Upravlenie_v_transnatsionalnykh_korporatsiakh

bers of the board. Also find the information about their presence in the committees of the board, membership and if there is a member of some committees among them.

Note: To prepare for the seminar you can choose any non-banking organizations.

List of the banks, which could be used to prepare for the seminar, can be found in Appendix A.

SEMINAR 9

TEST (Module)

This seminar is focused on receiving the information about the abilities of students to study the course via tests and writing an essay.

SEMINAR 10

TOPIC 6. Board of Directors and Board Committees Practices in Banks

Aim of the seminar: to form knowledge about board of directors and committees in multinationals.

Outcome: students should orient in board practices in multinationals, know how to define, analyze and evaluate the system of relations between governing bodies in corporation. Students should be able to find weaknesses of current board structures in multinationals and give recommendations for improving.

Key issues to be discussed at the seminar

1.Revising lecture material. Students should pay attention to the following issues of corporate governance highlighted at the lectures:

Models of board of directors applied in banks;

Role of committees in banks;

Audit committee in banks;

Nomination committee in banks;

Remuneration committee in banks;

Role of risk committee in banks;

Corporate governance committee in banks;

Finance committee in banks. Policy committee in banks;

Corporate social responsibility committee in banks;

Executive committee in banks;

Fama – Jensen model of decision making and committees in banks;

Establishing the committees in banks.

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The major requirements for board committees from national regulatory institutions;

The major requirements for board committees from international regulatory institutions;

The major requirements for board committees from corporate institutions;

International practices of the board committees.

2.For this seminar, please, find more information according to the materials of the lectures “Corporate governance models”. Read more about boards of directors to be ready to present your ideas during the discussion.

Literature

1.Aras, G. “A Handbook of Corporate Governance and Social Responsibility”.

2.Holmstrom, B. “The State of U.S. Corporate Governance: What’s Right and What’s Wrong?”, The University of Chicago, 2003.

3. Kostyuk A. N. Corporate Governance : textbook / A. N. Kostyuk,

U.Braendle, R. Apreda. – Sumy : Virtus Interpress, 2007. – 424 p.

3.Look through the corporate governance structure of various banks:

Draw the governance structure and the relations between governing bodies of a bank.

Find more information about the Board structure and the quantity of Committees. Point the responsibilities of committees in certain bank.

Find the information about the committees’ functions, structure and governing process.

Think over the ways of improvement of these committees in banks. Note: List of the banks, which could be used to prepare for the semi-

nar, is mentioned in Appendix A.

SEMINAR 12

TOPIC 7. Directors’ Remuneration Practices in Banks

Aim of the seminar: to form knowledge about structure, essence and issues concerning remuneration of key persons in multinationals.

Outcome: students should be able to analyze the structure of directors’ remuneration. Students also should know the basic theoretical fundamentals of directors’ remuneration and be able to orient in basic elements of directors’ remuneration.

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Key issues to be discussed at the seminar

1.Revising lecture material. Students should pay attention to the following issues of corporate governance highlighted at the lectures:

Non-executive directors’ remuneration in banks;

Fees for serving in the board of directors;

Fee for chairmanship;

“Pay-for-presence” issue;

National peculiarities in non-executive directors’ remuneration;

Risk management in banks and remuneration issues.

2.For this seminar, please, find more information according to the materials of the lectures “Directors’ remuneration practices” and “Executives’ compensation in banks”. Read more about remuneration of directors, executives’ compensation. Be ready to discuss the structure of compensation packages, trends in remuneration, the importance of the directors’ remuneration in banks. Also be ready to present your ideas during the discussion.

Literature

1.CEO Pay and You [Electronic resource]. – Access mode : http://www.aflcio.org/ corporatewatch/paywatch/retirementsecurity/ index.cfm.

2.FSF Principles for Sound Compensation Practices [Electronic resource] : Financial Stability Forum, 2009. – Access mode : http://www.financialstabilityboard.org/publications/r_0904b.pdf.

3.Is pay for performance a force for good?, PricewaterhouseCoopers, 2009.

4.Kostyuk A. N. Corporate Board Practices : monograph / A. N. Kostyuk. – Sumy : Virtus Interpress, 2006. – 154 p.

5. Kostyuk A. N. Corporate Governance : textbook / A. N. Kostyuk,

U.Braendle, R. Apreda. – Sumy : Virtus Interpress, 2007. – 424 p.

6.Kostyuk A. N. Anti-Crisis Paradigms of Corporate Corporate Governance in Banks : a new institutional outlook / A. N. Kostyuk, F. Takeda,

K.Hosono. – Sumy : Virtus Interpress, 2010. – 486 p.

7.Marshall, J. Executive Remuneration in UK Banking, 2009.

8.The UK Total Remuneration Survey, Manifest, 2009.

3.Discuss the remuneration system in a bank from the list below. Try to focus on the following issues:

General principles of remuneration;

Remuneration of the directors (non-executives);

Executives’ compensation system;

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Basel III;

Financial reporting issues in banks;

Executive remuneration in banks and non-bank corporations.

2.Look through the corporate governance structure of various non-banking corporations:

Draw the governance structure and the relations between governing bodies of a corporation.

Find more information about the Board structure and the quantity of directors. Point out the responsibilities of the board of directors.

Also find the information about the committees of the board.

3.Discuss with your colleagues the differences of board structures in various systems of corporate governance. Please, point out the similarities and differences of corporate governance in banks and certain nonbanking corporation.

SEMINAR 15

TOPIC 9. Corporate Governance: Regulation and Reforms

Aim of the seminar: to form knowledge about key aspects of corporate governance regulation framework.

Outcome: students have to orient in different regulatory changes concerning governance in multinationals. Separate national and international initiatives should be under the consideration. Students have to be able to analyze key aspects related to governance procedures and be able to participate in the discussion about the further regulatory changes.

Key issues to be discussed at the seminar

1.Revising lecture material. Students should pay attention to the following issues of corporate governance highlighted at the lectures:

The Financial Services Authority (UK);

The Financial Reporting Council (UK);

The Institute of Chartered Secretaries and Administrators (UK);

The Securities and Exchange Commission (USA);

The Federal Reserve Board (USA);

The European Banking Authority (EU);

OECD;

Basel Committee on Banking Supervision;

CEBS Principles on Remuneration (2009);

Guidelines on Remuneration Policies and Practices (CEBS, 2010);

Guidance on Audit Committees (Financial Reporting Council, 2010);

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ronto.ca%2Fdocs%2Finstitutionbuildingmexico.pdf&ei=A_j9UpejG8Lg4QTqj4G4Ag&usg=AFQjCNEZ9RQpn sGsgiJMBedqhboIgdtQuA&bvm=bv.61190604,d.bGE.

2.Banca d’Italia (2008), Supervisory provisions concerning banks’ organization and corporate governance, March 4th [Electronic resource]. – Access mode : http://www.ecgi.org/codes/documents/ banca_italiana_guidelines_4mar2008_en.pdf.

3.Civil Code of Ukraine (CCU) [Electronic resource]. – Access mode : http://zakon1.rada.gov.ua/laws/show/435-15.

4.Commercial Code of Ukraine [Electronic resource]. – Access mode : http://zakon2.rada.gov.ua/laws/show/436-15.

5.Commission of the European Communities (2005) [Electronic resource] : Recommendation of 15 February 2005 (2005/162/EC) on the role of non-executive or supervisory directors and the committees of the (supervisory) board. – Access mode : http://eur-ex.europa.eu/ LexUriServ/LexUriServ.do?uri=OJ:L:2005:052:0051:0063:EN:PDF.

6.On approval of guidelines for corporate governance in banks [Electronic resource] : Resolution of 28.03.2007 № 98. – Access mode : http://www.bank.gov.ua/doccatalog/document?id=45211.

7.“On Banks and Banking Activity” [Electronic resource] : Law of Ukraine. – Access mode : http://zakon2.rada.gov.ua/laws/show/2121-14.

8.“On Joint Stock Companies” [Electronic resource] : Law of Ukraine. – Access mode : http://zakon4.rada.gov.ua/laws/show/514-17.

Additional regulations that may contain relevant information are acceptable.

SEMINAR 16

TESTS (Module)

This seminar is focused on receiving the information about the abilities of students to study the course via tests and writing an essay.

ДВНЗ “Українська академія банківської справи НБУ”

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