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Corporate Short Termism In The Boardroom And In The Courtroom
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Book Synopsis The Oxford Handbook of Corporate Law and Governance by : Jeffrey Neil Gordon
Download or read book The Oxford Handbook of Corporate Law and Governance written by Jeffrey Neil Gordon and published by Oxford University Press. This book was released on 2018 with total page 1217 pages. Available in PDF, EPUB and Kindle. Book excerpt: Corporate law and corporate governance have been at the forefront of regulatory activities across the world for several decades now, and are subject to increasing public attention following the Global Financial Crisis of 2008. The Oxford Handbook of Corporate Law and Governance provides the global framework necessary to understand the aims and methods of legal research in this field. Written by leading scholars from around the world, the Handbook contains a rich variety of chapters that provide a comparative and functional overview of corporate governance. It opens with the central theoretical approaches and methodologies in corporate law scholarship in Part I, before examining core substantive topics in corporate law, including shareholder rights, takeovers and restructuring, and minority rights in Part II. Part III focuses on new challenges in the field, including conflicts between Western and Asian corporate governance environments, the rise of foreign ownership, and emerging markets. Enforcement issues are covered in Part IV, and Part V takes a broader approach, examining those areas of law and finance that are interwoven with corporate governance, including insolvency, taxation, and securities law as well as financial regulation. The Handbook is a comprehensive, interdisciplinary resource placing corporate law and governance in its wider context, and is essential reading for scholars, practitioners, and policymakers in the field.
Download or read book Missing the Target written by Mark J. Roe and published by Oxford University Press. This book was released on 2022-04-29 with total page 201 pages. Available in PDF, EPUB and Kindle. Book excerpt: A data-driven argument for why stock-market short-termism is not causing severe damage to the American economyAccording to most media outlets and corporate lawmakers, stock-market-driven short-termism - when corporations appear to prioritize immediate results in the next quarter over long-term interests - is crippling the American economy. This popular view claims that short-termism is causing widespreaddeclines in research and development (RandD) spending, harmful environmental policies, and degradation of the workplace. But the data does not support this black-and-white representation of short-termism.Mark J. Roe uses economy-wide data on RandD spending trends and corporate financial analysis to show that stock-market short-termism is not the root of all of America's economic problems. The book shows that blaming short-termism overlooks the real causes of declining investment, RandD cutbacks,environmental deterioration, and workplace conflict. By pointing to other sources of tension like accelerating technology change, policy uncertainty, and an increasing sense of workplace insecurity, Missing the Target argues for a more nuanced understanding of the challenges to the American economy.Roe also disproves many of the core claims against short-termism by demonstrating that RandD spending is not in a complete decline. In fact, while government research spending may be down, corporate RandD expenditure is actually rising faster than the economy is growing.Missing the Target complicates the discussion of the American economy by explaining the many factors that contribute to current trends and by making a bold but straightforward claim: short-termism is not the problem.
Book Synopsis Stock Market Short-Termism by : Kim M. Willey
Download or read book Stock Market Short-Termism written by Kim M. Willey and published by Springer. This book was released on 2019-07-12 with total page 302 pages. Available in PDF, EPUB and Kindle. Book excerpt: Consideration of harmful short-termism in capital markets is prevalent amongst legal and business academics. It is also garnering increased attention in corporate board rooms and executive suites, and from the investing public. As a result, correcting perceived short-termism in capital markets has become a rationale for reform used by regulators across the globe. Despite the considerable attention given to this phenomenon, there has not yet been a comprehensive book analyzing the perceived short-termism problem, its sources and causes, and reform efforts undertaken to date. This book fills this gap by documenting the rise of the short-termism discussion, analyzing the significance of the problem, and considering the proposed legal remedies. Based on this analysis, a framework for effective short-termism reform is offered.
Book Synopsis Intersections Between Corporate and Antitrust Law by : Marco Corradi
Download or read book Intersections Between Corporate and Antitrust Law written by Marco Corradi and published by Cambridge University Press. This book was released on 2023-05-31 with total page 353 pages. Available in PDF, EPUB and Kindle. Book excerpt: Recent public debate on common ownership by institutional investors has brought awareness to one of the many intersections between the corporate and antitrust worlds. But the interplay between these two fields dates back to the dawn of US antitrust. This volume shines a light on the often underplayed and misunderstood connections between antitrust and corporate law and finance. It offers a multi-disciplinary perspective on highly trending issues, such as parallel equity holdings, interlocking directorships, the anticompetitive effects of certain corporate governance arrangements, and the relationships between ESG and not-for profit activities with antitrust law. This edited collection brings together leading experts from across the US, Europe, and Asia and provides a cross-border perspective on alternative policy approaches for the field.
Book Synopsis Understanding the Company by : Barnali Choudhury
Download or read book Understanding the Company written by Barnali Choudhury and published by Cambridge University Press. This book was released on 2017-07-20 with total page 351 pages. Available in PDF, EPUB and Kindle. Book excerpt: This book provides comparative perspectives on the purpose of the modern company, its role in society and its regulation.
Book Synopsis The Deconstruction of Equity by : Wolf-Georg Ringe
Download or read book The Deconstruction of Equity written by Wolf-Georg Ringe and published by Oxford University Press. This book was released on 2016 with total page 289 pages. Available in PDF, EPUB and Kindle. Book excerpt: New investment techniques and new types of shareholder activists are shaking up the traditional ways of equity investment that inform current corporate law and governance. This book evaluates different risk-decoupling strategies and makes the case for regulatory intervention, developing a comprehensive proposal to address the regulatory problem.
Book Synopsis Research Handbook on Mergers and Acquisitions by : Claire A. Hill
Download or read book Research Handbook on Mergers and Acquisitions written by Claire A. Hill and published by Edward Elgar Publishing. This book was released on 2016-09-30 with total page 497 pages. Available in PDF, EPUB and Kindle. Book excerpt: Global in scope and written by leading scholars in the field, the Research Handbook on Mergers and Acquisitions is a modern-day survey of the state of M&A. Its chapters explore the history of mergers and acquisitions and also consider the theory behind the structure of modern transaction documentation. The book also address other key M&A issues, such as takeover defenses; judges and practitioners' perspectives on litigation; the appraisal remedy and other aspects of Federal and state law, as well as M&A considerations in the structure of start-ups. This Handbook will be an invaluable resource for scholars, practitioners, judges and legislators.
Book Synopsis Science, the State and the City by : Geoffrey Owen
Download or read book Science, the State and the City written by Geoffrey Owen and published by Oxford University Press. This book was released on 2016 with total page 266 pages. Available in PDF, EPUB and Kindle. Book excerpt: The book is about the link between science and business - how discoveries made in academic laboratories are taken up by venture capitalists and investors, and converted into products which, if they are successful, provide treatments for disease and may generate substantial returns for investors.
Book Synopsis Global Shareholder Stewardship by : Dionysia Katelouzou
Download or read book Global Shareholder Stewardship written by Dionysia Katelouzou and published by Cambridge University Press. This book was released on 2022-05-12 with total page 723 pages. Available in PDF, EPUB and Kindle. Book excerpt: This is the first in-depth comparative and empirical analysis of shareholder stewardship, revealing the previously unknown complexities of this global movement. It highlights the role of institutional investors and other shareholders, examining how they use their formal and informal power to influence companies. The book includes an in-depth chapter on every jurisdiction which has adopted a stewardship code and an analysis of stewardship in the world's two largest economies which have yet to adopt a code. Several comparative chapters draw on the rich body of jurisdiction-specific analyses, to analyze stewardship comparatively from multiple interdisciplinary perspectives. Ultimately, this book provides a cutting-edge and comprehensive understanding of shareholder stewardship which challenges existing theories and informs many of the most important debates in comparative corporate law and governance.
Book Synopsis Corporate Governance by : Walter A. Effross
Download or read book Corporate Governance written by Walter A. Effross and published by Aspen Publishing. This book was released on 2022-02-07 with total page 1144 pages. Available in PDF, EPUB and Kindle. Book excerpt: Corporate Governance examines in an extraordinarily practical and accessible way the legal concerns of today’s shareholders, stakeholders, directors, officers, and their counsel, with a special emphasis on drafting documents and developing procedures to anticipate and prevent problems. Designed for real-world application by students, practitioners, executives, investors, and activists, the text includes excerpts from only the most important judicial decisions. Extensive notes and analyses provide context from courts, commentators, institutional investors, proxy advisors, stock exchange requirements, and businesspeople. Dozens of examples “ripped from the headlines,” or taken from corporate documents, the “Great Books,” or pop culture illustrate and illuminate key principles. Appendices offer detailed information to establish, support, and advance the reader’s career in corporate governance practice. New to the Third Edition: Composite provisions, offset in text boxes, patterned on the corporate governance guidelines of major corporations, identify the issues in and approaches to drafting such documents. New appendices discussing: On Preparing and Presenting “Actionable” Advice, for both executives and their counsel (Appendix B), and Ten Tips for Transparency in Posting Core Corporate Documents Online (Appendix C); and a fully updated list of Recommended Resources for Corporate Governance Research (Appendix A). In Chapter 1, enhanced discussion and examples of themes and trends in the study, theory, and practice of corporate governance. Throughout Chapter 2, expanded treatment of the directors’ responsibility to monitor and reduce risks (including special issues of cybersecurity); and analyses of the rules of conduct for board meetings, of variable/differential voting powers of directors; and of emergency bylaws. In Chapter 3, new discussions of meetings in “executive session,” and of the viability of a policy against a company’s directors’ dating each other; and additional material on: constraints on executives’ “private” activities and statements; special responsibilities of members of the audit committee; and the composition and role of the executive committee. In Chapter 4, updated discussions of virtual meetings of shareholders, of the rules of conduct for shareholder meetings, and of forum selection provisions for intracorporate litigation; and new sections on “loyalty shares”/“tenure voting,” on fee-shifting provisions, and on mandatory arbitration provisions. In Chapter 5, new examinations of: increased efforts (and mandates) to diversify the composition of boards; the “financial literacy” requirement for (some) directors; enabling the CEO also to serve as the board chair; the role of the “executive chair”; “golden leashes” for directors; the roles and responsibilities of advisory board members, advisory directors, emeritus directors, honorary directors, and board observers; proxy access proposals; and “refreshing” the board through age and term limits for directors. In Chapter 6, expanded discussions of clawbacks, restrictions on executives’ pledging and hedging company stock, Key Employee Retention Plans (KERPs) in bankruptcy situations, “golden hellos,” and “say on pay” litigation; and an analysis of the recent requirement of “pay ratio disclosure.” In Chapter 7, updated material on ESG (Environmental, Social, and Governance) issues, and on social enterprises such as benefit corporations and Certified B Corporations. In Chapter 8, a new discussion of the role and relationship to corporate counsel, of the chief compliance officer. Professors and students will benefit from: References to more than 200 newly added decisions. Identification of hundreds of intriguing topics for papers and/or blogs. Comparisons and contrasts of the governance practices supported by institutional investors, proxy advisors, and stock exchanges. A practice-ready, drafting-oriented approach to the systems, structures, and strategies of corporate governance.
Book Synopsis Shareholders’ Duties by : Hanne S. Birkmose
Download or read book Shareholders’ Duties written by Hanne S. Birkmose and published by Kluwer Law International B.V.. This book was released on 2017-01-15 with total page 511 pages. Available in PDF, EPUB and Kindle. Book excerpt: It is often assumed that shareholders have rights, not duties. In recent years, however, this assumption has come under intense scrutiny in all aspects of company law and capital market law -legislation, the courts, soft law, and scholarship - and, in Europe especially, major changes are under way across a diverse spectrum all the way from revised contractual arrangements to mandatory statutory provisions. Such a shift has important implications for the fundamentals of European company law, and there is a need to examine shareholders' duties and to consider where this trend is taking shareholders and their stance in law. This focused collection of essays by twenty notable scholars addresses this complex subject from a highly informative and useful variety of perspectives. Examining shareholders' duties along three axes - types of investee companies, types of shareholders, and types of business situations - the essays deal with such topics and issues as the following: - shareholders' duties as reflections of the interests they are intended to safeguard; - shareholders' duties to society; - shareholders' disclosure obligations; - duties of parent companies; - institutional investor's fiduciary duty; - how regulatory duties constrain value-reducing forms of opportunism; - the state's continuing duties in the transformation of state-owned companies; - significant shareholders' duties in transactions with the company; and - powerful shareholders' duty not to abuse right. Examining the implications of this shift in discourse - how shareholders' duties are coming to the fore under the impetus of legislation, legal doctrine, case law, and enforcement strategies - as well as its ideological underpinnings, this book offers a comprehensive and in-depth consideration of this rapidly developing field. It will prove of inestimable value not only to policymakers and academics, but also to investors and practitioners committed to creating conditions favourable to sustainable economic growth and responsible business behaviour.
Book Synopsis A Relational View on Cultural Complexity by : Julika Baumann Montecinos
Download or read book A Relational View on Cultural Complexity written by Julika Baumann Montecinos and published by Springer Nature. This book was released on 2023-06-01 with total page 387 pages. Available in PDF, EPUB and Kindle. Book excerpt: This book explores the conceptual and practical implications of applying a relational view to cultural complexity. The authors take the findings of an international and interdisciplinary Delphi study on transcultural competence as a starting point and offer further analysis and interpretation from their specific perspectives. Written by experts from a variety of disciplines, the book discusses the potential contributions of a relational approach to understanding and strengthening individuals and organizations in their contexts. Through various conceptual chapters, case studies and field reports, it explores the role and nature of commonalities for cooperation in contexts of cultural complexity and discusses the relationship between differences and commonalities, as well as the implications for relational leadership and management. The book is divided into four parts, the first of which introduces readers to the relational view. In turn, the second part elaborates on transcultural competence, while the third presents various case studies and field reports on experience-based learning and relationality in culturally complex settings. Finally, the fourth part sheds new light on relational leadership and the role of commonalities in organizational practice. As such, this book will appeal to scholars and practitioners in the areas of cultural and relational economics, intercultural communication, business strategy and leadership, and organizational studies.
Book Synopsis Corporate Governance and Responsible Investment in Private Equity by : Simon Witney
Download or read book Corporate Governance and Responsible Investment in Private Equity written by Simon Witney and published by Cambridge University Press. This book was released on 2021-01-07 with total page 241 pages. Available in PDF, EPUB and Kindle. Book excerpt: Private equity-backed companies are ubiquitous and economically significant. Consequently, the corporate governance of these companies matters to all of us, and – not surprisingly – is coming under increasing scrutiny. Simon Witney, a practicing private equity lawyer, positions private equity portfolio companies within existing academic theory and examines the laws that apply to them in the UK. He analyses the actual governance frameworks that are put in place and identifies problems created by the legal rules – as well as the market's solutions to them. This book not only explains why these governance mechanisms are established, but also what they are expected to achieve. Witney suggests that private equity owners have both the incentives and the capability to focus on responsible investment practices. Good governance, he argues, is a critical success factor for the private equity industry.
Book Synopsis Corporate Law and Financial Instability by : Andreas Kokkinis
Download or read book Corporate Law and Financial Instability written by Andreas Kokkinis and published by Routledge. This book was released on 2017-11-20 with total page 276 pages. Available in PDF, EPUB and Kindle. Book excerpt: Virtually all large banks and other financial institutions in the UK and internationally are public limited liability companies whose shares are listed on one or several stock exchanges. As such, their corporate governance and, in particular, the incentives faced by their directors and senior managers are to a significant extent determined by corporate and securities law rules such as directors’ duties, directors’ liability in insolvency, takeover regulation, disclosure obligations, shareholder rights and rules on executive remuneration. At the same time, systemically important financial institutions in the UK are licensed, regulated and supervised by the Prudential Regulation Authority (PRA). This book explores the relationship between, on the one hand, the broader corporate law, corporate governance and securities law framework and, on the other, the prudential regulatory framework. Although the book’s main focus is on UK law, much of the policy argumentation is relevant globally and therefore appropriate international comparisons are drawn, and analysis of EU law and regulation is included. The book argues that the corporate law regime, which focuses on shareholder empowerment and profit maximisation, operates as an antithesis to prudential regulatory objectives thus undermining the safety and soundness of banks and other financial institutions by encouraging risky behaviour that may be in the best interests of their shareholders, but is clearly not in the public interest.
Book Synopsis Research on Professional Responsibility and Ethics in Accounting by : Charles Richard Baker
Download or read book Research on Professional Responsibility and Ethics in Accounting written by Charles Richard Baker and published by Emerald Group Publishing. This book was released on 2020-10-16 with total page 208 pages. Available in PDF, EPUB and Kindle. Book excerpt: This is a continuing of a long series focusing on professional responsibility and ethics in accounting.
Book Synopsis Corporate Group Legitimacy by : Peter Underwood
Download or read book Corporate Group Legitimacy written by Peter Underwood and published by Taylor & Francis. This book was released on 2024-08-01 with total page 168 pages. Available in PDF, EPUB and Kindle. Book excerpt: This book focuses on the legitimacy of corporate power wielded by corporate groups, integrating legal doctrine, economic analysis, and theoretical approaches. It reassesses how corporate groups can maintain legitimacy whilst exercising corporate power. Corporate groups are a prominent commercial feature of many jurisdictions and present unique challenges. The book argues that when analysed through the lens of corporate social responsibility, a legitimacy deficiency emerges. This arises from a lack of historical debate, diluted control mechanisms, and inflated growth, utilising unique features of the corporate group. It explores how the magnified power of the corporate group presents acute challenges for corporate legitimacy. Data is utilised alongside current examples of corporate groups which identify structural architectural patterns. It explores new technologies such as Artificial Intelligence and blockchain as ways of attaining legitimacy. It presents methods of attaining legitimacy for the continued wielding of power to be held within corporate groups. This book spans several research interests under the corporate law umbrella. It will be of interest to traditional black letter company lawyers. Additionally, it will be of interest to those who have an interest in business and those who are interested in the role of technology.
Book Synopsis The Public Company Transformed by : Brian Cheffins
Download or read book The Public Company Transformed written by Brian Cheffins and published by Oxford University Press. This book was released on 2018-09-28 with total page 449 pages. Available in PDF, EPUB and Kindle. Book excerpt: For decades, the public company has played a dominant role in the American economy. Since the middle of the 20th century, the nature of the public company has changed considerably. The transformation has been a fascinating one, marked by scandals, political controversy, wide swings in investor and public sentiment, mismanagement, entrepreneurial verve, noisy corporate "raiders" and various other larger-than-life personalities. Nevertheless, amidst a voluminous literature on corporations, a systematic historical analysis of the changes that have occurred is lacking. The Public Company Transformed correspondingly analyzes how the public company has been recast from the mid-20th century through to the present day, with particular emphasis on senior corporate executives and the constraints affecting the choices available to them. The chronological point of departure is the managerial capitalism era, which prevailed in large American corporations following World War II. The book explores managerial capitalism's rise, its 1950s and 1960s heyday, and its fall in the 1970s and 1980s. It describes the American public companies and executives that enjoyed prosperity during the 1990s, and the reversal of fortunes in the 2000s precipitated by corporate scandals and the financial crisis of 2008. The book also considers the regulation of public companies in detail, and discusses developments in shareholder activism, company boards, chief executives, and concerns about oligopoly. The volume concludes by offering conjectures on the future of the public corporation, and suggests that predictions of the demise of the public company have been exaggerated.
