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The Role Of Independent Directors After Sarbanes Oxley
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Book Synopsis The Role of Independent Directors After Sarbanes-Oxley by : Bruce F. Dravis
Download or read book The Role of Independent Directors After Sarbanes-Oxley written by Bruce F. Dravis and published by American Bar Association. This book was released on 2007 with total page 206 pages. Available in PDF, EPUB and Kindle. Book excerpt: This book is intended to provide independent directors and their advisors with an understanding of the primary legal and governance issues that have evolved in the corporate governance environment since the passage of the Sarbanes-Oxley Act in 2002. The text on the accompanying CD-ROM sourcebook offers hypertext linked footnotes to direct lawyers (or interested non-lawyers) to legal source material.
Book Synopsis The Role of Independent Directors in Corporate Governance by : Bruce F. Dravis
Download or read book The Role of Independent Directors in Corporate Governance written by Bruce F. Dravis and published by . This book was released on 2010 with total page 0 pages. Available in PDF, EPUB and Kindle. Book excerpt: Updated and expanded, The Role of Independent Directors provides a concise plain English overview for corporate directors of their duties and their place in the corporate governance process.
Book Synopsis Corporate Governance and Directors' Independence by : Yuan Zhao
Download or read book Corporate Governance and Directors' Independence written by Yuan Zhao and published by Kluwer Law International B.V.. This book was released on 2011-01-01 with total page 242 pages. Available in PDF, EPUB and Kindle. Book excerpt: More and more, the agenda of corporate governance reform has been calling for a dramatic change in the composition and structure of boards of publicly traded companies, with particular criticism reserved for the role of independent directors. This timely, ground-breaking book takes a new and rigorous approach to this important issue. Investigating board independence from a distinctly original perspective, the author's systematic analysis explores the effective interaction of such aspects as the following: What specific functions are expected of independent directors? How these functions fit with the unitary board structure? Why independent directors are seen as inherently necessary for corporate governance? Whether board independence can be compatible with other governance mechanisms? How mainstream company law is applied to independent directors. The analysis leads to a series of solutions designed to eliminate the real and perceived obstacles to the proper functioning of independent directors. In the process, the author discusses such critical 'moments' in corporate governance as monitoring, public relations, social responsibility, shareholder activism, the danger of 'groupthink', remuneration, collective liability, and codes of conduct. The discussion and analysis chart a course through which independent directors can better serve the goal of improving the system of corporate governance. As such, it will be greatly appreciated by investors, corporate counsel for institutional investors, and policymakers and academics in relevant areas of both business and law.
Book Synopsis International Corporate Governance After Sarbanes-Oxley by : Paul Ali
Download or read book International Corporate Governance After Sarbanes-Oxley written by Paul Ali and published by John Wiley & Sons. This book was released on 2011-07-28 with total page 405 pages. Available in PDF, EPUB and Kindle. Book excerpt: "The Sabanes-Oxley Act has been one of the most significant developments in corporate and securities regulation since the New Deal. This collection of important articles would be a valuable resource for anyone seeking to understand Sabanes-Oxley's far-reaching effects on corporate governance in the United States and elsewhere." —Jesse Fried, coauthor of Pay Without Performance: The Unfulfilled Promise of Executive Compensation and Professor of Law at the University of California, Berkeley "The editors have assembled the latest cutting-edge research on international corporate governance by respected academics in this field. In this handbook, the editors deal with all aspects of the significant legislative changes to corporate governance regulation. It introduces the reader to the new rules that will certainly improve the reliability and the accuracy of disclosures made by corporations. The book comes at the right moment with the recent scandals such as Enron, which will educate all readers especially shareholders of corporate stock." —Komlan Sedzro, Professor of Finance, University of Quebec at Montreal "Today, corporate governance is a topic at the center of public policy debate in most industrialized countries. The range of concerns; the variety of approaches; and their tendency to converge in some areas or diverge in others (not always in the right directions) are emphatically demonstrated by these essays. There is material here of enormous interest for scholars of comparative law and economic regulation. And significantly, the presentation of essays from legal, financial, and regulatory viewpoints demonstrates the growing practical as well as theoretical utility of interdisciplinary work in this area. Professors Ali and Gregoriou are to be warmly congratulated for their skill and initiative in assembling an important publication, as well as for their own contributions to interdisciplinary scholarship." —R. P. Austin, BA, LLM (Sydney), DPhil (Oxon), Supreme Court of New South Wales "This very international collection emphasizes the economic line of descent, while including legal and socio-legal contributions. It fills a very important gap in our empirical knowledge of corporate governance. It is accessible and comprehensive and will greatly assist readers from all relevant disciplines, who are trying to discern the shape of corporate governance as a mature field." —Dimity Kingsford Smith, Professor of Law, University of New South Wales
Book Synopsis Independent Directors by : Jean W. Rosenthal
Download or read book Independent Directors written by Jean W. Rosenthal and published by . This book was released on 2016 with total page pages. Available in PDF, EPUB and Kindle. Book excerpt: A series of corporate scandals in 2001 and 2002 led to the collapse of some of the largest U.S. corporations, most spectacularly Enron, Tyco, Global Crossing, and WorldCom, and one 'Big Five' accounting firm, Arthur Andersen. The legislative and regulatory response to these scandals was wide ranging. After hearings and debate, the Congress passed the Sarbanes-Oxley Act of 2002 (abbreviated here as SOX), the Securities and Exchange Commission (SEC) implemented new rules, and U.S. stock exchanges revised their requirements for listing corporations. Designed primarily to stem abuses in financial reporting, these reforms attempted to codify corporate governance rules to protect the interests of investors and make spectacular failures less likely. This case study examines this topic.
Book Synopsis Sarbanes-Oxley and the Board of Directors by : Scott Green
Download or read book Sarbanes-Oxley and the Board of Directors written by Scott Green and published by John Wiley & Sons. This book was released on 2005-08-19 with total page 333 pages. Available in PDF, EPUB and Kindle. Book excerpt: Sarbanes-Oxley and the Board of Directors is a practical, down-to-earth guide for board members. It covers everything from board basics to compliance with regulations, corporate culture and values to assessing and reacting to hostile shareholder activities. Complete with real-world examples, vignettes, case studies, and other information, this guide helps board members, CEOs, CFOs, and others understand their responsibilities and potential liabilities and implement effective corporate governance. It covers building a strong framework for effective governance, ways to protect board members, specific guidance for effective corporate oversight and communications, and more. Sarbanes-Oxley and the Board of Directors gives directors the knowledge, techniques, and tools to serve the company and its stockholders well.
Book Synopsis Mergers and Acquisitions by : Virginia Harper Ho
Download or read book Mergers and Acquisitions written by Virginia Harper Ho and published by Aspen Publishing. This book was released on 2022-01-29 with total page 374 pages. Available in PDF, EPUB and Kindle. Book excerpt: This is a custom ebook curated by Professor Virginia Harper Ho at City University of Hong Kong.
Book Synopsis The Best in Business Law 2007 Publications by :
Download or read book The Best in Business Law 2007 Publications written by and published by American Bar Association. This book was released on with total page 46 pages. Available in PDF, EPUB and Kindle. Book excerpt:
Author :Institute of Directors Publisher :Institute of Directors IOD India ISBN 13 :8195187242 Total Pages :239 pages Book Rating :4.1/5 (951 download)
Book Synopsis A Handbook on Independent Directors by : Institute of Directors
Download or read book A Handbook on Independent Directors written by Institute of Directors and published by Institute of Directors IOD India. This book was released on with total page 239 pages. Available in PDF, EPUB and Kindle. Book excerpt: The Handbook on Independent Directors covers the roles, duties, responsibilities and authority of corporate directors. This handbook on Independent Directors is the perfect guide and must have for ID’s who want to have a better understanding of their role in the Board, and perform effectively. It is the perfect tool to help be aware of all aspects of being an Independent Directors.
Book Synopsis Corporate Governance by : Walter Effross
Download or read book Corporate Governance written by Walter 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: Buy a new version of this textbook and receive access to the Connected eBook on CasebookConnect, including: lifetime access to the online ebook with highlight, annotation, and search capabilities, plus an outline tool and other helpful resources. Connected eBooks provide what you need most to be successful in your law school classes. 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.
Author :Institute of Directors Publisher :Institute of Directors IOD India ISBN 13 :8196521774 Total Pages :282 pages Book Rating :4.1/5 (965 download)
Book Synopsis A Handbook on The Board by : Institute of Directors
Download or read book A Handbook on The Board written by Institute of Directors and published by Institute of Directors IOD India. This book was released on with total page 282 pages. Available in PDF, EPUB and Kindle. Book excerpt: This handbook covers guidance on a diverse range of Boardroom issues, for state-owned, family owned, private, large, small or medium companies. It addresses business needs that Board directors seek, as a step in furthering the Board's leadership for directing their companies, in a transparent, cultural and ethical manner. This guide provides the basic information essential to an organisation with a Board that works. It delves into the Board's strategic role and insight into value creation, risk taking, accountability, and legal compliance obligations. The object of this handbook is to assist the directors make the significant advance, in the interest of the owners and more broadly of society.
Book Synopsis Mergers and Acquisitions by : Therese H. Maynard
Download or read book Mergers and Acquisitions written by Therese H. Maynard and published by Aspen Publishing. This book was released on 2021-02-01 with total page 1010 pages. Available in PDF, EPUB and Kindle. Book excerpt: Mergers and Acquisitions: Cases, Materials, and Problems
Book Synopsis Do the Right Thing by : Yun-Ching Tsai
Download or read book Do the Right Thing written by Yun-Ching Tsai and published by . This book was released on 2023 with total page 0 pages. Available in PDF, EPUB and Kindle. Book excerpt: Following the passage of the Sarbanes-Oxley Act, firms with an independent director proportion of less than 50% were required to increase the director percentage, resulting in a significant increase in demand for independent directors. This study investigates whether companies with greater social capital are more likely to hire talented independent directors. Using corporate social responsibility to measure social capital, the empirical results show that after the Sarbanes-Oxley Act, firms with higher corporate social responsibility are able to hire independent directors, and had a higher probability of having currently or previously served as chief executive officer, chief operating officer, and chief financial officer. This relationship is stronger when local directors are scarce. In general, companies with higher social capital are indeed more be able to attract more talented independent directors.
Author :Institute of Directors Publisher :Institute of Directors IOD India ISBN 13 :8195187234 Total Pages :267 pages Book Rating :4.1/5 (951 download)
Book Synopsis A Handbook on Corporate Governance by : Institute of Directors
Download or read book A Handbook on Corporate Governance written by Institute of Directors and published by Institute of Directors IOD India. This book was released on with total page 267 pages. Available in PDF, EPUB and Kindle. Book excerpt: Any organisation, whether a business or a non-profit, needs good governance to ensure that it is run in a way that meets the legal and stakeholders expectations. The task of ensuring good governance lies with the Board. This is why this Handbook is exactly what Corporate Leaders and Directors need to assist them. It will act as a ‘ready reckoner’ for quick reference on Corporate Governance practices and compliance issues, affecting the boardroom and the organisation as a whole. This Handbook covers topics ranging from Committees, Procedures, Leadership, Family Businesses, Performance Evaluation, trends and more.
Book Synopsis The Director and The Manager by : David S. Fushtey
Download or read book The Director and The Manager written by David S. Fushtey and published by IAP. This book was released on 2019-02-01 with total page 1047 pages. Available in PDF, EPUB and Kindle. Book excerpt: Machiavelli Had it Easy is an engaging text for the emerging discipline of governance. Gaps arise when directors and managers come together from diverse vocational and cultural languages and interests. Compressed information streams in the digital age, yet few reconcile silos of business, legal expertise and regulatory public-interests for informed decisions. This text presents research and a market-tested decision-framework for comparative law, market practice, and human nature in the vital strategic-oversight role of governance. Informed by cognitive science, business practice and legal duties, one conclusion is that bias and self-interests are instinctive but reconciling best-interests is not. Too often lessons learned from centuries of law are overlooked. The chapters are a dozen inquiries into recurring problems in the boardroom. Part one is an entry-level technical reference of law and governance principles. Unique appendices of keywords and case notes will aid those new to markets governed by the western rule-of-law and those tripping on gaps in comparative jargon. Part two is a series of practical hot-topics in the context of law and governance; part three looks to next steps in accountability and liability. The text will help accountants, engineers, lawyers, and business operations and market-policy experts from around the world work together, and; professors, professionals and students anticipate change. After drilling through accountability and liability for hybrid organizations, typical crises are revealed to be from a lack of aligning interests and related information churn. Conclusions of the how and why of governance systems link the human condition and the rule-of-law in the digital age.
Book Synopsis Rethinking Corporate Governance by : Alessio Pacces
Download or read book Rethinking Corporate Governance written by Alessio Pacces and published by Routledge. This book was released on 2013-01-17 with total page 492 pages. Available in PDF, EPUB and Kindle. Book excerpt: The standard approach to the legal foundations of corporate governance is based on the view that corporate law promotes separation of ownership and control by protecting non-controlling shareholders from expropriation. This book takes a broader perspective by showing that investor protection is a necessary, but not sufficient, legal condition for the efficient separation of ownership and control. Supporting the control powers of managers or controlling shareholders is as important as protecting investors from the abuse of these powers. Rethinking Corporate Governance reappraises the existing framework for the economic analysis of corporate law based on three categories of private benefits of control. Some of these benefits are not necessarily bad for corporate governance. The areas of law mainly affecting private benefits of control – including the distribution of corporate powers, self-dealing, and takeover regulation – are analyzed in five jurisdictions, namely the US, the UK, Italy, Sweden, and the Netherlands. Not only does this approach to corporate law explain separation of ownership and control better than just investor protection; it also suggests that the law can improve the efficiency of corporate governance by allowing non-controlling shareholders to be less powerful.
Book Synopsis Congressional Oversight Panel March Oversight Report by : United States. Congressional Oversight Panel
Download or read book Congressional Oversight Panel March Oversight Report written by United States. Congressional Oversight Panel and published by . This book was released on 2010 with total page 156 pages. Available in PDF, EPUB and Kindle. Book excerpt:
