Institute of Management Technology Hyderabad

PGDM program
Term – IV , AY 2020 - 21
Course Title: Ethics, Governance, & Law Instructors: Prof Tulika Sharma, Prof Saikat Banerjee
Course Code: GEM 19401 Email: tulikas@imthyderabad.edu.in, saikatb@imthyderabad.edu.in

Course Description:

The course “Ethics, Governance and Law” is divided into three parts. Part 1 includes ethical dimensions of businesses. In
this part students will learn about the ethical decision making, sources of ethical dilemmas, and corporate social
responsibility. Part 2 includes various aspects of corporate governance concepts. This part will help students to understand
different corporate governance measures at the strategic level inside the firms. Part 3 includes legal aspects of business.
This part will help students to understand various legal acts, and policies governing the legal environment in India.

Course Objective:

‘Ethics, Governance and Law’ is designed to provide an overview of ethical responsibilities and obligations of a business as
a social, economic and legal entity. This course also aims to provide a framework for understanding the Governance and
the statutes dealing with Governance of a corporate entity. The objective of the course is to provide a primer on how
businesses should think, act, function and comply as a responsible social unit that exists for the benefit of the society and its
various stakeholders.

Learning goals Learning Outcomes Learning Assessment

The course aims to impart
Functional Proficiency
& Integration
method
At the end of the course the students should be able to The outcomes would be
assessed through
Knowledge
 Examination
 Appreciate the importance of ethical thinking in  Projects
business context  Case study & Class
 Understand context of ethical dilemma through participation
the application of theories of ethics
 Understand structure of business organization
and its impact on conducting the business
 Comprehend legal and regulatory structure of  Projects
an organisation and its bearing on ethical issues
 Understand relationship between Ethics, law
and corporate governance
Skills
 Critically analyze a context of ethical dilemma
through the application of theories of ethics
 Make balanced decisions in situations of
ethical dilemma using ethical decision making
models.

Analytical and Critical

 Analyze and reflect on real life ethical and issues
Thinking Ability  projects
 Tread the fine line between morality,
 Case study & Class
1
 participation
immorality and growth
 Analyze the legal and Corporate governance
related implications on business organization

Leadership and  Develop the moral code necessary to protect  Projects
Interpersonal Skills themselves and their organization from the
pressures of unethical activities

Communication Skills  Articulate orally in a crisp and concise manner  Group Project
presentation
 Class participation
Creativity and  Demonstrate innovative ways to resolve ethical  Projects
Innovation Skills conflicts and apply legal and regulatory to deal
with ethical issues

Evaluation:

No. Parameter Learning Goals Weightage

assessed
1 Projects 1, 2, 3, 6 20
2 Class participation/assignments 1,2,4 20
3 Mid-term (Quiz) 1,2 20
4 Comprehensive Examination 1,2 40
Total 100

Course Pedagogy:
This course will extensively engage case analysis to understand the concepts. Students will undertake group projects to
learn and assimilate various learnings.The course will require extensive class discussion.

Course Requirement:
The course requires extensive reading of cases, articles, and books. The course requires peer discussion of concepts and
cases. 

Text Book :

Fernando, A. C. (2010). Business ethics and corporate governance. Pearson Education India.
Kumar, R (2018) Legal Aspects of Business, Cengage Learning India Private Limited, New Delhi

Reference Books:

• Velasquez. M.G., “Business Ethics: Concepts And Cases” 6th Economy Edition, Prentice Hall of India
• Ferrell.O.C., Fraedrich.J, Ferrell.L., “Business Ethics: Ethical Decision Making and Cases, Cengage
Learning.
• Collins.D., Essentials of Business Ethics”, Wiley Publishers.

Law Links to websites:

• www.vakilnol.com
• www.livelaw.in
• www.inslaw.com
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 • www.lawsindia.com
• www.indialawjournal.com
• www.legalindia.in
• www.indiaip.com
• www.indiankanoon.org

Session Plan:

Chapter Sessi
Key Concepts Introduced Session plan/ Cases/ Reading Material Evaluation
Title on
Part I – Business Ethics
Introduction Basic of understanding of the 1 Understanding Business Ethics, Governance, Lecture and
to Business concepts & Law Discussion
Ethics,
Governance,
& Law
Business Systematic ethical decision 2 Introduction to Business Ethics Class
Ethics: An making and Chapter 1- Business Ethics: An Overview Participation
Overview situations of personal value Additional reading: “Linking Strong Moral
conflict and how to deal with Principles to Business Success”
them. Knowledge@Wharton
3 Chapter 2 – Concepts and Theories of Class
Ethical discussions wrt Business Ethics Participation
business Case: Martha McCaskey
objectives and personal 4 Chapter 11 – Ethical Decision making in Presentation
morality Business and Discussion
Additional Reading: A Framework for
Ethical Reasoning -Article
Case: Chris and Alison Weston
Ethical Various sources and 5 Chapter 10 - Ethical Dilemmas: Sources and Class
Dilemmas: resolution of ethical Their Resolutions Participation
Sources and dilemmas Case : Infosys in India: Building a software
Their giant in corrupt environment
Resolutions Article-Introducing The business ethics
synergy star- a technique for defining a
Corporate Social dilemma and resolving it
Responsibility

6 Chapter 9: Handmaid of Ethics: Corporate Class

Social Responsibility Participation
Case:Aravinda Eye Hospital
Discussions Ethical issues and resolutions 7 Bring out the detailed ethical issues through Presentation
on Ethical Group Project – Presentation – Part 1 and Discussion
Issues in 8 Bring out the detailed ethical issues for a Presentation
Various company through Group Project – and Discussion
Firms Presentation – Part 1
Part 2- Corporate Governance
Corporate Theory and Practice of 9 Chapter 13: Corporate Governance: An Lecture and
Governance: Corporate Governance Overview Discussion -
An Overview Chapter 14: Theory and Practice of Class
Corporate Governance Participation
Introduction to Corporate Governance
Case: Tata Steel – That makes Steel

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Internal Roles of Board of Directors 10 Chapter 16: Board of Directors: A Powerful Class
Corporate Instrument in Corporate Governance Participation
Governance Case: Boardroom battle behind bars : Gome
Mechanisms Electrical A Corporate Governance Drama

External Roles of Auditors, and 11 Chapter 17: Roles, Duties, and Class
Corporate government organizations Responsibilities of Auditors Participation
Governance Chapter 19: Role of the Government in
Mechanisms Ensuring Corporate Governance
Chapter
Chapter 22: SEBI: The Indian Capital
Market Regulator
Case : Accounting Fraud at WorldCom
Corporate Trends in Corporate 12 Chapter 20: Corporate Governance in Class
Governance Governance measures in Developing and Transition Economies Participation
and emerging economies and 13 Chapter 21: Corporate Governance: The Class
Institutional India Indian Scenario Participation
Context
Discussion Detailed discussion on 14 Bring out the detailed corporate governance Presentation
on Corporate various types of corporate structure and issues through Group Project and Discussion
Governance governance measures in – Presentation – Part 2
Measures in firms, and related issues 15 Bring out the detailed corporate governance Presentation
Firms structure and issues through Group Project and Discussion
– Presentation – Part 2
Part-3 Legal Aspects of Business
Legal The Indian Contract Act, 16 Chapter 1: Establishing Contractual Class
Aspects of 1872 Relationship Participation
Business Chapter 2: Consideration and Legality of
Object
Chapter 3: Competency of Parties
Chapter 4: free Consent
17 Chapter 5: Void Agreements and Contingent Class
Contracts Participation
Chapter 6: Performance and Discharge of
Contract
Chapter 7: Remedies for Breach of Contract
Chapter 8: Special Contracts
The Companies Act, 2013 18 Chapter 17: Nature and Kinds of Companies Class
Chapter 18: Memorandum and Articles, Participation
Share
Chapter 19: Management, meetings, and
winding up company
Chapter 20: Limited Liability Partnership
Other Business Legislations 19 Chapter 13: Negotiable Instrument Act, Class
1881 Participation
Chapter 20: Limited Liability Partnership
Etc.
Integrating Integration of the concepts 20 Lecture and Discussion Class
Ethics, discussed on Business Ethics, Participation
Governance, Corporate Governance, and
and Law Law in the Concluding
session

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Assessment and Feedback

Class Participation/ Assignment – (20 Marks)

Follow the class participation rubric given at the bottom of this course hand-out. We will discuss cases, other reading
materials including prescribed articles and textbook chapters in class for which class participation will be evaluated. A
written assignment on the case analysis may also be given to assess students’ understanding.

Group Project – 20 marks:

Group project aims at testing the students’ understanding of business ethics and corporate governance concepts through a
detailed study and analysis. This will also test their ability to synthesize and integrate different point of views.

This group project consists of two stages of evaluation consisting of 10 marks in each stage. At the first stage the groups
need to choose an ethical issue. They need to make the presentation for fifteen minutes in the class on their analysis. (10
marks)

In the second stage of the project, each group will study the inadequacy of the corporate governance structure as a whole
with relation to the ethical issue chosen in Part 1. Finally, a detailed report of the same needs to be prepared. Based on the
analysis the group will make presentation for fifteen minutes. (10 marks).

Midterm (QUIZ) – 20 Marks:

There will be a midterm test (Quiz) consisting of 20 marks. midterm test (Quiz) will be conducted after 10 th session.

Final Examination - 40 Marks:

There will be a final examination consisting of 40 marks. Final Examination will be conducted after 20 th session.

Rubrics for Class Participation

Criteria Level 1 Level 2 Level 3 Level 4

Marks 0-4 5-- 6 7-- 8 9--10

1 Quality of comments Comments are Comments are Comments mostly Regularly contributes to the
(Preparedness, Uninformative, sometimes insightful & discussion by raising thoughtful
understanding of issues lacking in Constructive with constructive; mostly questions, analyzing relevant
and analytical abilities) appropriate occasional signs of uses appropriate issues, building on others’ ideas,
terminology Heavy insight. Student does terminology. synthesizing across readings &
reliance on opinion not Occasionally discussions, expanding the class’
Lack ability to think use appropriate comments are too perspective, & appropriately
analytically terminology; general or not relevant challenging assumptions &
comments to the discussion. perspectives
not always relevant
to
the discussion
2 Communication Unable to articulate Ineffective Is able to convey the Able to articulate ideas and
clearly, uses articulation, use some message, but thoughts clearly in crisp &
lengthy, distracting filler occasionally unable to concise manner
confounding words gestures; be concise
sentence, audience Clear word choices and
has difficulty arguments
understanding what
was communicated

5
3 Engagement (Active Does not listen to Student is often Student is mostly Student listens attentively
Listening Skills) others; inattentive & needs attentive when others when others present
talks while others reminder of focus of present ideas, materials, perspectives,
speak or does not class. materials, as indicated as indicated by comments
pay Occasionally makes by comments that that build on others’
attention while disruptive comments reflect & build on remarks, i.e., student
others while others are others’ remarks. hears’ what others say
speak; detracts from speaking Occasionally needs & contributes to the dialogue.
discussion; sleeps, encouragement or
etc. reminder