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State Regulatory Competition And The Threat To Corporate Governance
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Book Synopsis State Regulatory Competition and the Threat to Corporate Governance by : Ronald Daniels
Download or read book State Regulatory Competition and the Threat to Corporate Governance written by Ronald Daniels and published by . This book was released on 2008 with total page 0 pages. Available in PDF, EPUB and Kindle. Book excerpt: The subject of this paper is the impact of the new globalized order on the integrity of corporate governance. Corporate governance is the system of laws, markets and institutions that seeks to control and discipline corporate activity in the service of the public interest. Over the last several years, many critics have bemoaned the growing integration of various economic markets across national boundaries because it is seen to lessen the capacity of states to regulate corporate behaviour. Essentially, the claim is that in a setting of reduced barriers to factor and product mobility, corporations are rendered much more effective in their capacity to extract regulatory concessions from host governments, and these concessions have the effect of lowering social welfare. The argument is that in a setting of high international corporate mobility, footloose corporations will relocate their operations to whichever jurisdiction offers the most congenial (meaning least stringent) regulation. In the face of certain corporate migration in response to more stringent regulation, states will have no choice but to refrain from adopting socially optimal regulation. This is because states fear the loss of benefits associated with corporate activity: namely, employment, investment and tax revenue. The effect is an international race to the bottom in which states are rendered helpless in countering the effect of heightened corporate mobility.
Book Synopsis Is Regulatory Competition a Problem or Irrelevant for Corporate Governance? by : Roberta Romano
Download or read book Is Regulatory Competition a Problem or Irrelevant for Corporate Governance? written by Roberta Romano and published by . This book was released on 2018 with total page 52 pages. Available in PDF, EPUB and Kindle. Book excerpt: This article provides an analysis of why regulatory competition in corporate law has operated, for the most part, successfully in the United States, and critiques the position of commentators who are skeptical of the significance and extent of state competition. The article begins by setting out the context in which regulatory competition has been most recently criticized, the U.S. Congress's response to corporate accounting scandals in the Sarbanes-Oxley Act, and by briefly noting how the problematic features of that legislative response underscore the benefits of regulatory competition. It then evaluates recent criticisms of regulatory competition that focus on the role of the federal government, or the incentives of states other than the leading incorporation state, Delaware, and conclude that U.S. corporate law is not the product of state competition. The article contends that these permutations on the state competition debate do not provide a satisfactory positive explanation of the behavior or the influence of the states and federal government. The minimum policy implication of the analysis is that it would be imprudent for policymakers to overlook the competitive regulatory experience in U.S. corporate law when assessing the approach to take to company and securities law. Prepared for the Special Issue of the Oxford Review of Economic Policy on Corporate Governance and the Corporate Governance Conference at the Said Business School, University of Oxford, January 28, 2005.
Book Synopsis Corporate Governance in Context by : Klaus J. Hopt
Download or read book Corporate Governance in Context written by Klaus J. Hopt and published by . This book was released on 2005 with total page 976 pages. Available in PDF, EPUB and Kindle. Book excerpt: Increased regulatory competition has sharpened the comparative awareness of advantages or disadvantages of different national models of political economy, economic organization, governance and regulation. Although institutional change is slow and subject to functional complementarities as wellas social and cultural entrenchment, at least some features of successful modern market economies have been in the process of converging over the last decades. The most important change is a shift in governance from state to the market. As bureaucratic ex-ante control is replaced by judicial ex-postcontrol, administrative discretion is replaced by the rule of law as guidelines for the economy. Furthermore, at least to some extent, public enforcement is being reduced in favor of private enforcement by way of disclosure, enhanced liability, and correspondent litigation for damages. Corporatistapproaches to governance are giving way to market approaches, and outsider and market-oriented corporate governance models seem to be replacing insider-based regimes.This transition is far from smooth and poses a daunting challenge to regulators and academics trying to redefine the fundamental governance and regulatory setting. They are confronted with the task of making or keeping the national regulatory structure attractive to investors in the face ofcompetitive pressures from other jurisdictions to adopt state-of-the-art solutions. At the same time, however, they must establish a coherent institutional framework that accommodates the efficient, modern rules with the existing and hard-to-change institutional setting. These challenges - put in acomparative and interdisciplinary perspective - are the subject of the book. As a reflection of the transnationality of the issues addressed, the world's three leading economies and their legal systems are included on an equal basis: the EU, the U.S., and Japan across each of the subtopics ofcorporations, bureaucracy and regulation, markets, and intermediaries.
Book Synopsis Comparative Corporate Governance by : Klaus J. Hopt
Download or read book Comparative Corporate Governance written by Klaus J. Hopt and published by Oxford University Press. This book was released on 1998 with total page 1304 pages. Available in PDF, EPUB and Kindle. Book excerpt: "This book goes back to a symposium held at the Max Planck Institute for Foreign Private and Private International Law in Hamburg on May 15-17 1997"--P. [v].
Book Synopsis Regulatory Competition, Choice of Forum, and Delaware's Stake in Corporate Law by : Faith Stevelman
Download or read book Regulatory Competition, Choice of Forum, and Delaware's Stake in Corporate Law written by Faith Stevelman and published by . This book was released on 2009 with total page 0 pages. Available in PDF, EPUB and Kindle. Book excerpt: As Delaware corporate law confronts the twenty-first-century global economy, the state's legislators and jurists are becoming sensitive to increased threats to the law's sustained preeminence. The increased presence of federal laws and regulations in areas of corporate governance traditionally allocated to the states has been widely noted. The growth of federal corporate law standards may be undermining Delaware's confidence in the sustained prosperity of its chartering business - which has been a vital source of revenues and prestige for Delaware, its equity courts, and especially its corporate bar. The Delaware Court of Chancery appears to be concerned about the emigration of corporate law cases to other states' courtrooms, and is exercising its discretionary jurisdiction more expansively in parallel proceedings to deny defendants' motions to stay. There are even more aggressive measures that Delaware companies and lawmakers could take to restrict Delaware shareholders' choice of forum and keep these cases in Delaware. But Delaware has much to lose from trying to gain monopoly power over the adjudication of its corporate law. Indeed, in a system where corporate managers (or founders/controlling shareholders) select the state of incorporation - and hence effectuate the choice of Delaware corporate law - it is likely that allowing shareholder-plaintiffs freedom in forum selection has a salutary, modulating effect on Delaware corporate law. The ability of Delaware shareholder-plaintiffs to litigate elsewhere most likely plays a key role in preventing Delaware corporate law from becoming hostage to corporate defendants' interests.
Book Synopsis OECD Reviews of Regulatory Reform Risk and Regulatory Policy Improving the Governance of Risk by : OECD
Download or read book OECD Reviews of Regulatory Reform Risk and Regulatory Policy Improving the Governance of Risk written by OECD and published by OECD Publishing. This book was released on 2010-05-06 with total page 251 pages. Available in PDF, EPUB and Kindle. Book excerpt: This publication presents recent OECD papers on risk and regulatory policy. They offer measures for developing, or improving, coherent risk governance policies.
Book Synopsis The Genius of American Corporate Law by : Roberta Romano
Download or read book The Genius of American Corporate Law written by Roberta Romano and published by American Enterprise Institute. This book was released on 1993 with total page 180 pages. Available in PDF, EPUB and Kindle. Book excerpt: This is a study of the structure of American corporate law, which combines economic analysis with empirical insights to produce a number of policy insights. It is suitable for anyone studying corporate law, securities regulation, comparative company law or federalism.
Book Synopsis The Art of the State by : Thomas J. Courchene
Download or read book The Art of the State written by Thomas J. Courchene and published by IRPP. This book was released on 2003 with total page 452 pages. Available in PDF, EPUB and Kindle. Book excerpt: The Art of the State brings together political scientists and economists to look at governing and governance in an increasingly globalized world. It explores ways in which democratic governance can survive in a globalized environment and suggests how to combat disillusionment.
Book Synopsis Corporate Business Responsibility by : Justin O'Brien
Download or read book Corporate Business Responsibility written by Justin O'Brien and published by Taylor & Francis. This book was released on 2017-03-02 with total page 567 pages. Available in PDF, EPUB and Kindle. Book excerpt: The 2008/9 crisis in global commercial debt markets exposed glaring deficiencies in corporate and regulatory operational and strategic risk management systems. This collection provides an overview of how narrow conceptions of responsibility in corporate law, organizational practice and regulatory dynamics facilitated the crisis. The first section revisits the debates about the role of the corporation prompted by the publication of The Modern Corporation and Private Property (1932). The second section explores why the conception of enlightened shareholder interest gained and retained potency despite demonstrable failure. The third section explores how the interaction between the foundational assumptions of corporate law and the (questionable) efficacy of shareholder control framed regulatory responses to the growth of financial capitalism. The fourth section examines ways in which excess can be restrained by the interaction between hard law, softer governance arrangements such as principles and, crucially, norms.
Book Synopsis Political Determinants of Corporate Governance by : Mark J. Roe
Download or read book Political Determinants of Corporate Governance written by Mark J. Roe and published by Oxford University Press, USA. This book was released on 2003 with total page 260 pages. Available in PDF, EPUB and Kindle. Book excerpt: In a painstaking analysis, Roe (law, Harvard Law School) examines the impact of a nation's strong social policies on the corporate governance, suggesting that stronger social policies can cause an American style of diffuse ownership among shareholders to fail. The link between social policies and corporate governance is examined statistically for a large number of countries, and in case studies for seven: Italy, Germany, Sweden, the UK, France, Japan, and the US. Product markets, securities markets, and the ability of corporate and economic structures to induce a political backlash are discussed. Annotation (c)2003 Book News, Inc., Portland, OR (booknews.com).
Book Synopsis Comparative Competition Law by : John Duns
Download or read book Comparative Competition Law written by John Duns and published by Edward Elgar Publishing. This book was released on 2015-11-27 with total page 529 pages. Available in PDF, EPUB and Kindle. Book excerpt: Comparative Competition Law examines the key global issues facing competition law and policy. This volume’s specially commissioned chapters by leading writers from the United States, Europe, Asia, South America, and Australia provide a synthesis of how these current issues are addressed by drawing on the approaches taken in different jurisdictions around the world. Expert contributors examine the regulation of core competitive conduct by comparing substantive law approaches in the US and the EU. The book then explores issues of enforcement – such as the regulator’s powers, whether to criminalize anti-competitive conduct, the degree to which private enforcement ought to be encouraged, and the extraterritorial scope of domestic laws. Finally, the book discusses how competition law is being implemented in a variety of countries, including Japan, China, Brazil, Chile, and Colombia. This scholarly analysis of the key substantive, procedural, and remedial challenges facing global competition law policymakers offers a comparative framework to facilitate a better understanding of relevant policies. This collection of global perspectives will be of great interest to scholars and students of competition law, microeconomics, and regulatory studies. Competition law regulators, policy makers, and law practitioners will also find this book an invaluable resource.
Book Synopsis Corporate Governance of State-Owned Enterprises by : World Bank Publications
Download or read book Corporate Governance of State-Owned Enterprises written by World Bank Publications and published by World Bank Publications. This book was released on 2014-10-02 with total page 391 pages. Available in PDF, EPUB and Kindle. Book excerpt: This Toolkit provides an overall framework with practical tools and information to help policymakers design and implement corporate governance reforms for state-owned enterprises. It concludes with guidance on managing the reform process, in particular how to prioritize and sequence reforms, build capacity, and engage with stakeholders.
Book Synopsis Regulatory Policy and Governance Supporting Economic Growth and Serving the Public Interest by : OECD
Download or read book Regulatory Policy and Governance Supporting Economic Growth and Serving the Public Interest written by OECD and published by OECD Publishing. This book was released on 2011-10-25 with total page 155 pages. Available in PDF, EPUB and Kindle. Book excerpt: This report encourages governments to “think big” about the relevance of regulatory policy and assesses the recent efforts of OECD countries to develop and deepen regulatory policy and governance.
Book Synopsis Comparative Corporate Governance by : Véronique Magnier
Download or read book Comparative Corporate Governance written by Véronique Magnier and published by Edward Elgar Publishing. This book was released on 2017-08-25 with total page 233 pages. Available in PDF, EPUB and Kindle. Book excerpt: Comparative Corporate Governance considers the effects of globalization on corporate governance issues and highlights how, despite these widespread consequences, predictions of legal convergence have not come true. By adopting a comparative legal approach, this book explores the disparity between convergence attempts and the persistence of local models of governance in the US, Europe and Asia.
Book Synopsis The Irrelevance of State Corporate Law in the Governance of Public Companies by : J. Robert Brown
Download or read book The Irrelevance of State Corporate Law in the Governance of Public Companies written by J. Robert Brown and published by . This book was released on 2007 with total page 0 pages. Available in PDF, EPUB and Kindle. Book excerpt: Weak state regulation of corporate governance process and the race to the bottom resulted in federal intervention in the 1930s and the adoption of the securities laws. The laws largely ousted the states from the corporate disclosure and proxy process. The duties of directors, however, remained subject to state regulation. The race to the bottom, therefore, continued. One example was the adoption of waiver of liability provisions. It took less than two decades after Delaware adopted the first such provision in the aftermath of Van Gorkom for all 50 states to have something similar in place. Likewise, fiduciary obligations gradually weakened, with Delaware all but eliminating the duty of loyalty, replacing substantive fairness with ineffective procedural requirements. The predicable scandals and excesses followed. Congress responded with the adoption of Sarbanes-Oxley and federalizing some portions of the duties of officers and directors. SOX, however, did not do so in a systematic way. As a result, neither the states nor the federal government adequately regulate the behavior of corporate managers. Said another way, the dynamics that resulted in the scandals of the millennium largely remain in place.
Book Synopsis The Federalization of Corporate Governance by : Marc I. Steinberg
Download or read book The Federalization of Corporate Governance written by Marc I. Steinberg and published by Oxford University Press. This book was released on 2018-02-23 with total page 329 pages. Available in PDF, EPUB and Kindle. Book excerpt: This book focuses on the federalization of corporate governance in the United States from both historical and contemporary perspectives. Although the states traditionally have regulated the sphere of corporate governance - encompassing the relations among and between the subject corporation, its directors, its officers, its stockholders, and other stakeholders - federal law today impacts the governance of publicly-traded companies to a greater degree than ever before in U.S. history. This book discusses the evolution and development of corporate governance from a federal law perspective from the commencement of the twentieth century to the present. It examines the tension between state company law and federal law, analyzes the federal historical developments, explains the ramifications of the federal legislation enacted during the past two decades, and recommends corrective measures that should be implemented. The book accordingly provides an original, historical, and contemporary analysis of the federalization of corporate governance - a subject that impacts this country's economic well-being in a very fundamental way.
Book Synopsis OECD Principles of Corporate Governance by : OECD
Download or read book OECD Principles of Corporate Governance written by OECD and published by OECD Publishing. This book was released on 1999-10-06 with total page 42 pages. Available in PDF, EPUB and Kindle. Book excerpt: These principles of corporate governance, endorsed by the OECD Council at Ministerial level in 1999, provide guidelines and standards to insure inclusion, accountability and abilit to attract capital.
