Corporate Governance Simulation

Turn a conflict-of-interest case into a live boardroom interaction

Students apply conflict-of-interest management, fiduciary duty, executive accountability, transparency and board oversight to a case involving a senior executive who holds a financial interest in a competing company.

3 - 5-hour team-based simulation
Analysis and structuring
In-class, online or hybrid delivery

From conflict-of-interest analysis to governance resolution

Each role approaches the case with different responsibilities and incentives. Students must use the evidence to defend their position while working towards a resolution that can be approved by all four stakeholder teams.

Apply core governance principles

Use fiduciary duty, disclosure, executive accountability and board oversight to evaluate the conflict.

Compare stakeholder perspectives

Examine how the CEO, CTO, CCO (Chief Compliance Officer) and Shareholder define an acceptable outcome.

Negotiate a defensible resolution

Agree the immediate response and establish safeguards for future conflicts.

At a glance

Duration

3 - 5 hours

Run the simulation in one intensive session or divide its principal stages across separate classes.

Format

Role-based team simulation

Students prepare in stakeholder teams before meeting in four-role negotiation groups.

Level

UG, PG and MBA

Suitable for corporate governance, business ethics, leadership, risk and related courses.

Professor tools

Control and monitor the session

Manage students, adjust stage timings, control progression, send alerts and monitor decisions from the Admin Panel.

Prerequisites

Beginner accessible

The case, roles, objectives and activity stages are introduced within the simulation.

Delivery

Classroom, online or hybrid

Use the web-based platform in the classroom, remotely, across multiple sessions or within a professor-defined homework window.

Assessment

Optional assessment evidence

Use recorded decisions, group outputs and role-specific performance to support feedback or assessment.

Syllabus fit

Corporate governance and business ethics

Suitable for Corporate Governance, Business Ethics, Leadership, Risk Management and related modules.

Balancing stakeholder interests in corporate governance

A CTO holds a financial stake in a competing company - CEO, CTO, CCO and shareholder teams must negotiate a resolution together.

Diagram showing how stakeholder interests are balanced in corporate governance

Corporate Governance simulation gameflow and stages

1. Intro | 5 minutes:

Students watch a short video introducing the governance challenge: a successful CTO holds a financial interest in a competing company, creating a conflict between executive performance, personal interests, governance standards and investor confidence.

They are introduced to the four stakeholder roles: CEO, CTO, CCO and Shareholder, each with different objectives and priorities. Students then review their assigned role, mission and action points before the professor confirms access, checks the group structure and starts the simulation.

2. Analysis | 90 minutes:

Students work within their stakeholder teams to analyse the conflict, review their role objectives and develop an evidence-based position.

They examine three key sources: the Analyst Coverage Extract on performance and leadership continuity, the Internal Compliance Memo on conflict-of-interest policy and accountability, and the Governance Agency Note on investor confidence, valuation and access to capital.

Each team decides how the conflict should be handled, including whether disclosure, restrictions, divestment or other safeguards are required. By the end of the stage, teams should have clear negotiation priorities, areas for compromise and proposed governance guidelines.

The professor can monitor progress and clarify the process while remaining neutral on the preferred outcome.

3. Structuring | 90 minutes:

The CEO, CTO, CCO and Shareholder teams come together to negotiate the final governance resolution. Each team presents its position, uses the case evidence to support its arguments and responds to competing stakeholder priorities.

Students must agree both how the current CTO conflict should be resolved and what governance safeguards should apply to similar conflicts in future. This may involve disclosure, restrictions, oversight, changes to financial interests or executive responsibilities.

The challenge is to reach a proportionate and credible resolution that balances governance standards, executive performance and investor confidence. The final package is agreed when all four stakeholder roles approve the terms.

The professor monitors participation and progress, using Pause or alerts where procedural guidance is needed without directing students towards a particular resolution.

4. Reflection | No time limit:

Students review the final governance resolution, stakeholder approvals, future governance guidelines and their role-specific performance.

Teams consider how well they achieved their objectives and whether the overall agreement was proportionate, credible and supported by the evidence. They also compare their results with other teams representing the same stakeholder role.

The professor can use the stage to compare different negotiation outcomes, explore the trade-offs made by each stakeholder and discuss whether strong role performance also produced a strong collective governance decision. Reflection can also support a follow-up discussion, written reflection, board paper or presentation.

Why professors use it

Use the simulation to consolidate core governance concepts, examine how stakeholder incentives affect decision-making and generate a common case for comparison and debriefing.

Apply core governance principles to one decision

Students use conflict-of-interest management, fiduciary duty, disclosure, executive accountability and board oversight to evaluate a specific executive governance problem.

Examine how stakeholder incentives shape decisions

The CEO, CTO, CCO and Shareholder roles interpret the same evidence differently, allowing students to examine how responsibility, incentives and accountability affect governance judgement.

Create evidence for a focused debrief

Negotiated terms, group agreement and role-specific results allow professors to compare how different groups resolved the same case and whether the final outcome was defensible.

What the experience looks like

The Admin Panel brings together the controls and guidance needed to run the session. The Student Interface keeps the case, role objectives, decision areas and final results visible as teams move through the activity.

Control the simulation timeline

Review every stage, adjust the available time and move the entire cohort through the simulation from one timeline.

Access the delivery guidance

Open Setup & Facilitation guidance and Teaching Notes directly from the Admin Panel. A Gameflow Diagram is also available in the same guide area.

Run and manage the session

Play starts automatic progression. Pause holds the timer in the current stage. Stop locks student screens.

Case materials students work with

Students interpret evidence that supports different stakeholder arguments. The documents combine quantitative indicators with qualitative governance judgement.

Test the case for retaining the CTO

The brief presents extracts from various reports about the CTO's performance, company innovations, R&D progress and organisational continuity among others.

Evaluate the capital market consequences

The Governance Agency Note is one of the case elements connecting governance credibility with investor confidence, financing costs, valuation and access to capital.

5 mins

Student Intro Video

The video introduces the simulation context, the four stakeholder roles, the objectives they are working towards and the stages they will complete before the timed activity begins.

Assess governance judgement, not just role performance

Assessment is optional. Professors may run the simulation as an ungraded applied activity, use it to support classroom discussion or incorporate its outputs into a wider assessment. Platform data can support academic judgement, but simulation scores should not automatically replace it.

What professors can assess

• Use of evidence
• Quality of the governance decision

How to interpret the results

• Compare teams within the same role
• Use platform data as a source of evidence

What professors can assess:

Use of evidence: Assess how effectively students draw on the case materials to support their position and challenge opposing arguments. Strong responses should connect evidence directly to the proposed governance outcome.
Quality of the governance decision: Evaluate whether the final resolution addresses the immediate conflict while protecting the organisation’s longer-term governance credibility. The decision should be proportionate, practical and clearly justified.
Optional individual assessment report: Students may be asked to submit a short report outside the platform once they have reviewed and reflected on their results and scores. This is not automatically captured or graded by the simulation.

How to interpret the results:

Compare teams within the same role: Compare teams representing the same stakeholder to see how differently they interpreted the evidence and pursued their objectives. This helps distinguish strategic judgement from the advantages or constraints of the role itself.
Use platform data as one source of evidence: Treat scores, rankings, approvals and final terms as useful indicators rather than a complete assessment of learning. Combine them with reflections, presentations or written justifications where individual academic evidence is required.

Set up the session, then guide it from the Admin Panel

The simulation can run automatically once started, and coaching is optional. Professors can intervene selectively, pause for teaching moments or stop the activity when student screens need to be locked.

Step 1

Create stakeholder teams

Add participants through Player Management and organise them into CEO, CTO, CCO and Shareholder teams.

Step 2

Configure the timeline

Review the default stage timings and use Adjust to fit the session around the available teaching time.

Step 3

Start and control the simulation

Select Play to begin automatic progression. Pause temporarily halts the timer. Stop locks student screens without resetting submitted work. Select Play to resume.

Step 4

Monitor and prepare the debrief

Review team decisions, coach selectively where needed and use the final Outputs and Performance screens to structure the debrief.

Professor Resources

Everything needed to prepare, run and debrief the Corporate Governance Simulation is organised within the resources below.

Conflict of Interest Management
Fiduciary Duty & Executive Accountability
Board Oversight & Governance Structures
Regulatory Compliance & Disclosure Standards
Shareholder Rights
Ethics Frameworks & Decision-Making Models
Governance Reporting

Creators of the Corporate Governance Simulation

These industry professionals were involved in the inception, creation, development, testing and optimisation of the simulation.

Investment banking, capital markets, PE, and corporate ratings experience at Morgan Stanley, S&P, and HPS Investment Partners. Holds a PhD in Quantitative Finance.

Gerhard Wörtche

Structured finance, credit derivatives, and NPL expertise. Portfolio Director at a private equity impact fund and active VC investor. Holds CFA and FRM qualifications.

Raushan Kretschmar

Worked in the finance department of Precomp Tools. Studied Engineering and holds an MSc in Corporate Finance from Bayes.

Aatmay Upponi

Assistant Professor of Finance at Tilburg University, teaching corporate finance courses. Also lectures at TIAS Business School.

Fatemeh Hosseini

FAQs

The case concerns a senior executive who holds a financial interest in a competing company. Students must decide how the conflict should be disclosed, managed and resolved while considering fiduciary duty, executive accountability, transparency and board oversight. Because the CEO, CTO, CCO and Shareholder approach the issue with different responsibilities and incentives, the exercise moves beyond identifying that a conflict exists and asks what a proportionate, governable response should look like.

The case treats governance credibility as commercially relevant, not merely procedural. Weak disclosure, oversight or accountability can damage investor confidence and affect financing cost, valuation and access to capital. Students must therefore consider how the resolution will be viewed by shareholders and other stakeholders as well as whether it satisfies the immediate parties. Professors can use the debrief to connect board decisions and control systems with the organisation’s ability to create and protect long-term value.

An immediate decision can address the current executive conflict, but it does not necessarily prevent the same governance failure from recurring. The stakeholder teams must also consider safeguards such as disclosure, oversight, approval and accountability mechanisms. This gives professors a way to distinguish case resolution from governance-system design. A strong outcome should explain both what happens now and how the organisation will identify and manage similar conflicts in future.

A governance resolution should be judged by the quality of the evidence, the proportionality of the response and the credibility of the safeguards, not by whether one role wins. Each team should be able to explain the responsibilities it protected, the concessions it accepted and why the final package remains workable for the organisation. Professors can compare same-role teams while also examining whether the four-party agreement addresses the conflict without sacrificing long-term governance credibility.