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Lecture 1: Introduction to Ethics & Governance

Dr Warren Staples


Emergency procedure information – student statement

Before starting our session today, RMIT wishes to make you aware of the emergency procedures that are in place for your safety.

Please look around and familiarize yourself with the emergency exits in this room and to this for each new venue in which you attend classes. Evacuation plans are located in all corridors.

In the unlikely event of an evacuation, a “beep, beep” tone will sound. On this alert signal you should prepare yourself to evacuate the building.

If the “whoop, whoop” tone sounds, please evacuate in an orderly fashion to the assembly area indicated on the evacuation plans located in the foyer of this building. Do not use lifts when evacuating the building.

Please also obey any instructions provided by fire wardens in attendance, RMIT Security or emergency services. At the end of the evacuation, you will be advised when it is safe to return to the building.

RMIT thanks you for your cooperation.


Mr Andrew Linden

Dr Joe Griffin

Dr Dau Youngsamart

Teaching team

Tutors Course coordinator:

Dr Warren Staples



A brief introduction to the course, readings & assessments

Plagiarism – academic integrity

Ethics and morality

Ethics and the law

Ethics in the business and corporate governance



There are essential readings on Blackboard

There is no prescribed textbook for this subject.

A lot of the material in the course has been developed from these two texts:

Mallin, C A (2010) Corporate Governance, Oxford University Press, UK.

Trevino, LK & Nelson, KA (2014) Managing Business Ethics: Straight Talk about How to Do It Right (6th Edition), John Wiley, USA.


Assessment overview

Critical Literature Review (1000) word 20%

Due date: End of week 5 (23 August @ 9pm) eSubmission via Canvas

Research Essay Board Report (2000 words) 40%

Due date: End of week 8 (4 October @ 9pm) eSubmission via Canvas

Exam (2 hours) 40%

Scheduled during examination period

All assessment tasks must be submitted to pass & 50% must be attained in order to pass


Critical Literature Review 1000 words Read the following papers which offer different explanations as to why firms engage in corporate social responsibility (CSR): Dimaggio, PJ & Powell, WW 1983, ‘The Iron Cage Revisited: Institutional Isomorphism and Collective Rationality in Organizational Fields’, American Sociological Review, Vol. 48, No. 2, pp. 147-160. Freeman, ER 2008, ‘Managing for stakeholders’, in T Donaldson & P Werhane (eds), Ethical issues for Business, Pearson Prentice Hall, Upper Saddle River, pp. 39-53. Matten, D & Moon, J 2008,’ ‘Implicit and explicit’ CSR: A conceptual framework for a comparative understanding of corporate social responsibility’, Academy of Management Review, 33(2), 404-424. Mitchell, RK, Agle, BR & Wood, DJ 1997, ‘Toward a Theory of Stakeholder Identification and Salience: Defining the Principle of Who and What Really Counts’, Academy of Management Review, 22: 853-886. Suchman, MC 1995, ‘Managing legitimacy: Strategic and institutional approaches’ , Academy of Management Review, 20(3), 571-610. Compare and contrast these course readings and produce a 1000 word critical reflection on course literature about what corporate social responsibility is, what it is not, and what drives corporations to engage in CSR. In this critical reflection you should provide a reasoned explanation for choosing the perspective(s) that you believe best explain why firms engage in CSR.


Assessment criteria

Key issues relating to the question have been developed

Logical and convincing discussion – Original and clear argument

Clear and comprehensive written style (spelling, grammar, syntax etc.)

Appropriate Harvard style referencing (in text and list of references)


Research Essay Board Report 2000 words

You are required to choose one (1) of the following three contemporary ethics issues (Topics 1, 2 or 3) for analysis and produce a board briefing paper for tabling at the next meeting of the company’s board of directors.

Board papers perform an important role

Often prepared by non-board members.

Papers cover a variety of functions, from providing general information to a call for action.

Section 180 of the Australian Corporations Act 2001 outlines that directors have a statutory duty of care to have read the board papers to be able to contribute effectively to board meetings.

You will argue either in the affirmative (for) or the negative (against), providing a critical argument with evidence to support your argument.


Research essay (2000 word + or – 50 word)

Topic 1: Walmart has agreed to pay $US282 million (AUD $407 million) to settle US federal allegations of overseas corruption. Once upon a time it was possible to get away with having differing ethical stances in different jurisdictions.  In a globalised world is it ethical and still possible to practice ethical relativism?

Topic 2: In June 2019 Collingwood footballer Jayden Stephenson was caught betting on games in which he played in, and as a result he was suspended by the league (AFL). On the one hand the AFL have a wagering partner (sponsor) and promote gambling directly and indirectly, but on the other they punish players and club officials for being involved in betting on games. Is the stance taken by the AFL of partnering with the gambling industry an ethical one?


Research essay (2000 word + or – 50 word)

Topic 3: Australian Rugby League player Israel Folau was sacked by the Rugby Australia for breaching their code of conduct. Until December 2017 same-sex marriage was illegal in Australia. Whilst Folau’s views may not correspond with public sentiment, is it nonetheless important that he has the right to express himself, or was Rugby Australia right to dismiss Folau for breaching his contract? (Answer with reference to course literature, theory, concepts and research.)


Board report (2000 word + or – 50 word)

Use at least 12 references:

Mostly academic journal articles

Other quality references

Electronic submission.



Assessment criteria

Key issues relating to the question have been developed

Original and clear argument

Logical and convincing discussion

Ideas and assertions substantiated through use of high quality reference material and key academic perspectives/views used to develop arguments

Appropriate Harvard style referencing (in text and list of references)


Two hour examination covering the whole semester’s work scheduled during the examination period at the end of the semester. The examination will be have four questions.

All questions will require you to apply theories and concepts from the course to cases studied during the semester. You need to be familiar with each and every one of them

An essential preparation for the exam will require you to be familiar with the Required Readings & the Weekly Case Study & Review Questions.



Draw on a case studied in the course to explain the ethical decision making process including individual and situational influences. How would you as a manager increase moral awareness in the workplace (10 marks)

Example Exam Question



Exam – assessment criteria

Key issues relating to the question have been developed

Original and clear logical arguments and discussion

Ideas and assertions substantiated through use of high quality reference material and key academic perspectives/views used to develop arguments

Appropriate acknowledgement of theorists in the text of your answers e.g. (Friedman) (Freeman) (Carroll) (Mallin)

Clear and comprehensive written style (spelling, grammar, syntax etc.)



Plagiarism may occur in either oral or written presentations.

It is the presentation of the work, idea or creation of another person, without appropriate referencing, as though it is one’s own. Plagiarism includes cutting and pasting text from websites, and will be severely penalised. The use of another person’s work or ideas must be acknowledged. Failure to do so may result in charges of academic misconduct which carry a range of penalties including cancellation of results and exclusion from your program.

Why is plagiarism an ethical issue?


Expectation of RMIT students

Attend all lectures

Be an active participant

Your responsibility is to read, engage, think, write – prepare!

Lecturers’ role is to coach and guide you

Hopefully enjoy the course and learn along the way

You will get out of this what you put into it!


Weekly format



Readings – Theory/Concepts

Case Study with Questions

Review Questions



Course Outline



Corporate Governance







Boards & Remuneration

IIs & Codes


Alternative CG

CG Theory



Join the Conversation:



Only after passing E&G 



Fake degree

Tom has done a sound job for over a year. Tom’s boss learns that he got the job by claiming to have a university degree, although in reality he never graduated

Should his boss dismiss her for submitting a fraudulent resume, or overlook the fake claim since Tom has otherwise proved to be conscientious and honourable, and since making an issue of the degree might ruin Tom’s career?


Roundabout pay rise

When Jo asks for a rise, her boss praises her work but says the company’s rigid budget won’t allow any further merit raises for the time being. Instead the boss suggests that the company “won’t look too closely at your expense accounts for a while”

Should Jo take this as an authorisation to pad her expense account on the grounds that she is simply getting the same money he deserves through a different route, or should she refuse this roundabout “raise”?


Inflated salary

An employer finds that the candidate who is by far the best qualified for a job really earned only $48,000 a year in their last job, and not the $58,000 they claimed

Should the employer hire the candidate anyway, or should he choose someone else even though that person will be considerably less qualified?

What would you say if the real salary were $55,000 (only $3,000 less than the amount claimed)?


Ethics concerns itself with the study and identifications of the behaviours, actions and standards that we as humans ought to pursue to obtain a good life. Ethics: is concerned with the assessment of moral standards; notions of right and wrong, good and bad. In general, ethics is concerned with what is right, fair, just or good; about what we ought to do, not just what is the case or what is most acceptable. This distinction between ‘ought’ and ‘is’ signals the need to distinguish ethical claims from factual ones. Facts are descriptive and can be verified as to their truthfulness or falsity.



Ethics & morality

Morality reflects a person’s or group’s standards of right and wrong. Moral understanding is usually developed passively.

Ethics is the assessment of moral standards. Ethics is developed actively – through the use of theories and experience.


Nature of ethics

Focuses on theories of right & wrong

Concerned with what is right & wrong in:- Relationships, actions, beliefs, attitudes

Process of applying Ethical theory to concrete situations


Business ethics?

Business ethics: The principles, norms, and standards of conduct governing an individual or group in work situations (Trevino & Nelson 2006)

Ethics is directly concerned with human interaction and behaviour. It therefore has relevance to the way people behave in organisations.

Factors that influence business ethics include the stage of development of a country, individual characteristics, issue intensity, and


Some questions to consider

What is moral awareness?

Do all decisions involve ethics?

Does every person have his/her own ethical values?

Am I being ethical if I do not do anything illegal?

Is ethics applicable in business?

Who is responsible for organisational decisions?


Minimum conception of morality

Two criteria (Rachels, 1993):

Reason: a moral decision is based on reasons that are acceptable to other rational persons

Impartiality: the interests of all those affected by a moral decision are taken into account


Relationship between ethics & the law

Law establishes minimum standards

Ethics extends beyond legal domain

Think of a business activity that may be legal but unethical

Think of a business activity that may be illegal but ethical

How should an organisation deal with an activity that is legal but unethical?




Carroll (2001): models of management morality

Immoral Management

devoid of ethical principles and active opposition to what is ethical.

Moral Management

high standards of ethical behavior.

Amoral Management

Intentional – does not consider ethical factors

Unintentional – casual or careless about ethical considerations in business


Models of management morality – Carroll (2001

Amoral Management

Immoral Management


Moral Management



Ethical organisation

One whereby the organization culture promotes the appropriate ethical behaviours among all

Surveys have consistently indicated that employees prefer to work in an ethical organization

Unethical behaviours include bribery, theft, discrimination, harassment, deception and endangerment

Responsibility for ensuring an organization has ethical standards is a duty of management


Governance & management

Governance – the work of the board of directors or other governing body

Management – the work of the executive and management team

Source: Tricker (2009, p.36)


The board and management

Outside, non-executive directors

Executive directors

Other managers not on the board

Source: Tricker (2009, p.36)


Examples of unethical behaviour?

Discuss with the person next to you an example of unethical business behaviour you are aware of.

What was the main ethical issue of the case?



Morality – right and wrong

Ethics – applying moral standards

Human interaction creates ethical dilemmas

Cant separate business & ethics

Not all decisions involve ethics, but can be extended to

This subject will raise your moral awareness, develop your skills to enable you to be ethical in the workplace



What are the ethical issues of this case?

What moral obligations do you have to Gatsby, yourself, your boss, the workers and the firm?

Are any of these more important or pertinent than the others?

Would it be ethical to do as your boss suggests?

What would you do in this situation?

Not so great Gatsby



Review Questions

What are the differences between immoral and amoral management (Carroll, 2001)?

What are the differences between intentional and unintentional amoral management (Carroll, 2001)?

Why is ethics important in business?

How should an organisation deal with an activity that is legal but unethical?

What is corporate governance and who are the main internal actors involved in governance of a firm? What role(s) do they play?




Carroll, AB 2001, ‘Models of management morality for the new millennium.’ Business Ethics Quarterly, v. 11, n. 2, pp. 365-71.

Colley, JL, Doyle, JL, Wallace, S, & Logan, G 2005 What is Corporate Governance?, McGraw-Hill Professional, USA.

De George, RT 1990, Business ethics, (3rd Ed.), Macmillan, New York.

Jones, TM, & Ryan, VL 1997, ‘The link between ethical judgment and action in organizations: A moral approbation approach’, Organization Science, v. 8, n. 6, pp. 663-80.

Laverty, EB 1989, ‘The ethical context of administrative decisions: A framework for analysis’, Public Administration Quarterly, v. 13, n. 3, pp. 375-87.

Rachels, J 1993, The elements of moral philosophy, 2 edn, McGraw-Hill, New York.

Shepard, JM, Goldsby, MG & Gerde, VW 1997, ‘Teaching business ethics through literature’, Teaching Business Ethics, v. 1, pp. 33-51.

Solomon, R 1998, ‘Morality: The basic rules’, in L Pincus Hartman (ed.), Perspectives in business ethics, Irwin McGraw-Hill, Chicago, pp. 136-8.

Trevino, LK, & Nelson, KA 2006, Managing business ethics: Straight talk about how to do it right, 4 edn, John Wiley, New York.

Tricker, B 2009, Corporate Governance: Principles, Policies and Practices, Oxford University Press, UK.