Course Detail (Course Description By Faculty)

Corporate Governance (42819, 50 Unit Course)

This course is not about rules and regulations; it’s about how to handle power and responsibility. While the concepts are crucial for CEOs, they’re also critical for entrepreneurs, VCs, of for working in PE, a family firm/office, sovereign wealth fund, or a partnership. We provide insights into topics such as:

  • How to build a strong “inner circle” of advisors
  • Why “yes people” aren't helpful (and how to avoid them)
  • How to assemble a board and influence boardroom dynamics
  • How to mitigate risk and make better strategic decisions when millions of dollars are on the line
  • How to confront difficult corporate choices effectively
  • How to prepare for and (try to) avoid fraud and scandals

These topics are explored with cases and examples drawn from my experiences in governance situations with former students. Some examples will be exemplars; others will be scandals.

The class is global in perspective, with examples from Indonesia, India, Russia, Colombia, Vietnam, and more. We also learn academic evidence on how boards, CEOs, and various mechanisms discipline (or not) those who run companies on behalf of others, and the important effects on value creation or destruction.

If you have extensive experience in corporate governance (e.g., as a director of a public company, or as a Corporate Secretary), then this course is probably not for you. If you don’t, then this there is a good chance that this course will be valuable to you.

Cannot enroll if BUSN 42108 taken previously.


  • No non-Booth Students
Materials: Textbook, articles & cases.
  • Participation / Professionalism (15%): quality contribution is expected, even if attending remotely.
  • Case write-ups (35%): do in study groups of up to 5 members. Submit digitally via Canvas.
  • Exam (50%).
  • No pass/fail grades
Description and/or course criteria last updated: February 17 2025
SCHEDULE
  • Summer 2025
    Section: 42819-88
    08/11, 08/12, 08/14, 08/15, 08/16
    EMBA2 2:00 PM-5:00 PM
    Gleacher Center
    406
    50 Unit Course
    In-Person Only

Corporate Governance (42819, 50 Unit Course) - Gibbs, Michael>>

This course is not about rules and regulations; it’s about how to handle power and responsibility. While the concepts are crucial for CEOs, they’re also critical for entrepreneurs, VCs, of for working in PE, a family firm/office, sovereign wealth fund, or a partnership. We provide insights into topics such as:

  • How to build a strong “inner circle” of advisors
  • Why “yes people” aren't helpful (and how to avoid them)
  • How to assemble a board and influence boardroom dynamics
  • How to mitigate risk and make better strategic decisions when millions of dollars are on the line
  • How to confront difficult corporate choices effectively
  • How to prepare for and (try to) avoid fraud and scandals

These topics are explored with cases and examples drawn from my experiences in governance situations with former students. Some examples will be exemplars; others will be scandals.

The class is global in perspective, with examples from Indonesia, India, Russia, Colombia, Vietnam, and more. We also learn academic evidence on how boards, CEOs, and various mechanisms discipline (or not) those who run companies on behalf of others, and the important effects on value creation or destruction.

If you have extensive experience in corporate governance (e.g., as a director of a public company, or as a Corporate Secretary), then this course is probably not for you. If you don’t, then this there is a good chance that this course will be valuable to you.

Cannot enroll if BUSN 42108 taken previously.


  • No non-Booth Students
Materials: Textbook, articles & cases.
  • Participation / Professionalism (15%): quality contribution is expected, even if attending remotely.
  • Case write-ups (35%): do in study groups of up to 5 members. Submit digitally via Canvas.
  • Exam (50%).
  • No pass/fail grades
Description and/or course criteria last updated: February 17 2025
SCHEDULE
  • Summer 2025
    Section: 42819-88
    08/11, 08/12, 08/14, 08/15, 08/16
    EMBA2 2:00 PM-5:00 PM
    Gleacher Center
    406
    50 Unit Course
    In-Person Only