provide the proof of English
proficiency. If the program is offered in Mainland
China later on, the subjects may be taught in either
English or Putonghua.
Assessment Methods
The assessment methods of the programme follow the Grade
Point Average (GPA) System set by Hong Kong Baptist
University to assess programme work and examination
performance. Besides the requirement of a final written
examination, continuous programme work assessment which
includes interim tests and quizzes, case studies,
individual and group presentations, term projects and
hands-on simulated exercises will be used to optimise
successful learning.
Criteria for Progression or
Award
Students with a trimester GPA below 2.20 will be put on
academic probation. Those with their trimester GPA below
2.20 for two consecutive trimesters will be dismissed.
Official warning will be given to those students whose
cumulative GPA ranges from 2.20 to 2.49. Students who
have successfully completed the first five subjects and
all the ten subjects (including a project) specified in
the “Programme Content” section with an average
cumulative GPA of 2.5 or above will be awarded a
Postgraduate Diploma in Corporate Governance and
Directorship and the degree of Master of Science
in Corporate Governance and Directorship
respectively. Students whose final cumulative GPA in the
range from 3.40 to 3.69 will be awarded the degree with
merit and those students with a final cumulative GPA of
3.7 or above will be awarded the degree with
distinction.
Exemption of Subjects
Application for exemption of a subject will be
considered on a case-by-case basis. Only subjects
completed at the advanced university level or equivalent
and with similar contents can be used to claim for
exemption. Each student can receive exemptions for no
more than two subjects. Students are required to pay the
full tuition fees for exempted subjects.
Participating Full-time Faculty Members
CHAN,
Francis S W (陳瑞榮),
BBA(Hons), MBA, PhD
CHAN,
Raymond S Y (陳兆陽),
BBA(Hons), MBA(Finance), MScIS, MScAppMaths, PhD, FCCA,
CPA(HK), CCP
CHIU, Randy K
(趙其琨),
BA, MA, PhD, FHKIoD, FIHRM, FIIM, SPHR, RegPsychol
FUNG, Joseph K
W (馮觀榮),
HonsDip, MA, PhD
HAW, In-Mu
(許仁茂),
BA, MBA, PhD
HO, Daniel H K
(何海基),
BSc, MBA, PhD, Diploma in PRC Business Practice &
Commercial Law, FCCA, FTIHK, FCPA(HK)
HO, Simon S M
(何順文),
BBA, MSc, PhD, FAIA (Hon),
CMA, CCP, MHKIE, MBCS, MIDPM, FChFP
LAU, Alex K L
(劉冠倫),
BA(Hons)(Law), PCLL, LLM, LLM,
ProfDip, Solicitor (HK; England & Wales),
Barrister & Solicitor (Aust), Legal Practitioner (Aust),
Practitioner (Tasmania) Barrister (Aust), Advocate &
Solicitor (S'pore)
LAU, Peter T Y
(劉子耀),
BComm, MBA, PhD, CA(BC), CA(Canada), CMA(Canada),
ATIHK, FCPA(HK)
LEUNG, Alicia
S M (梁淑美),
MBA, PhD
LIN, Zhijun (林志軍),
BA, MA, MSc, PhD, CMA(Aust), CPA(PRC), AICPA
SO, Stella H H
(蘇朱紅霞),
BS, MCom, PhD, ACMA, FCPA(HK)
WU, Davy K C (胡家慈),
LLB, PCLL, PhD
Honourable Advisors
Mr. Davie
Auyeung (歐陽贊邦),
President, EnterpriseAsia; Treasurer of Hong Kong
Committee, UNICEF
Hon. Bernard
Chan (陳智思),
Legislative Council Member (Insurance) and Executive
Council Member, HKSAR
Dr. Hon. David
Chu (朱幼麟),
Former Legislative Council Member, HKSAR
Mr. Charles
Foley, Corporate Governance Consultant
Mr. Peter
W
Greenwood, Director
and Company Secretary,
CLP Holdings Ltd.
Mr. Charles
Grieve, Director of Corporate Finance Division, Securities
and Futures Commission, Hong Kong
Mr. Matthew
Harrison,
Head of
Research
and Planning,
Hong Kong Exchanges
& Clearing Ltd.
Mr. Alfred Ho
(何世柏),
Corporate Governance Consultant, Gregg Li & Co.
Mr. Herbert
Hui (許浩明),
JP, Chairman, Hong Kong Institute of Directors
Prof. Daryl
Koehn, President, the American Business Ethics Society;
Executive Director, the Centre for Business Ethics at the
University of St. Thomas; President Emeritus, the Society
for Business Ethics
Mr. Kelvin S K
Lau (劉紹基),
Former President, International Council Member and
Co-Chairman of Professional Development (CPD), the
Association of Chartered Certified Accountants Hong Kong
Dr. Joseph
Leung (梁永忠),
Head of Strategy and Finance, Hong Kong Productivity
Council
Dr. Hon. Eric
Li (李家祥),
JP, Former Legislative Council Member (Accountancy), HKSAR;
Former President, Hong Kong Institute of Certified Public
Accountants
Dr. Gregg Li (李嘉樂),
Corporate Governance Consultant, Gregg Li & Co.
Dr. William Lo
(盧永仁),
JP, Executive Director, China Unicom
Ms. Christian
Loh (陸恭蕙),
Executive Director, Civil Exchange
Mr. Aldrin
Monsod, Publisher and Managing Editor, Corporate
Governance Asia
Mr. David O’Rear,
Chief Economist, Hong Kong General Chamber of Commerce
Mr. Sin Chung
Kai (單仲楷),
Legislative Council Member (Information Technology), HKSAR
Mr. Tommy H L
Tam (譚學林),
JP, President, the Association of International
Accountants
Prof. R I
Tricker, Honourary Professor, School of Business, the
University of Hong Kong
Supporting Organization
Mr. Patrick Sun (辛定華), Honourary Chief Executive Officer,
The Chamber of Hong Kong Listed Companies Limited
Admission Schedule
Applications can be submitted:
| - |
in person to the Office of Graduate
School (located at Level 7 of Fong Shu Chuen Library,
Ho Sin Hang Campus at Waterloo Road) during office
hours or to the collection box outside the office
from 8:00 a.m. to 9:00 p.m. daily; OR |
| - |
by mail to the same office; OR |
| - |
through on-line application at http://ar.hkbu.edu.hk/~gs/index.php |
Application Procedures
Applications are accepted and considered in three batches
with the following deadlines:
- 28 February 2005 (first round)
- 30 April 2005 (second round)
- 30 June 2005 (clearing round for September intake)
Due to the limited number of student places, it would
be to your advantage if you submit your application
for the first round.
Information Seminar
Date: 26 February 2005
(Sat)
Time: 2:30 p.m. - 4:30
p.m.
Venue:
Fuji Room, Pacific Place Conference
Centre, Level 5, Pacific Place, 88 Queensway, Hong Kong
For
reservation, please email to
msccg@hkbu.edu.hk or contact the MScCGD
Programme Office.
Enquiry
MScCGD
Programme Office
Tel:
852-3411-7535 (Miss Joanne Siu) / 852-3411-5281 (Miss
Wing Lo)
Email:
msccg@hkbu.edu.hk
Website:
www.hkbu.edu.hk/~cgd
|
