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The following second-year electives are the courses taught by the center's faculty at the Tuck School of Business at Dartmouth:

International Corporate Governance
B. Espen Eckbo, Tuck Centennial Professor of Finance, Tuck School, and Director, Center for Corporate Governance

Next time offered: Winter 2010

This course analyzes international corporate governance issues from the perspective of active institutional investors such as pension funds, sovereign wealth funds and, increasingly, mutual funds. What are the key issues for these investors, and what are the cost-benefits of activism? How do you effectively engage companies you are invested in, and what is the likely impact on portfolio performance? What constitutes basic shareholder rights, and how costly is it to exercise those rights? How do shareholder rights differ internationally? What are the costs of proxy contest, and what should shareholders do about draconian takeover defenses? How should firms ideally respond to the growing shareholder activism? What are the implications for company directors? Does it make economic sense for shareholders to have "say on pay"? How do directors and managers react to the shifting the balance of power between shareholders and company insiders? Have U.S. capital markets been weakened or strengthened by the passage of the Sarbanes-Oxley Act in 2002? Is the European "comply or explain" principle superior to the U.S. approach to governance? What does "socially responsible investment" entail, and what are the effects of negative portfolio screening? The course debates these and other controversial issues through a combination of lectures, articles, and in-class debate with industry leaders.

Advanced Corporate Finance
B. Espen Eckbo, Tuck Centennial Professor of Finance, Tuck School, and Director, Center for Corporate Governance

Next time offered: Winter 2010

This course surveys much of the scientific evidence in the field of corporate finance. The purpose is to help students develop a way of thinking about and quantitatively frame corporate finance decisions facing executives, management consultants, and investors. The readings and class discussions are largely non-technical, but students must have a good understanding of basic statistics and regression analysis. We discuss studies addressing (1) costs of alternative methods of raising capital, (2) capital structure choice and dividend policies, (3) costs associated with financial distress and bankruptcy, and (4) shareholder engagement policies and corporate control transactions. Working in groups of two, students are responsible for submitting weekly summaries of assigned readings, presenting individual articles to the class, as well as a final term project.

Corporate Restructuring
Karin S. Thorburn, Assistant Professor of Business Administration, Tuck School, and Associate Director, Center for Corporate Governance

Next time offered: Spring 2010

This course exposes students to a broad range of financial restructuring techniques that can be applied to improve business performance. Case discussion and visitors help illustrate how various corporate restructuring approaches may be used to increase firm value and to highlight characteristics of potential candidates for different restructuring techniques. The case analysis provides ample opportunity to practice the application of standard corporate valuation methods. Students will gain a basic understanding of corporate governance, with particular focus on agency problems and executive compensation issues. Topics include divestitures, spinoffs, splitoffs, equity carveouts, tracking stock, leveraged recapitalizations, and leveraged buyouts, private workouts, prepackaged bankruptcy filings, the role of distressed investors and restructuring in bankruptcy.

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