Download or read book The Law and Practice of Corporate Governance written by ROSS. GRANTHAM and published by . This book was released on 2022 with total page 0 pages. Available in PDF, EPUB and Kindle. Book excerpt:
Download or read book Sustainability and Corporate Governance written by Alan S. Gutterman and published by Kluwer Law International B.V.. This book was released on 2018-10-12 with total page 431 pages. Available in PDF, EPUB and Kindle. Book excerpt: There has been a clear shift in perceptions regarding the relationship between corporate governance and sustainability. Directors now need to acknowledge that sustainability is part of their responsibility in guiding and overseeing corporate activities. As a practical matter, engaging with this wider responsibility is no easy task—an urgent set of challenges superbly met by this incomparable guide. This is the first book to describe how to organize board and senior management activities in order to fulfil the company's goals with respect to operating in a socially responsible manner and acting as a sustainable business. In its step-by-step approach to integrating sustainability principles into corporate governance, this book dramatically shows how policy in such business areas as the following can be redrawn to fit effectively into a sustainability framework: ? audit; ? compensation; ? finance; ? health and safety; ? compliance; ? risk management; ? technology; and ? disclosure and reporting. Numerous valuable suggestions highlight allocation of responsibilities to board committees, preparing and implementing internal governance instruments, and organizing, evaluating, and improving an effective sustainability governance system. Useful tools and resources include annotated forms and checklists, summaries of relevant international and national guidelines, and samples and case studies from companies around the world. The special case of small businesses is covered in a separate chapter. Given the redefinition and expansion of directors' fiduciary duties beyond shareholders to other stakeholders such as employees, customers, and local communities, this book will be welcomed by board members, their professional advisors, policymakers, researchers, and academics involved with issues and initiatives relating to sustainability, employee welfare, social concerns, and environmental stewardship.
Download or read book The Law and Practice of Corporate Governance written by Mark Womersley and published by . This book was released on 2005-01-01 with total page pages. Available in PDF, EPUB and Kindle. Book excerpt:
Download or read book Corporate Governance as a Limited Legal Concept written by Cornelis de Groot and published by Kluwer Law International B.V.. This book was released on 2009-01-01 with total page 240 pages. Available in PDF, EPUB and Kindle. Book excerpt: The concept of corporate governance has come under intense public scrutiny in recent years. Business people everywhere are asking: What exactly does andgoodand corporate governance entail? Which aspects of it are legally binding, and in what ways is it merely a set of expectations on how corporations should be organized ideally? Nowhere are these important questions answered more precisely - nowhere are the lines more clearly drawn - than in the insightful synthesis of statutory law, case law, and organizational theory presented in this book. Recognizing that the concept of andgoodand corporate governance is not dramatically different from one jurisdiction to another but represents an international phenomenon that has to a reasonable extent the same characteristics everywhere, the author proceeds, with detailed analysis, through a series of issues that (he shows) make up the brunt of corporate governance. Each of these issues in turn gives rise to such specific problem areas as the following: board compensation and executive compensation; unitary and dual board structures; monitoring management; legal parameters of andmismanagementand; the andsupervisory gapand; audit, selection and appointment and remuneration committees; director tenure and retirement policy; risk management and risk reporting; corporate safety culture; conflicts of interest; whistleblower arrangements; aims of the regulation of public takeover bids; and defensive tactics in case of a hostile public takeover bid. These problems - and many others - are examined in the light of corporate governance codes and guidelines and of reports and judgments that deal with specific instances where investigators or courts were asked to analyze corporate governance issues in concrete cases. Each of the ten chapters includes in-depth analysis of such cases. A special feature of the book is a set of model corporate governance guidelines based on US corporate practice. Corporate Governance as a Limited Legal Concept is remarkable for its very thorough characterization and definition of corporate governance as a legal concept, as a code of conduct, and as an organizational structure. The authorands clearly reasoned analysis of the legal limits of corporate governance will be of great interest and practical value to business people and their counsel in any jurisdiction.
Download or read book Advanced Corporation Law written by STEPHEN M. BAINBRIDGE and published by Foundation Press. This book was released on 2020-10-26 with total page 600 pages. Available in PDF, EPUB and Kindle. Book excerpt: Corporate governance has been much in the news in recent years and lawyers are devoting increasing amount of attention to it. The passage of major federal legislation in 2002 (the Sarbanes-Oxley Act a.k.a. SOX) and 2010 (the Dodd-Frank Act) were particularly important developments, generating much new law and, as a result, much new legal work. Curiously, however, the law school casebook market has largely ignored these trends. Corporate governance is regulated by many of the same laws covered in the basic Business Associations course, but increasingly is also regulated by laws--such as SOX and Dodd-Frank--that get short shrift in the typical Business Associations casebook and course. In contrast, those laws are the core focus of the text. In addition to the pertinent laws, the book brings into play sources such as stock exchange listing standards and the rules issued by the Public Company Accounting Oversight Board and similar quasi-governmental bodies. Importantly, however, lawyers practicing in the corporate governance space must be knowledgeable not only about the law but also best practice. The text therefore makes frequent references to best practice advice drawn from sources such as law firm client memoranda.
Download or read book Corporate Governance written by Alan Calder and published by Kogan Page Publishers. This book was released on 2008-03-03 with total page 289 pages. Available in PDF, EPUB and Kindle. Book excerpt: Studies have shown that a company's share price is often linked to how well governed the company is, providing board members with a strong financial incentive to maintain good corporate governance practices. Yet what may constitute good governance will vary across different countries and companies, and there is no 'one size fits all' model of corporate governance. Corporate Governance will help you to become familiar with the principles and practice of good governance appropriate to your company, enabling you to uphold those standards that will improve your corporate reputation while providing reassurance to market regulators. For directors of companies of all shapes and sizes, this is essential reading, and will answer all your questions on what good corporate governance means for you, your company's reputation and its share price.
Download or read book The Law and Practice of Corporate Governance written by Ross Grantham and published by . This book was released on 2019 with total page 530 pages. Available in PDF, EPUB and Kindle. Book excerpt: Authoritative, interdisciplinary analysis of modern corporate governance issues, law and practice.
Download or read book Corporate Governance written by John Hynes Farrar and published by . This book was released on 2016-11-28 with total page 0 pages. Available in PDF, EPUB and Kindle. Book excerpt: Written by highly respected academics, Corporate Governance is a comprehensive study of Australian corporate governance. It locates current law and practice squarely within contemporary debate about the role of corporations and how, and in whose interests, they are to be governed. Using a clear, easy-to-understand structure, this book covers a broad range of issues in modern corporate governance from basic concepts, the law, self-regulation and special cases, to emerging themes including the impact of globalisation and financialisation on the relationships within corporations, and between corporations and their investors and stakeholders. Features * Comprehensive study of the history and development of the modern corporation * Commentary on issues in contemporary corporate governance, including corporate social responsibility and impacts of globalisation * Well written by highly respected authors Related Titles * Austin & Ramsay, Company Directors: Principles of Law and Corporate Governance, 2nd Edition, 2016 * Austin & Ramsay, Ford's Principles of Corporations Law, 16th Edition, 2014 * Harris, Hargovan & Adams, Australian Corporate Law 5th Edition, 2015
Download or read book Corporate Lawyers and Corporate Governance written by Joan Loughrey and published by Cambridge University Press. This book was released on 2011-06-02 with total page 385 pages. Available in PDF, EPUB and Kindle. Book excerpt: This assessment of the corporate governance role of corporate lawyers in the UK analyses the extent to which lawyers can and should act as gatekeepers, counsellors and reputational intermediaries. Focusing on external and in-house lawyers' roles in both dispersed share-ownership and owner-managed companies, Joan Loughrey highlights the conflicts of interest that are endemic in corporate representation and examines how lawyers should respond when corporate agents provide instructions contrary to the company client's interests. She also considers the legitimacy of 'creative compliance', the ethical arguments for and against lawyers prioritising the public interest over their clients' interests, and their exposure to liability if they fail to perform a corporate governance role. Finally, she considers whether the reforms to the legal profession will promote the lawyer's corporate governance role and advances suggestions for reform.
Download or read book The Law and Practice of Corporate Governance 2nd Edition written by R Grantham and published by . This book was released on 2022-10-20 with total page 0 pages. Available in PDF, EPUB and Kindle. Book excerpt: The role of the company as a significant source of economic and social power, and egregious abuses by companies of that power, have seen the emergence of corporate governance as one of the most pressing and widely debated issues of the 21st century. This book identifies and analyses the core issues facing corporate governance: the legal and economic nature of the company and limited liability, the role and composition of the board of directors, the legal, regulatory, and market-based mechanisms by which the exercise of corporate power is controlled, and the changing regulatory environment within which companies operate. This analysis locates these issues within the deeper policy and theoretical debates that inform and shape modern corporate governance law and practice. In drawing together the insights and learning on corporate behaviour and governance from the fields of law, economics, finance, regulatory theory, sociology, as well as industry practice, this book provides a sophisticated and principled, yet readily accessible, account of the core issues, concepts, practices, and strategies that together constitute and define the field of corporate governance in Australia. It is essential reading for practitioners, corporate counsel and other company officers, and a clear and authoritative resource for students and anyone wishing to understand the importance of governance law and practice in the context of modern society. Features * an accessible, focused, and principled account of Australian corporate governance * provides conceptual framework * identifies key governance challenges and responses * discusses policy and theoretical considerations * a comprehensive treatment of the central issues * facilitates undestanding and analysis of the issues Related Titles * Ian Ramsay, Company Directors: Principles of Law and Corporate Governance, 2nd edition * Pamela Hanrahan and John Farrar Corporate Governance
Download or read book Corporate Governance written by Karen Martyn and published by CCH New Zealand Limited. This book was released on 2013-07-01 with total page 337 pages. Available in PDF, EPUB and Kindle. Book excerpt: Corporate Governance - A Practical Handbook is a user-friendly resource for those needing a practical set of tools to carry out the complex work of the board of directors. The writing is simple and direct with information icons to indicate particularly important passages. Drawing on research and international best commercial practice, this practical handbook provides clear, pragmatic guidance, effective techniques and must-know principles for good governance. No matter what your experience level — whether in a large corporate or a community not-for-profit - this book will inform and stimulate your thinking and help you build the best governance knowledge and practices for your organisation. Practical checklists, templates and tables enable the reader to develop a comprehensive set of governance tools and documents (eg performing a governance audit, developing business strategy and governance policies, recording minutes).
Download or read book Corporate Governance Matters written by David Larcker and published by FT Press. This book was released on 2011-04-14 with total page 497 pages. Available in PDF, EPUB and Kindle. Book excerpt: Corporate Governance Matters gives corporate board members, officers, directors, and other stakeholders the full spectrum of knowledge they need to implement and sustain superior governance. Authored by two leading experts, this comprehensive reference thoroughly addresses every component of governance. The authors carefully synthesize current academic and professional research, summarizing what is known, what is unknown, and where the evidence remains inconclusive. Along the way, they illuminate many key topics overlooked in previous books on the subject. Coverage includes: International corporate governance. Compensation, equity ownership, incentives, and the labor market for CEOs. Optimal board structure, tradeoffs, and consequences. Governance, organizational strategy, business models, and risk management. Succession planning. Financial reporting and external audit. The market for corporate control. Roles of institutional and activist shareholders. Governance ratings. The authors offer models and frameworks demonstrating how the components of governance fit together, with concrete examples illustrating key points. Throughout, their balanced approach is focused strictly on two goals: to “get the story straight,” and to provide useful tools for making better, more informed decisions.
Download or read book Corporate Governance in the Shadow of the State written by Marc Moore and published by Bloomsbury Publishing. This book was released on 2013-03-01 with total page 336 pages. Available in PDF, EPUB and Kindle. Book excerpt: Over recent decades corporate governance has developed an increasingly high profile in legal scholarship and practice, especially in the US and UK. But despite widespread interest, there remains considerable uncertainty about how exactly corporate governance should be defined and understood. In this important work, Marc Moore critically analyses the core dimensions of corporate governance law in these two countries, seeking to determine the fundamental nature of corporate governance as a subject of legal enquiry. In particular, Moore examines whether Anglo-American corporate governance is most appropriately understood as an aspect of 'private' (facilitative) law, or as a part of 'public' (regulatory) law. In contrast to the dominant contractarian understanding of the subject, which sees corporate governance as an institutional response to investors' market-driven private preferences, this book defines corporate governance as the manifestly public problem of securing the legitimacy – and, in turn, sustainability – of discretionary administrative power within large economic organisations. It emphasises the central importance of formal accountability norms in legitimating corporate managers' continuing possession and exercise of such power, and demonstrates the structural necessity of mandatory public regulation in this regard. In doing so it highlights the significant and conceptually irreducible role of the regulatory state in determining the key contours of the Anglo-American corporate governance framework. The normative effect is to extend the state's acceptable policy-making role in corporate governance, as an essential supplement to private ordering dynamics. Shortlisted for The Peter Birks Prize for Outstanding Legal Scholarship 2013.
Download or read book Corporate Governance written by Alan Calder and published by Kogan Page Publishers. This book was released on 2008 with total page 288 pages. Available in PDF, EPUB and Kindle. Book excerpt: Written for directors of companies large and small, "Corporate Governance" helps readers become familiar with the principles and practice of good governance appropriate to their businesses.
Download or read book Corporate Governance Best Practices written by Frederick D. Lipman and published by John Wiley & Sons. This book was released on 2006-08-08 with total page 290 pages. Available in PDF, EPUB and Kindle. Book excerpt: Praise for Corporate Governance Best Practices "A thorough and thoughtful guidebook on the governance lay of the land." -Professor Charles M. Elson, Woolard Chair in Corporate Governance and Director of Weinberg Center for Corporate Governance, University of Delaware "Frederick Lipman provides a comprehensive approach to best corporate governance practices for all organizations, which is current, thoughtful, and practical. Directors and corporate governance personnel of public, private, and not-for-profit organizations must read this book." -Professor Raphael H. Amit, Director of Goergen Entrepreneurial Management Program, Wharton School of Business "Fred Lipman is considered by many directors and CEOs to be the preeminent expert on corporate governance in the country. His advice on this important topic, which impacts the boards of all types of organizations-public, private, and not-for-profit-is required reading in this day and age." -Frederick (Ted) Peters, Chairman and Chief Executive Officer, Bryn Mawr Bank Corporation (aka The Bryn Mawr Trust Company) "Boards of directors must be aware of best corporate governance practices in order to be effective in their oversight role and that is true for all not-for-profit organizations, including universities, as well as public and private companies. Frederick Lipman has authored a practical and comprehensive guide to 'best practices' for all boards of directors, which is required reading." -George P. Tsetsekos, PhD, Dean, Bennett S. LeBow College of Business, Drexel University "In a world of 'good,' 'better,' 'best,' where 'good' and 'better' may not be good enough, Fred Lipman's new book is a straightforward, and even comforting, compendium of BEST governance practices for serious directors. It is a handy and reassuring tool for the conscientious." -Allen R. Freedman, Audit Committee Chairman, StoneMor Partners LP,Founding Director, Association of Audit Committee Members
Download or read book Shareholder Primacy and Corporate Governance written by Shuangge Wen and published by Routledge. This book was released on 2013-10-08 with total page 326 pages. Available in PDF, EPUB and Kindle. Book excerpt: Rising defaults in the financial market in 2007, the current widespread economic recession and debt crisis have added impetus to existing doubts about companies’ governance, and cast new light on future trends in shareholder-oriented corporate practice. Taking account of these developments in the field and realising the current need for changes in governance, this book offers a thorough exploration of the origins, recent changes and future development of the corporate objective—shareholder primacy. Legal and theoretical aspects are examined so as to provide a comprehensive and critical account of the practices reflecting shareholder primacy in the UK. In the wake of the financial crisis, this book investigates the direction of future policy, with particular attention to changes in governing rules and regulations and their implications for preserving the objective of shareholder primacy. It examines current UK and EU reform proposals calling for long-term and socially-responsible corporate performance, and the potential friction between proposed legal changes and commercial practices. This book will be useful to researchers and students of company law, and business and management studies.
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.
