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Corporate Governance

The specific structure of corporate governance - that is, the provisions of corporate law governing specific legal forms as well as related areas of law - has traditionally been strongly shaped by national characteristics in the sense of specific socio-economic traditions; however, for the past 25 years or so, it has also been significantly influenced by the need to integrate European regulations into national legal systems. Amid this tension, the field of “corporate governance” is, on the one hand, characterized by a comparatively high rate of change and, on the other hand, represents indispensable knowledge that graduates should possess in order to make a successful start to their careers. Not least, the structure of corporate governance determines both the regulations governing financial accounting and auditing and the understanding and resolution of corresponding valuation issues.

In the context outlined above, the “corporate governance” course is designed as a contemporary blend of corporate law and business administration content, with numerous references to economic concepts and empirical findings. Following an introductory section on the fundamentals, the course first examines the “capitalist enterprise” in detail, with particular attention to the “cooperative” - in addition to the more common legal forms - as a widely used organizational model in Germany. Subsequently, the focus shifts to the specifics of the “managerial enterprise,” the “co-determined enterprise” (particularly widespread in Germany), and the challenges of an “international corporate governance.” In a concluding section, newer forms of disclosure (including ratings) and auditing are then addressed as components of corporate governance.

The second part of this master’s module focuses on the theoretical and practical foundations of business valuation. Starting with a concise review of the necessary financial fundamentals and an introduction to the purpose and guiding principles of business valuation theory, the module first addresses “individual marginal price determination,” in which valuation calculations (net values) are interpreted and designed strictly from a subjective perspective. The following chapter then addresses the Discounted Cash Flow method, which originates in the Anglo-Saxon world and is characterized by the use of capital market data through a process of “partial objectification,” and is referred to as “market-oriented marginal price determination.” Reflections on “conflict-related business valuation” - that is, the determination of arbitration values across various valuation scenarios - round off the course, which is offered regularly during the winter semester.

The module can also be offered as an executive program tailored specifically for members of the funding association of the ifG Marburg.