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Would Mutual Funds Bite The Hand That Feeds Them Business Ties And Proxy Voting
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Book Synopsis The Foundations and Anatomy of Shareholder Activism by : Iris H-Y Chiu
Download or read book The Foundations and Anatomy of Shareholder Activism written by Iris H-Y Chiu and published by Bloomsbury Publishing. This book was released on 2010-10-12 with total page 204 pages. Available in PDF, EPUB and Kindle. Book excerpt: The Foundations and Anatomy of Shareholder Activism examines the landscape of contemporary shareholder activism in the UK. The book focuses on minority shareholder activism in publicly listed companies. It argues that contemporary shareholder activism in the UK is dominated by two groups; one, the institutional shareholders whose shareholder activism is largely seen as a driving force for good corporate governance, and two, the hedge funds whose shareholder activism is based on value extraction and exit. The book provides a detailed examination of both types of shareholder activism, and discusses critically the nature of, motivations for and consequences following both types of shareholder activism. The book then locates both types of shareholder activism in the theory of the company and the fabric of company law, and argues that institutional shareholder activism based on exercising a voice at general meetings is well supported in theory and law. The call for institutions to engage in more informal forms of activism in the name of 'stewardship' may bring about challenges to the current patterns of activism that institutions engage in. The book argues, however, that a more cautious view of hedge fund activism and the pattern of value extraction and exit should be taken. More empirical evidence is likely to be necessary, however, to weigh up the long terms benefits and costs of hedge fund activism.
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 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 2014-12-09 with total page 842 pages. Available in PDF, EPUB and Kindle. Book excerpt: Walter Effross is a superb teacher and succeeds in making a sometimes dry subject interesting to students. Corporate Governance contrasts schools of thought, explaining the conflicts between such theories as contractarianism and communitarianism, and such emerging academic approaches as empiricism and behavioral economics. The text includes excerpts from only the most important sections of judicial decisions along with their relevant factual and procedural context. Extensive notes address the reactions to decisions from other courts, commentators, counsel, and executives. Dozens of examples ripped from the headlines, excerpted from actual corporate documents, and drawn from popular culture illustrate key principles and spark class discussions. More than one hundred suggestions for paper topics are especially useful for participants in research and writing seminars. An appendix categorizes and details more than eighty separate initiatives that shareholder activists and commentators have proposed. A wide range of excerpts from corporate documents and court decisions interpreting these materials help students translate the caselaw and learn drafting techniques. The Second Edition reflects legislative, regulatory, judicial, and Fortune 500 developments since mid-2009 as well as new examples from corporate documents, the Great Books, and popular culture. Detailed coverage of new and emerging topics includes discussion of the governance of nonprofit corporations the emerging types of social enterprises such as benefit corporations, B corporations, and flexible purpose corporations; the board s responsibility to rein in the cyber-risks raised by hackers, e-mails, Web sites, and social media; and the implications for directors, officers, and counsel of new research on avoiding common cognitive traps that compromise decision-making in situations of risk and uncertainty. The Second Edition explores governance changes wrought by the financial crisis and reform legislation; the responsible corporate officer doctrine, the honest services doctrine, and other theories of executive liability; issues raised by crowdfunding ; and the consequences of the Citizens United decision removing limits on companies independent political expenditures. New appendices give detailed advice on identifying, developing, refining, and researching topics for articles and on using the publishing process to invigorate one s professional network and career.
Book Synopsis Understanding Institutional Shareholder Activism by : Bo Gong
Download or read book Understanding Institutional Shareholder Activism written by Bo Gong and published by Routledge. This book was released on 2013-12-13 with total page 308 pages. Available in PDF, EPUB and Kindle. Book excerpt: Institutional shareholder participation has long been considered as vital to good corporate governance yet its potential does not seem to have been realized. The recent banking crisis exposed the passivity of some institutional shareholders, many of whom appear to have chosen to sell their stakes in the banks rather than intervene or challenge the board when they realized the strategies followed by the banks were excessively risky. Institutional shareholders’ role to scrutinize and monitor the decisions of boards and executive management in the banking sector in the UK is considered by many to be a failure, resulting in the phenomenon of ‘ownerless corporations’, as described by Lord Myners. In China, despite the fast rising of institutional investment in the securities market, institutional shareholders have not yet played a contributory role in monitoring corporate managers in listed companies. Drawing on empirical evidence this book seeks to systematically analyses institutional shareholders’ incentives to activism to explain when and why shareholder activism will occur. The book puts forward a model which explains the factors that determine institutional shareholders’ propensity for activism. The model both elaborates the collective benefits of activism as a means of achieving managerial accountability asks whether and when shareholder activism is rational for any individual shareholder. The book then goes to on to apply these finding to both the UK and China in order to explain the varying levels of shareholder activism in each jurisdiction. The book is the first to take an in-depth look at institutional share-holder activism in China providing prescriptions to promote greater shareholder engagement and exploring the potential it holds for improving corporate governance in the region.
Book Synopsis Corporate Governance and Firm Performance by : Mark Hirschey
Download or read book Corporate Governance and Firm Performance written by Mark Hirschey and published by Emerald Group Publishing. This book was released on 2009-04-16 with total page 268 pages. Available in PDF, EPUB and Kindle. Book excerpt: Focuses on corporate governance, broadly defined as the system of controls that helps corporations and other organizations effectively manage, administer, and direct economic resources. This book focuses on: the impact of deregulation and corporate structure on productive efficiency; and the effectiveness of the fraud triangle and SAS.
Book Synopsis New Financial Instruments and Institutions by : Yasuyuki Fuchita
Download or read book New Financial Instruments and Institutions written by Yasuyuki Fuchita and published by Brookings Institution Press. This book was released on 2007-11-01 with total page 242 pages. Available in PDF, EPUB and Kindle. Book excerpt: A Brookings Institution Press and Nomura Institute of Capital Markets Research publication New financial instruments—such as structured financial products and exchange-traded funds—and new financial institutions—including hedge funds and private-equity funds—present opportunities as well as policy and regulatory challenges in U.S. and Japanese financial markets. This book presents cutting-edge research from experts in academia and the financial industry on new instruments and new institutions while contrasting their developments in the different countries. The contributors highlight the innovative way in which Japanese financiers and government officials have learned from the U.S. regarding the introduction of new instruments into their market. New Financial Instruments and Institutions continues the productive collaboration between the Brookings Institution and the Nomura Institute of Capital Markets Research in examining current issues in capital and financial markets. Contributors include Jennifer Bethel (Babson College),Todd Broms (Managed ETFs, LLC), Frank Edwards (Columbia Business School), Allen Ferrell (Harvard Law School),Yasuyuki Fuchita (Nomura Institute of Capital Markets Research), Gary Gastineau (Managed ETFs, LLC), Ken Lehn (University of Pittsburgh), Josh Lerner (Harvard Business School), Frank Partnoy (University of San Diego Law School), Adam Posen (Institute for International Economics), Ken Scott (Stanford Law School), Steve G. Segal (Boston University, J.W. Childs Associates),Yuta Seki (Nomura Institute of Capital Markets Research, New York), Erik Sirri (Babson College), and Randall Thomas (Vanderbilt Law School).
Book Synopsis What Do We Owe Each Other? by : Howard Rosenthal
Download or read book What Do We Owe Each Other? written by Howard Rosenthal and published by Routledge. This book was released on 2017-09-08 with total page 182 pages. Available in PDF, EPUB and Kindle. Book excerpt: What Do We Owe Each Other? includes essays by some of the finest social and political policy researchers in the United States. They address critical issues in contemporary American society. These range from the making of public opinion, the nature of the presumed social contract between government and its people, the special place of corporate governance and institutional investors with respect to social stability, the search for educational equality in a world of growing income disparities, the huge run up in prison populations and the decline of American citizenship, and not least, the ethical issues of selfless and selfish motivations with respect to organ transplants, and the sale of body parts.Although the volume is clearly focused on the United States of the past and present, it offers a long view of how social trends take on distinctive moral characteristics. The opening essay by Katherine Newman of Princeton University and Elisabeth Jacobs of Harvard University carefully documents how the political and social goals of the New Deal era outstripped the public opinion views of the time. They rise to a special level of analysis on how the policy processes can be uneven in one era and yet translate into a general good in later periods. Economic recovery and ideological dispositions were not in sync during the New Deal. As the contributors show, such disparities remain true of the American political process as a whole.The contributors display a wide diversity of opinion, but the volume is unified by the belief that ethical concerns play as large a role in defining American society as do economic interests. The book should attract the attention of political scientists, sociologists, economists, and above all, those people interested in how policy analysis is fused with moral considerations at the start as well as at the close of decision making as such. Howard L. Rosenthal is a professor of politics at New York University. He is the author of many journal articles and coauthor, with Alberto Alesina of Partisan Politics, Divided Government, and the Economy, and coauthor with Keith T. Poole of Ideology and Congress (available from Transaction).
Book Synopsis The Oxford Handbook of Private Equity by : Douglas Cumming
Download or read book The Oxford Handbook of Private Equity written by Douglas Cumming and published by Oxford University Press. This book was released on 2012-03-15 with total page 769 pages. Available in PDF, EPUB and Kindle. Book excerpt: The term private equity typically includes investments in venture capital or growth investment, as well as late stage, mezzanine, turnaround (distressed), and buyout investments. It typically refers to the asset class of equity securities in companies that are not publicly traded on a stock exchange. However, private equity funds do in fact make investments in publicly held companies, and some private equity funds are even publicly listed. Chapters in this book cover both private and public company investments, as well as private and publicly listed private equity funds. This Handbook provides a comprehensive picture of the issues surrounding the structure, governance, and performance of private equity. It comprises contributions from 41 authors based in 14 different countries. The book is organized into seven parts, the first of which covers the topics pertaining to the structure of private equity funds. Part II deals with the performance and governance of leveraged buyouts. Part III analyzes club deals in private equity, otherwise referred to as syndicated investments with multiple investors per investees. Part IV provides analyses of the real effects of private equity. Part V considers the financial effects of private equity. Part VI provides analyzes of listed private equity. Finally, Part VII provides international perspectives on private equity.
Book Synopsis Socially Responsible Investment Law by : Benjamin J Richardson
Download or read book Socially Responsible Investment Law written by Benjamin J Richardson and published by Oxford University Press. This book was released on 2008-06-30 with total page 624 pages. Available in PDF, EPUB and Kindle. Book excerpt: Environmental harm is commonly associated with companies that extract, consume, and pollute our shared natural resources. Rarely are the 'unseen polluters,' the financiers that sponsor and profit from eco-damaging corporations, placed at the forefront of the environmental debate. By focusing on these unseen polluters, Benjamin Richardson provides a comprehensive examination of socially responsible investment (SRI), and offers a guide to possible reform. Richardson proposes that greater regulatory supervision of SRI will help ensure that the financial sector prioritizes ethically-based investments. In Socially Responsible Investment Law, he suggests that new governmental reforms should encourage companies to participate in socially responsible investments by providing a better mix of standards and incentives for SRI through measures that include redefining the fiduciary responsibilities of institutional investors to incorporate environmental concerns. By doing so, Richardson posits that corporate financiers, including banks, hedge funds, and pension plans, will become more accountable to the goals of ensuring sustainable development.
Author :United States. Congress. House. Committee on Transportation and Infrastructure. Subcommittee on Railroads, Pipelines, and Hazardous Materials Publisher : ISBN 13 : Total Pages :248 pages Book Rating :4.0/5 ( download)
Book Synopsis Investment in the Rail Industry by : United States. Congress. House. Committee on Transportation and Infrastructure. Subcommittee on Railroads, Pipelines, and Hazardous Materials
Download or read book Investment in the Rail Industry written by United States. Congress. House. Committee on Transportation and Infrastructure. Subcommittee on Railroads, Pipelines, and Hazardous Materials and published by . This book was released on 2008 with total page 248 pages. Available in PDF, EPUB and Kindle. Book excerpt:
Book Synopsis Handbook of Law and Economics by : A. Mitchell Polinsky
Download or read book Handbook of Law and Economics written by A. Mitchell Polinsky and published by Elsevier. This book was released on 2007-11-07 with total page 981 pages. Available in PDF, EPUB and Kindle. Book excerpt: Law can be viewed as a body of rules and legal sanctions that channel behavior in socially desirable directions — for example, by encouraging individuals to take proper precautions to prevent accidents or by discouraging competitors from colluding to raise prices. The incentives created by the legal system are thus a natural subject of study by economists. Moreover, given the importance of law to the welfare of societies, the economic analysis of law merits prominent treatment as a subdiscipline of economics. This two volume Handbook is intended to foster the study of the legal system by economists.*The two volumes form a comprehensive and accessible survey of the current state of the field. *Chapters prepared by leading specialists of the area. *Summarizes received results as well as new developments.
Book Synopsis Corporate Governance by : Lawrence E. Mitchell
Download or read book Corporate Governance written by Lawrence E. Mitchell and published by Taylor & Francis. This book was released on 2017-05-15 with total page 541 pages. Available in PDF, EPUB and Kindle. Book excerpt: The study of corporate governance is a relatively modern development, with significant attention devoted to the subject only during the last fifty years. The topics covered in this volume include the purpose of the corporation, the board of directors, the role of shareholders, and more contemporary developments like hedge fund activism, the role of sovereign wealth funds, and the development of corporate governance law in what perhaps will become the dominant world economy over the next century, China. The editor has written an introductory essay which briefly describes the intellectual history of the field and analyses the material selected for the volume. The papers which have been selected present what the editor believes to be some of the best and most representative studies of the subjects covered. As a result the volume offers a rounded view of the contemporary state of the some of the dominant issues in corporate governance.
Book Synopsis DePaul Business & Commercial Law Journal by :
Download or read book DePaul Business & Commercial Law Journal written by and published by . This book was released on 2006 with total page 820 pages. Available in PDF, EPUB and Kindle. Book excerpt:
Book Synopsis Institutional Investor Activism by : William Bratton
Download or read book Institutional Investor Activism written by William Bratton and published by OUP Oxford. This book was released on 2015-08-20 with total page 924 pages. Available in PDF, EPUB and Kindle. Book excerpt: The past two decades has witnessed unprecedented changes in the corporate governance landscape in Europe, the US and Asia. Across many countries, activist investors have pursued engagements with management of target companies. More recently, the role of the hostile activist shareholder has been taken up by a set of hedge funds. Hedge fund activism is characterized by mergers and corporate restructuring, replacement of management and board members, proxy voting, and lobbying of management. These investors target and research companies, take large positions in `their stock, criticize their business plans and governance practices, and confront their managers, demanding action enhancing shareholder value. This book analyses the impact of activists on the companies that they invest, the effects on shareholders and on activists funds themselves. Chapters examine such topic as investors' strategic approaches, the financial returns they produce, and the regulatory frameworks within which they operate. The chapters also provide historical context, both of activist investment and institutional shareholder passivity. The volume facilitates a comparison between the US and the EU, juxtaposing not only regulatory patterns but investment styles.
Download or read book Business Week written by and published by . This book was released on 2003 with total page 892 pages. Available in PDF, EPUB and Kindle. Book excerpt:
Book Synopsis The Financial Crisis Inquiry Report by : Financial Crisis Inquiry Commission
Download or read book The Financial Crisis Inquiry Report written by Financial Crisis Inquiry Commission and published by Cosimo, Inc.. This book was released on 2011-05-01 with total page 692 pages. Available in PDF, EPUB and Kindle. Book excerpt: The Financial Crisis Inquiry Report, published by the U.S. Government and the Financial Crisis Inquiry Commission in early 2011, is the official government report on the United States financial collapse and the review of major financial institutions that bankrupted and failed, or would have without help from the government. The commission and the report were implemented after Congress passed an act in 2009 to review and prevent fraudulent activity. The report details, among other things, the periods before, during, and after the crisis, what led up to it, and analyses of subprime mortgage lending, credit expansion and banking policies, the collapse of companies like Fannie Mae and Freddie Mac, and the federal bailouts of Lehman and AIG. It also discusses the aftermath of the fallout and our current state. This report should be of interest to anyone concerned about the financial situation in the U.S. and around the world.THE FINANCIAL CRISIS INQUIRY COMMISSION is an independent, bi-partisan, government-appointed panel of 10 people that was created to "examine the causes, domestic and global, of the current financial and economic crisis in the United States." It was established as part of the Fraud Enforcement and Recovery Act of 2009. The commission consisted of private citizens with expertise in economics and finance, banking, housing, market regulation, and consumer protection. They examined and reported on "the collapse of major financial institutions that failed or would have failed if not for exceptional assistance from the government."News Dissector DANNY SCHECHTER is a journalist, blogger and filmmaker. He has been reporting on economic crises since the 1980's when he was with ABC News. His film In Debt We Trust warned of the economic meltdown in 2006. He has since written three books on the subject including Plunder: Investigating Our Economic Calamity (Cosimo Books, 2008), and The Crime Of Our Time: Why Wall Street Is Not Too Big to Jail (Disinfo Books, 2011), a companion to his latest film Plunder The Crime Of Our Time. He can be reached online at www.newsdissector.com.
Book Synopsis Managed by the Markets by : Gerald F. Davis
Download or read book Managed by the Markets written by Gerald F. Davis and published by OUP Oxford. This book was released on 2009-03-26 with total page 328 pages. Available in PDF, EPUB and Kindle. Book excerpt: The current economic crisis reveals just how central finance has become to American life. Problems with obscure securities created on Wall Street radiated outward to threaten the retirement security of pensioners in Florida and Arizona, the homes and college savings of families in Detroit and Southern California, and ultimately the global economy itself. The American government took on vast new debt to bail out the financial system, while the government-owned investment funds of Kuwait, Abu Dhabi, Malaysia, and China bought up much of what was left of Wall Street. How did we get into this mess, and what does it all mean? Managed by the Markets explains how finance replaced manufacturing at the center of the American economy and how its influence has seeped into daily life. From corporations operated to create shareholder value, to banks that became portals to financial markets, to governments seeking to regulate or profit from footloose capital, to households with savings, pensions, and mortgages that rise and fall with the market, life in post-industrial America is tied to finance to an unprecedented degree. Managed by the Markets provides a guide to how we got here and unpacks the consequences of linking the well-being of society too closely to financial markets.