代写Corporate Governance Case Study Analysis Outline代做留学生SQL 程序

Mechanism	Key indicators (examples)	Primary source documents	Planned outputs (comparative)
Ownership structure	Top shareholders; institutional vs other holders; concentration proxy (e.g., top 5/10 %); changes over time; stewardship/voting signals where available.	Annual reports (strategic report + corporate governance); company investor relations; LSEG/Refinitiv ownership snapshots.	Table: ownership by holder type and concentration (2020–2024); narrative on shifts and implications.
Board and committees	Board size; NED/independence ratio; chair/CEO separation; tenure; gender/ethnicity diversity; skills matrix; committee structure (audit, remuneration, nomination; sector-relevant committees).	Annual report CG section; committee reports; board biographies; governance statement.	Table: board/committee metrics (2020–2024); figure: diversity and independence trend; comparison matrix BP vs GSK.
Executive compensation	Pay level and mix (salary/bonus/LTIP); performance measures; ESG metrics in incentives; pay-out outcomes; malus/clawback disclosures.	Directors’ remuneration report (annual report); proxy statements where relevant.	Table: CEO pay and incentive design (2020–2024); assessment of ESG metric materiality (“hard” vs “soft”).
Reporting/disclosure quality	Audit opinion; key audit matters; internal control and risk disclosures; restatements/corrections (if any); key estimates (impairments/provisions) and sensitivities; consistency of segment and KPI reporting; ESG reporting maturity and assurance coverage (limited vs reasonable).	Annual report financial statements + audit report; audit committee report; internal control/risk disclosures; ESG/sustainability report assurance statement (if any); market data/analyst notes as corroboration.	Table: FRQ + ESG disclosure maturity indicators (2020–2024); stress-test disclosure comparison around major events; BP vs GSK assurance-scope comparison.

Note: the report will avoid over-claiming causality; effectiveness will be assessed as theory-consistent, evidence-supported associations and plausibility tests.

2. UK institutional context and major global trends/events

Target: 420 words (Requirement 1)

· UK governance architecture: “comply or explain”; UK Corporate Governance Code (2018 and updates) and reporting expectations for boards, risk, internal control, remuneration, and stakeholder engagement.

· Capital markets and the market for corporate control: UK listing and disclosure regime; takeover environment; role of institutional investors, proxy advisors, and stewardship/voting as discipline mechanisms.

· Audit and reporting oversight: UK audit ecosystem and expectations around audit committee effectiveness, transparency, and internal control reporting.

· Sector-specific regulatory divergence: BP (safety, environmental, climate-transition policy and taxation exposure); GSK (product safety, ethics, pricing and access, intellectual property).

· Global trends/events shaping governance (2020–2024): climate transition and climate reporting/assurance; digitalisation/AI and cyber risk; equality, diversity and inclusion (EDI) expectations; geopolitical and supply-chain shocks; post-pandemic stakeholder scrutiny.

· Explicit link-back: explain how these contextual factors increase governance salience for each mechanism (ownership, boards, pay, disclosures) in BP and GSK.

3. Theoretical framework: two broad governance theories

Target: 500 words (Requirement 2)

· Theory 1: Agency theory

· Core predictions: monitoring and incentives; ownership as monitoring; board independence/committees; pay-for-performance; disclosure as a tool to reduce information asymmetry.

· Key limits: short-termism; multi-stakeholder externalities (especially climate, safety, patient outcomes); measurement problems for ESG metrics.

· Theory 2: Stakeholder (and “enlightened shareholder value”) perspective

· Core predictions: governance must balance stakeholder claims; boards integrate long-term risk/opportunity; disclosures include material ESG; incentive design incorporates ESG targets where financially material.

· Key limits: accountability ambiguity; risk of symbolic compliance and “greenwashing”; trade-offs and comparability challenges across sectors.

· Supporting lens (brief, not a third core theory): Resource Dependence Theory (RDT) for board skills and external resource access.

· Use RDT to explain why board composition changes (not just that it changed): recruiting resource-rich directors (e.g., regulators, energy-transition experts, or science/innovation leaders) to secure legitimacy, information, and external support.

Justification for theory choice: Agency theory and stakeholder (enlightened shareholder value) theory are used as the two core lenses required by the brief. RDT is used only as a supporting lens to strengthen explanation of board skills/refreshment. Together, they enable cross-industry interpretation across BP (transition/safety) and GSK (ethics/access/innovation).

4. Governance mechanisms: structure, pattern and changes (2020–2024)

Target: 1,200 words (Requirement 3)

· Design principle: Each mechanism section follows a fixed comparison template to ensure marks for “structure/pattern compare-and-contrast” are explicit. Add two short 'stress-test' boxes to anchor board effectiveness and internal control/disclosure quality to major governance events within the 2020-2024 window.

4.0 Comparison template used in Sections 4.1–4.4

· A. BP: structure (baseline) and key changes (2020–2024) with report-page citations.

· B. GSK: structure (baseline) and key changes (2020–2024) with report-page citations.

· C. BP vs GSK: explicit compare-and-contrast of structure/pattern (similarities, differences, and plausible drivers).

· D. Brief interpretation through the two theories + note alternative explanations/limitations.

4.1 Ownership structure (concentration and types)

· Extract ownership snapshots each year: top holders, institutional concentration, and any notable shifts.

· Discuss monitoring vs short-term pressure: link to stewardship and voting patterns where documented.

· Compare: expected differences due to industry risk profiles and investor clientele.

4.2 Board characteristics and committees

· Board composition: executive vs NED ratio, independence, chair/CEO separation, tenure.

· Diversity: gender/ethnicity progress (UK benchmarks) and board refreshment policies.

· Skills matrix: BP (transition, safety, engineering, capital allocation); GSK (science/R&D, regulation, ethics, global access).

· Committees: audit, remuneration, nomination plus sector-relevant committees (e.g., sustainability/safety; science/innovation oversight if applicable).

4.2.1 Stress-test box (BP, 2023): CEO resignation and succession activation

· Governance issue: resignation over undisclosed personal relationships - tests board oversight, nomination processes, and company culture.

· What to evaluate: (i) Nomination Committee vetting and monitoring; (ii) whether whistleblowing channels and internal escalation worked; (iii) speed/clarity of succession plan activation and interim leadership stability.

· Evidence focus: nomination committee report; governance and culture disclosures; market announcements and timeline; any stated remediation actions.

4.2.2 Stress-test box (GSK, 2022): Haleon demerger and activist pressure

· Governance issue: major strategic restructuring under investor scrutiny - tests board strategic oversight, stakeholder balancing, and disclosure discipline.

· What to evaluate: (i) how the board managed conflict between long-term strategy and activist demands; (ii) whether post-demerger ownership structure shifted (investor base changes); (iii) how governance responsibilities and risk oversight were reallocated.

· Evidence focus: board and committee reports around the transaction; strategy narrative; ownership disclosures pre/post; investor communications.

4.3 Executive compensation (structure and level)

· Pay structure: fixed vs variable; annual bonus + LTIP design; deferral, holding periods, malus/clawback.

· ESG integration: evaluate whether ESG targets are material, measurable, and outcome-linked; “hard” vs “soft” targets.

· Cross-firm comparison: how industry risk and stakeholder pressure shape pay design and disclosures.

4.4 Reporting and disclosure quality: financial reporting quality + ESG reporting maturity (assurance gap)

· Audit outcomes: audit opinion and major key audit matters; changes in KAM themes over time.

· Internal control and risk reporting: stability/changes in control environment and risk governance disclosures.

· Stress-test disclosure response: assess timeliness, completeness, and specificity of governance disclosures around the major governance events (BP 2023 CEO resignation; GSK 2022 Haleon demerger) and any stated remediation.

· Estimation and valuation hotspots: BP (impairment, provisions, decommissioning, commodity assumptions); GSK (intangible assets, R&D, legal/contingent liabilities).

· Financial reporting quality indicators (practical): restatements or corrections (if any), material judgements/estimates and sensitivities, impairment and provisions disclosures, consistency of segment and KPI reporting, and prominence of non-recurring items.

· ESG reporting maturity and assurance gap: compare climate (e.g., TCFD-aligned) and key social disclosures, what metrics receive external assurance, and whether assurance is limited vs reasonable; assess comparability over time.

5. Effectiveness assessment: financial performance and ESG performance (2020–2024)

Target: 450 words (Requirement 4)

· Outcome metrics (financial): market value proxies (e.g., Tobin’s Q), stock returns/TSR, profitability (ROA/ROE), and risk indicators where appropriate.

· Outcome metrics (ESG): emissions/intensity trajectories (BP), access/ethics and health impact metrics (GSK), external ESG ratings (used cautiously), and assurance coverage.

· Mechanism-by-mechanism effectiveness assessment: for each of the four mechanisms, assess whether observed designs and changes are plausibly associated with improved outcomes (avoid deterministic causality claims).

· Compare-and-contrast effectiveness: identify which mechanisms appear more effective in each firm and why (industry shocks, transition vs innovation cycles, stakeholder salience, regulatory constraints).

· Critical lens: detect possible symbolic governance (box-ticking/greenwashing) vs substantive changes; use counter-evidence and alternative explanations.

6. Conclusion and implications

Target: 150 words

· Answer RQ0–RQ4 succinctly: (i) key contextual drivers, (ii) which theory explains which patterns best, (iii) main differences in governance structures/patterns, (iv) most credible effectiveness insights.

· Implications: what boards/investors/regulators could learn for high-risk, high-scrutiny industries.

· Limitations: data constraints, endogeneity and causality limits, comparability issues; what stronger tests (e.g., event studies, deeper ownership/voting data) would require.

Planned evidence base and document counts

Minimum and target evidence base designed to support comprehensive, triangulated analysis and high referencing quality.