Download or read book Corporate Governance and the Duties of Company Directors written by Ian Ramsay and published by . This book was released on 2006 with total page 0 pages. Available in PDF, EPUB and Kindle. Book excerpt:
Download or read book Corporate Governance Duties and Responsibilities of Boards in Company Groups written by OECD and published by OECD Publishing. This book was released on 2020-06-03 with total page 111 pages. Available in PDF, EPUB and Kindle. Book excerpt: This publication provides an overview of the duties and responsibilities of boards in company groups across 45 jurisdictions. The introduction outlines the global landscape of company groups, their economic role and the principal challenges they present with respect to corporate governance polices.
Download or read book Guide to Company Directors written by L. V. Visweswaran Iyer and published by . This book was released on 2003 with total page 1407 pages. Available in PDF, EPUB and Kindle. Book excerpt: An exhaustive commentary.
Download or read book Corporate Governance and Directors Liabilities written by Klaus J. Hopt and published by Walter de Gruyter. This book was released on 2012-08-28 with total page 476 pages. Available in PDF, EPUB and Kindle. Book excerpt:
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 2016-12-01 with total page 258 pages. Available in PDF, EPUB and Kindle. Book excerpt: Updated and expanded, this second edition provides directors--and attorneys advising directors--with information on the policies and underlying issues that shape director fiduciary duties and the other corporate governance requirements. It describes the legal and economic context in which these governance requirements arise, and also outlines the implementation details that can affect specific governance related decisions. It also includes sample summary materials in the form of PowerPoint presentations to use as starting points to prepare training or explanatory sessions before a board or management.
Download or read book The Director s Handbook written by Institute of Directors and published by Kogan Page Publishers. This book was released on 2007 with total page 228 pages. Available in PDF, EPUB and Kindle. Book excerpt: The Director's Handbook, first published in 2005, filled a gap in the market by providing a practical guide to key issues facing board directors and senior business decision-makers. Now, with far-reaching changes in directors' duties and other principles of company law, this new edition updates and explains the laws which affect the way every director does their job.It deals with all aspects of a company director's role, duties, responsibilities and liabilities within the context of the current law and good practice. Written by leading experts and fully supported by research findings, it also contains case studies (named or unnamed) from companies of varying size and sector.The Director's Handbook is the essential reference and source of advice for all new and existing directors, as well as those who aspire to this position.
Download or read book Duties of Company Directors and Corporate Governance in Sri Lanka written by Harsha Cabral and published by . This book was released on 2011 with total page 501 pages. Available in PDF, EPUB and Kindle. Book excerpt:
Download or read book Representing Corporate Officers and Directors and LLC Managers formerly Representing Corporate Officers Directors Managers and Trustees 3rd Edition written by Lane and published by Wolters Kluwer. This book was released on 2018-12-19 with total page 1588 pages. Available in PDF, EPUB and Kindle. Book excerpt: Representing Corporate Officers and Directors and LLC Managers, Third Edition (formerly titled Representing Corporate Officers, Directors, Managers, and Trustees) is a guide to the practical aspects of corporate governance for attorneys, corporate officers and directors, LLC managers, and trustees. Following the repercussions of past corporate and accounting scandals, new legislation, rules, and standards by governmental bodies and society have greatly increased the focus on the responsibilities and liabilities of directors, officers, managers, and trustees. Increased SEC oversight, new NYSE and NASDAQ listing standards, new cybersecurity compliance guidance, new fiduciary and other duties, and new criminal penalties have all changed the landscape for those who control corporations. By logically laying out the steps to safe corporate governance, the analysis, cases, tables, and checklists guide the veteran and neophyte alike. Representing Corporate Officers and Directors and LLC Managers tells you what to look for...what to look out for...and what steps to take to protect your corporate clients in today's harsh regulatory environment. It's the only up-to-date work of its kind to offer both in-depth analysis and practical guidance on key aspects of this critically important area. This updated Third Edition thoroughly covers: Directors' duties of care and loyalty-- including the different standards which have been imposed on directors regarding the duty of care...the duty of loyalty...the business judgment rule... when directors are entitled to rely on the advice of others...improperly influencing audits under the Sarbanes-Oxley Act... improper distributions...and more. Conflicts of interest--with examples of conflict of interest transactions, and discussion of loans to or by directors and officers...secret profits...and the duty to safeguard confidential or inside information-- plus, how certain transactions considered improper can be ratified and thus become legitimate. Federal securities laws--including everything from overviews of the laws, the SEC, and securities themselves-- to jurisdiction, pleading, remedies, and defenses in securities cases... criminal penalties...and attorneys' responsibilities regarding liability under Sarbanes-Oxley. Indemnification and insurance-- with discussion of mandatory and permissive indemnification and the scope of indemnification in various states... when a director may be indemnified even if not wholly successful in defense of an action...directors' and officers' liability insurance...types and extent of insurance coverage...tax law treatment...and exclusions. Tender offers--including antitakeover measures, two-tier and squeeze-out mergers, and golden parachute agreements, poison pill plans, and greenmail...potential liability in tender offers...and implementing mergers and acquisitions, with securities law, antitrust, tax, accounting, and labor law considerations.
Download or read book Company Directors Duties and Conflicts of Interest written by Rosemary Teele Langford and published by Oxford University Press, USA. This book was released on 2019 with total page 0 pages. Available in PDF, EPUB and Kindle. Book excerpt: This article is reprinted from the introduction to Associate Professor Rosemary Teele Langford's 'Company Directors' Duties and Conflicts of Interest' which was published by Oxford University Press on 5 March 2019. The book provides detailed analysis of directors' duties arising under UK case law, codes and statutory regulation, with extensive reference to the law in Australia, Canada, Hong Kong and New Zealand. It provides comprehensive analysis of the conflicts faced by directors, including conflicts of duties, unauthorised profits, corporate opportunities, multiple directorships, nominee directorships, and conflicts involving stakeholders' interests. The author subjects difficult aspects of these topics to rigorous and original analysis informed by a range of common law jurisdictions. This extensive, multi-jurisdictional examination presents solutions to complex issues that have, to date, confounded courts and commentators alike and enables clarification of existing legal approaches. This is both a key reference work set in a practical legal context and an exhaustive and original theoretical reassessment of this important and dynamic area of company law.
Download or read book The Business Judgment Rule written by Dennis J. Block and published by Aspen Publishers. This book was released on 1998 with total page 1248 pages. Available in PDF, EPUB and Kindle. Book excerpt: Meticulously researched and thoroughly analyzed, Business Judgment Rule: Fiduciary Duties of Corporate Directors, Fifth Edition combines cases, articles, and statutory provisions to help you discover new strategies and tactics for dealing with attempts to gain control of a corporation. This authoritative reference leaves no aspect of the business judgment rule, the fiduciary duties of corporate directors, And The law of corporate governance unexplored, unreviewed, or unanswered. This work is comprehensive in its treatment of the intellectual underpinnings and practical applications of the business judgment rule, including such vital areas as: The business judgment rule presumption The duties of care and loyalty The corporate opportunity doctrine Director and officer compensation Wrongful coercion and preclusive conduct The pre-litigation demand requirement in derivative litigation Indemnification and advancement of litigation expenses incurred by directors and officers D & O insurance The Model Business Corporation Act and Principles of Corporate Governance and much more!
Download or read book The Duties and Liabilities of the Board of Directors written by David Larcker and published by Pearson Education. This book was released on 2011-04-21 with total page 39 pages. Available in PDF, EPUB and Kindle. Book excerpt: This Element is an excerpt from Corporate Governance Matters: A Closer Look at Organizational Choices and Their Consequences (9780132180269) by David Larcker and Brian Tayan. Available in print and digital formats. A primer on what corporate board members should be doing: expert guidance on advisory and monitoring functions, compliance, fiduciary duty, independence, and more. When asked what areas directors should pay most attention to, other than profitability and shareholder value, directors list future growth, risk management, and development of human capital as top priorities. Other areas of focus include cultural development, executive compensation, and compliance. Still, some evidence indicates that directors prefer advisory functions to monitoring functions....
Download or read book Directors Duties in Canada written by Margot Priest and published by North York, Ont. : CCH Canadian. This book was released on 1995 with total page 236 pages. Available in PDF, EPUB and Kindle. Book excerpt:
Download or read book Directors Duties and Corporate Anti Corruption Compliance written by Patrick J. O’Malley and published by Edward Elgar Publishing. This book was released on 2021-01-29 with total page 336 pages. Available in PDF, EPUB and Kindle. Book excerpt: This discerning book examines good governance developments concerning anti-bribery efforts in the US and the UK, recognising that with each new major case of corporate malfeasance the parameters of directors’ duties change and expand. Taking this expansion of roles and expectations into account, and acknowledging the respective increase in exposure to civil, criminal and reputational liabilities, Patrick J. O’Malley compares the fundamental national compliance experiences of the US and UK. Investigating anti-bribery, corporate and securities law and guidance, this engaging book explores systemic expectations of directors, executive officers and compliance personnel in public and private companies.
Download or read book Corporate Governance a Board Director S Pocket Guide written by Dr. Eric Yocam and published by iUniverse. This book was released on 2010-02-22 with total page 148 pages. Available in PDF, EPUB and Kindle. Book excerpt: The demands for better corporate leadership and governance continue to receive greater attention in the media. Given the significant failures in the boardroom from companies such as Enron, Global Crossings, WorldCom, Digital Equipment Corporation, Bre X, Credit Suisse, First Boston, Credit Lyonnais, Adelphia, Paramalat and Tyco, the board of director position is a pivotal role. Navigating this potential minefield is difficult but not impossible. In Corporate Governance: A Board Directors Pocket Guide, authors Dr. Eric Yocam and Dr. Annie Choi present the corporate governance principles in a complete and accessible manner. This second edition not only provides access to vital information on corporate governance, but also offers a source of the best critical leadership practices for the director. Organized in a convenient and easy-to-use format, this guide discusses numerous corporate governance topics, including: Board characteristics Director effectiveness Director mentoring Compliance Risk management Capability maturity models Total Cost of Ownership (TCO) technique Emerging governance trends This pocket guide promotes corporate governance awareness to an audience beyond the active corporate director for profit and nonprofit companies. Investors, instructors, students, governance practitioners, lawyers, international readers, and anyone interested in corporate governance can achieve greater understanding of a topic essential to today's business success.
Download or read book Representing Corporate Officers Directors Managers and Trustees written by Marc J. Lane and published by Wolters Kluwer. This book was released on 2010-09-17 with total page 1484 pages. Available in PDF, EPUB and Kindle. Book excerpt: As a result of numerous recent corporate and accounting scandals, corporate officers, directors, managers, and trustees now face a host of new problemsand—ranging from a blizzard of new legislation, rules, and responsibilitiesand—to increased SEC oversight, new NYSE and NASDAQ listing standards, new fiduciary and other duties, and crushing new criminal penalties. Representing Corporate Officers, Directors, Managers, and Trustees tells you what to look for...what to look out for...and what steps to take to protect your corporate clients in todayand’s harsh regulatory environment. Itand’s the only up-to-date work of its kind to offer both in-depth analysis and practical guidance on every key aspect of this critically important area. This completely updated Second Edition thoroughly covers: Directorsand’ duty of careand— including the different standards which have been imposed on directors regarding the duty of care...the duty of loyalty...the business judgment rule... when directors are entitled to rely on the advice of others...improperly influencing audits under the Sarbanes-Oxley Act... improper distributions...and more. Conflicts of interestand—with examples of conflict of interest transactions, and discussion of loans to or by directors and officers...secret profits...and the duty to safeguard confidential or inside informationand— plus, how certain transactions considered improper can be ratified and thus become legitimate. Federal securities lawsand—including everything from overviews of the laws, the SEC, and securities themselvesand— to jurisdiction, pleading, remedies, and defenses in securities cases... the new criminal penalties...and attorneysand’ responsibilities regarding liability under Sarbanes-Oxley. Indemnification and insuranceand— with discussion of mandatory and permissive indemnification and the scope of indemnification in various states... when a director may be indemnified even if not wholly successful in defense of anaction...directorsand’ and officersand’ liability insurance...types and extent of insurance coverage...tax law treatment...and exclusions. Tender offersand—including antitakeover measures, two-tier and squeeze-out mergers, and golden parachute agreements, poison pill plans, and greenmail...potential liability in tender offers...and implementing mergers and acquisitions, with securities law, antitrust, tax, accounting, and labor law considerations.
Download or read book Directors Duties and Shareholder Litigation in the Wake of the Financial Crisis written by Joan Loughrey and published by Edward Elgar Publishing. This book was released on 2013-01-01 with total page 271 pages. Available in PDF, EPUB and Kindle. Book excerpt: ÔThis book takes us back to the financial crisis and asks: should the directors of the financial institutions that caused the crisis be held responsible to their investors? LoughreyÕs and her contributorsÕ analysis of that question and the suggestions to implement their proposals are insightful and timely. This is a must-read book for those of us who are still trying to determine how to avoid the next financial crisis.Õ Ð Randall Thomas, Vanderbilt Law School, US The financial crisis revealed failings at board level at many financial institutions. But despite calls for bank boards to be held to account, there has been a remarkable paucity of litigation against bank directors for breach of their duties. This book assesses whether the law relating to directorsÕ duties and shareholder litigation has contributed to this, taking into account the changes to both that were introduced by the Companies Act 2006. With contributions from leading academics and practitioners, the book examines the directorÕs duty of care and skill, the s.172 duty, reporting obligations under s.417 of the Companies Act 2006, and shareholder litigation including the derivative action and just and equitable winding up. It concludes that neither the common law nor the statutory duties and derivative action under the Companies Act 2006 function effectively to hold directors to account and analyses why this is so. This detailed book will appeal to academics in company law and corporate governance as well as commercial law practitioners particularly those who specialize in company litigation.
Download or read book Rights and Duties of Directors written by Martha Bruce (FCIS.) and published by Butterworths. This book was released on 2002 with total page 534 pages. Available in PDF, EPUB and Kindle. Book excerpt: Explaining the rights and powers of directors, this guide explores their specific duties area by area, as prescribed by company law and other legislation. These include financial responsibilities, duties to shareholders, the board and the community, and the director and insolvency. This fifth edition incorporates all developments to provide an up-to-date account of directors' rights and duties for 2002. This includes full coverage of the increasing demands of corporate governance following the adoption of the Cadbury Greenbury combined code. It should be relevant to all company directors, and especially to those newly appointed.
