Download or read book Towards a Sustainable European Company Law written by Beate Sjåfjell and published by Kluwer Law International B.V.. This book was released on 2009-03-26 with total page 592 pages. Available in PDF, EPUB and Kindle. Book excerpt: No one doubts any longer that sustainable development is a normative imperative. Yet there is unmistakably a great reluctance to acknowledge any legal basis upon which companies are obliged to forgo ‘shareholder value’ when such a policy clearly dilutes responsibility for company action in the face of continuing environmental degradation. Here is a book that boldly says: ‘Shareholder primacy’ is wrong. Such a narrow, short-term focus, the author shows, works against the achievement of the overarching societal goals of European law itself. The core role of EU company and securities law is to promote economic development, notably through the facilitation of market integration, while its contributory role is to further sustainable development through facilitation of the integration of economic and social development and environmental protection. There is a clear legal basis in European law to overturn the poorly substantiated theory of a ‘market for corporate control’ as a theoretical and ideological basis when enacting company law. With rigorous and persuasive research and analysis, this book demonstrates that: European companies should have legal obligations beyond the maximization of profit for shareholders; human and environmental interests may and should be engaged with in the realm of company law; and company law has a crucial role in furthering sustainable development. As a test case, the author offers an in-depth analysis of the Takeover Directive, showing that it neither promotes economic development nor furthers the integration of the economic, social and environmental interests that the principle of sustainable development requires. This book goes to the very core of the ongoing debate on the function and future of European company law. Surprisingly, it does not make an argument in favour of changing EU law, but shows that we can take a great leap forward from where we are. For this powerful insight – and the innumerable recognitions that support it – this book is a timely and exciting new resource for lawyers and academics in ‘both camps’: those on the activist side of the issue, and those with company or official policymaking responsibilities.
Download or read book The Greening of European Business under EU Law written by Beate Sjåfjell and published by Routledge. This book was released on 2014-11-13 with total page 328 pages. Available in PDF, EPUB and Kindle. Book excerpt: The relationship between environmentally sustainable development and company and business law has emerged in recent years as a matter of major concern for many scholars, policy-makers, businesses and nongovernmental organisations. This book offers a conceptual analysis of the principles of sustainable development and environmental integration in the EU legal system. It particularly focuses on Article 11 of the Treaty on the Functioning of the European Union (TFEU), which states that EU activities must integrate environmental protection requirements and emphasise the promotion of sustainable development. The book gives an overview of the role played by the environmental integration principle in EU law, both at the level of European legislation and at the level of Member State practice. Contributors to the volume identify and analyse the main legal issues related to the importance of Article 11 TFEU in various policy areas of EU law affecting European businesses, such as company law, insurance and state aid. In drawing together these strands the book sets out the requirements of environmental integration and examines its impact on the regulation of business in the EU. The book will be of great use and interest to students and researchers of business law, environment law, and EU law.
Download or read book Towards a Sustainable European Company Law written by Beate Sjåfjell and published by Kluwer Law International B.V.. This book was released on 2009-01-01 with total page 594 pages. Available in PDF, EPUB and Kindle. Book excerpt: No one doubts any longer that sustainable development is a normative imperative. Yet there is unmistakably a great reluctance to acknowledge any legal basis upon which companies are obliged to forgo 'shareholder value' when such a policy clearly dilutes responsibility for company action in the face of continuing environmental degradation. Here is a book that boldly says: 'Shareholder primacy' is wrong. Such a narrow, short-term focus, the author shows, works against the achievement of the overarching societal goals of European law itself. The core role of EU company and securities law is to promote economic development, notably through the facilitation of market integration, while its contributory role is to further sustainable development through facilitation of the integration of economic and social development and environmental protection. There is a clear legal basis in European law to overturn the poorly substantiated theory of a 'market for corporate control' as a theoretical and ideological basis when enacting company law. With rigorous and persuasive research and analysis, this book demonstrates that: European companies should have legal obligations beyond the maximization of profit for shareholders; human and environmental interests may and should be engaged with in the realm of company law; and company law has a crucial role in furthering sustainable development. As a test case, the author offers an in-depth analysis of the Takeover Directive, showing that it neither promotes economic development nor furthers the integration of the economic, social and environmental interests that the principle of sustainable development requires. This book goes to the very core of the ongoing debate on the function and future of European company law. Surprisingly, it does not make an argument in favour of changing EU law, but shows that we can take a great leap forward from where we are. For this powerful insight - and the innumerable recognitions that support it - this book is a timely and exciting new resource for lawyers and academics in 'both camps' those on the activist side of the issue, and those with company or official policymaking responsibilities.
Download or read book Shareholder Primacy and Global Business written by Lela Mélon and published by Routledge. This book was released on 2019-03-13 with total page 220 pages. Available in PDF, EPUB and Kindle. Book excerpt: In the context of growing public interest in sustainability, Corporate Social Responsibility (CSR) has not brought about the expected improvement in terms of sustainable business. Self-regulation has been unable to provide appropriate answers for unsustainable business frameworks, despite empirical proof that sustainable behaviour is entirely in corporate enlightened self-interest. The lack of success of the soft law approach suggests that hard law regulation may be needed after all. This book discusses these options, alongside the issue of shareholder primacy and its externalities in corporate, social, and natural environment. To escape the "prisoner’s dilemma" European corporations and their global counterparts have found themselves in, help is needed in the form of EU hard law to advocate sustainability through mandatory rules. This book argues that the necessity of these laws is based on the first-mover’s advantage of such corporate law approach towards sustainable development. In the current EU law environment, where codification of corporate law is sought for, forming and defining a general EU policy could not only help corporations embrace this self-enlightened behaviour but could also build the necessary "EU corporate citizenship" atmosphere. Considering the developments in the field of CSR as attempts to mitigate negative externalities resulting from inappropriate shareholder primacy use, the book is centred around a discussion of the shareholder primacy paradigm, its legal position and its (un)suitability for modern global business. Going beyond solely legal analysis, juxtaposing legal principles and argumentation with economic theoretic approaches and, more importantly, real-life examples, this book is accessible to both professionals and academics working within the fields of business, economics, corporate governance and corporate law.
Download or read book European Company Law in Accelerated Progress written by Steef M. Bartman and published by Kluwer Law International B.V.. This book was released on 2006-01-01 with total page 190 pages. Available in PDF, EPUB and Kindle. Book excerpt: As a penetrating evaluation of the EU's capability to improve its corporate regulatory infrastructure and thereby attract more investors and business activities within its territory as a whole, this book offers insights to those interested in the field, from economic policymakers at every level of government to business persons and their counsel.
Download or read book Company Law and Sustainability written by Beate Sjåfjell and published by Cambridge University Press. This book was released on 2015-05-21 with total page 373 pages. Available in PDF, EPUB and Kindle. Book excerpt: This book advances an innovative, multi-jurisdictional argument for the necessity of company law reform to reorient companies towards environmental sustainability.
Download or read book European Company Law written by Nicola de Luca and published by Cambridge University Press. This book was released on 2021-04-15 with total page 599 pages. Available in PDF, EPUB and Kindle. Book excerpt: Taking a text, cases and materials approach, de Luca's successful textbook remains the only offering for students of European company law, and has been thoroughly updated in this new edition. Chapters have been expanded to cover the latest legislation and directives on cross-border mergers, the use of digital tools, and cross-border insolvency, while figures and graphs have been introduced to help illustrate complex processes and relationships. Clearly differentiated explanatory textboxes from the first edition have been revised, and allow students to quickly identify sources such as EU legislation, official documents and excerpts from scholarly papers. The book explores a diverse range of topics, from what European company law is, to the structure of the Societas Europaea Statute, capital markets and takeover law. It continues to be an essential resource for the growing number of graduate courses in European company law, European business law, and comparative corporate law.
Download or read book Twenty Years European Company Law written by Bastiaan Kemp and published by Kluwer Law International B.V.. This book was released on 2024-08-27 with total page 442 pages. Available in PDF, EPUB and Kindle. Book excerpt: Soon after the journal European Company Law was launched in 2004, it jumped to prominence as a leading resource not only for European companies and their lawyers but also for enterprises worldwide with business interests in Europe, a role it has held to the present day. This book, appearing 20 years after the first issue of the journal, celebrates this anniversary with contributions from eminent legal experts in the areas of company law, securities law, and corporate governance. Topics range over both the traditional areas of policy and practice and emerging contemporary issues in the field. The contributions – all of them characterized by the concise and practice-oriented approach for which the journal itself is widely appreciated – cover such European company law issues as the following: sustainability; environment, social, and governance matters; loyalty shares; the proposed Listing Act; cross-border mergers; shareholders’ rights and activism; company groups; and digitization. The book also contains an interview with journal founders Steef Bartman and Cees de Groot on the inception and development of the journal and its ongoing relation to European company law in a broader sense. More than a testament to the front-and-centre presence of European Company Law in the development of European company law and corporate governance over the past 20 years, this book carries on the journal’s aim to inform practitioners and be of interest to academics and students in the field. It is a must-have for those who work in the field of European company law either in corporate practice as legal professionals and advisors or as academics.
Download or read book Corporate Governance for Sustainability The Necessary Reform of EU Company Law written by Beate Sjåfjell and published by . This book was released on 2014 with total page 0 pages. Available in PDF, EPUB and Kindle. Book excerpt: The topic of this chapter is what taking Article 11 of the Treaty on the Function of the European Union seriously could mean for European company law and corporate governance. Article 11 TFEU provides a legal basis for including environmental protection requirements in all policies and areas and requires that this is done to the extent necessary to secure sustainable development. The chapter is based on three premises: Firstly, sustainable development cannot be achieved without the contribution of business. Secondly, business can with existing knowledge and technology shift away from business as usual and onto a sustainable path. Thirdly, business is not doing enough on a voluntary basis. Therefore legal reform is necessary. This chapter aims to draw up the main aspects that should be covered in a reform of EU company law and corporate governance, to ensure that European companies become a part of the solution to this convergence of crises that we face with interlinked environmental, economic and social consequences. The position is not taken that reforming company law is the solution to all problems. Rather, it is a crucial piece of the jigsaw puzzle of sustainability that we need to get into place. It is also a piece that has tended to be ignored in the debate on how to encourage companies to behave in an environmentally and socially friendly manner. Company law has a crucial role to play in the transformation towards sustainability because it provides the legal framework for the internal workings of the company, including its decision-making. This tentative reform proposal springs out of a research project that has had the deeper integration of environmental concerns into the decision-making of companies as its aim. Envisaged as the basis for a proposal for a new EU directive, and in recognition of the inextricable interconnectedness of environmental, social and economic aspects of business, the chapter presents ideas for a reform that is holistic in the sense that it covers all three dimensions. This chapter discusses three necessary and interlinked questions as a matter of EU law: Is there a legal basis in EU law for fundamental company law reform, does the subsidiarity principle allow for these issues to be dealt with on EU level and does the proportionality principle allow for a proposal of the scope and content presented here? This also entails a brief discussion of the work the EU already is doing. After concluding that there is legal basis and that action on EU level is indeed necessary, the chapter presents key aspects of a possible reform of EU company law. Although such a proposal is bound to meet resistance there are also some interesting tendencies that give hope that the time may be right to discuss these fundamental issues with a fresh perspective.
Download or read book European Company Law written by Nicola de Luca and published by Cambridge University Press. This book was released on 2021-04-15 with total page 599 pages. Available in PDF, EPUB and Kindle. Book excerpt: This successful textbook remains the only offering for students of European company law, and has been fully updated.
Download or read book The Sustainable Company written by Sigurt Vitols and Norbert Kluge and published by ETUI. This book was released on 2011 with total page 266 pages. Available in PDF, EPUB and Kindle. Book excerpt: For the past two decades corporate governance reform in Europe has been guided by the ‘shareholder value’ model of the firm. That model has been discredited as one of the major causes of the financial and economic crisis. In a new book published by the ETUI an alternative approach to corporate governance is presented by members of the GOODCORP network of researchers and trade unionists. This new approach, entitled the Sustainable Company, draws on both traditional ‘stakeholder’ models of the firm and newer concerns with sustainability. The main elements of the Sustainable Company and the institutions needed to support it are presented. Key themes in the book are the need for worker ‘voice’ in corporate governance and for a binding legislative framework to promote sustainability. Individual chapters deal with the issues of worker involvement, employee shareholding, sustainability-oriented remuneration, international framework agreements, NGO-trade union relationships, reforming financial regulation and carbon taxes and emissions-trading schemes.
Download or read book Modernization of European Company Law and Corporate Governance written by Gert-Jan Vossestein and published by Kluwer Law International B.V.. This book was released on 2010-01-01 with total page 314 pages. Available in PDF, EPUB and Kindle. Book excerpt: This new book offers a substantial framework for examining the competence or powers of the EC in the field of company law, and the requirements for the lawful exercise of these powers (the principle of subsidiarity and the observance of Article 43 EC in particular). In order to provide a clear understanding of the practical relevance of this framework, the author tests the provisions of specific EC company law instruments for compatibility with the EC Treaty. Although the substantial body of EC company law that has been built up over the years is covered, the focus is on EC company law instruments which have been adopted in implementation of the 2003 Action Plan. The book includes a survey of the various company law instruments (both pre-and post-Action Plan) which together make up EC company law, and discusses the objectives of EC company law policy. --
Download or read book European Company Law written by Stefan Grundmann and published by Intersentia Limited. This book was released on 2012 with total page 0 pages. Available in PDF, EPUB and Kindle. Book excerpt: Over the last decade, European company law has been completely re-written. Virtually no EU measure remained unchanged and most of them have undergone fundamental reform. This is astonishing since almost half of these measures only came into existence after the turn of the millennium. In the last five years, 'modern' European company law has been characterized by a strong foundation of accounting law: i.e. the basic information scheme in international models (IFRS); the practicability and reality of cross-border mobility in its different types; and the considerable success (at last) of European company types, namely in the form of the European Company, which has been adopted by many blue chip companies, and, finally, by governance. The latter is also experiencing a remarkable renaissance of shareholders' rights, namely voting right schemes. In times of crisis, this is the equipment with which the challenges have to be met. European Company Law first discusses the EC/EU law, including all instruments through which it is transposed into the national law systems. However, where no EC/EU law exists, a comparative law discussion and the policy aspects - namely law and economics - fill the gaps. The whole organism of (limited liability) company law is thus covered. In addition to organization, accounting, finance, and the closely-related capital market law, this second edition covers the cornerstones of EC/EU corporate tax and insolvency law. This broad scientific perspective of the 'European' in company law remains unique and will be of greatest value for top-level practice and highly-ranked policy discussions. (Series: Ius Communitatis - Vol. 1)
Download or read book European Company Law written by Nicola de Luca and published by Cambridge University Press. This book was released on 2017-03-16 with total page 531 pages. Available in PDF, EPUB and Kindle. Book excerpt: "As with corporate law itself, however, our principal focus in this book is not on establishing the corporate form per se. Rather, it is on a second, equally important function of corporate law: namely, reducing the ongoing costs of organizing business through the corporate form. Corporate law does this by facilitating coordination between participants in corporate enterprise, and by reducing the scope for value- reducing forms of opportunism among different constituencies"--
Download or read book Modernisation of European Company Law written by Antigoni Alexandropoulou and published by Bruylant. This book was released on 2022-12-31 with total page 153 pages. Available in PDF, EPUB and Kindle. Book excerpt: This book is a collective volume of studies on the recent legislative developments in European Company Law as well as on topical legal issues that affect companies but which have not been harmonized yet. The Mobility Directive has introduced important amendments to the cross border operations of companies while the Directive on the Digitalisation of Company Law has brought about changes in the setting up of businesses and the use of digital tools and processes throughout the lifecycle of companies. The authors present and thoroughly analyses in their studies the important aspects of these new provisions and the challenges they present in their implementation. The book further explores the future of EU Company Law in particular regarding sustainable corporate governance, director’s duties, letterbox companies and the possible harmonization of the rules regulating groups of companies in the EU. All legal issues are presented very comprehensively and the authors who are academics and legal practitioners are shedding light on complicated legal questions in a very clear way.
Download or read book European Company Law written by Andrea Vicari and published by Walter de Gruyter GmbH & Co KG. This book was released on 2021-03-08 with total page 370 pages. Available in PDF, EPUB and Kindle. Book excerpt: The book provides students of European company law courses, scholars and practitioners with an overview. Although company law remains mainly regulated at the level of national laws, it has become important to obtain a systematic view of the main directives in the field of company law, the EU Court of Justice’s jurisprudence, the European Model Company Act and the state of implementation of these directives in the member states of the Union. The book therefore contains, in addition to the illustration of the law laid down by EU legislative bodies and the related soft laws, detailed references to the most important domestic legislations and case laws, in order to make them known and usable as much as possible. Moreover, the book allows identifying the most relevant current legislative trends and the main historical reasons for divergences.
Download or read book Quo Vadis Europe The Significance of Sustainable Development as Objective Principle and Rule of EU Law written by Beate Sjåfjell and published by . This book was released on 2012 with total page 0 pages. Available in PDF, EPUB and Kindle. Book excerpt: What is the role of supranational law in making national law disciplines such as company law comply with and work towards objectives and principles of international treaties? In international law and politics, there is a growing recognition of sustainable development as an all-important objective and a general principle of international law. Sustainable development has a strong legal position among the ultimate objectives of the European Union, underpinned by the growing recognition in the EU of the inextricable entity of humanity, our natural environment and our economic system. In the search for the balancing that this goal requires within the nonnegotiable limits of our planet, the principle of sustainable development is the key. This principle requires the integration of environmental protection requirements in all areas, with the aim of achieving a sustainable development. The threat of climate change accentuates the necessity of recognising and respecting the ecological limits within which all social and economic development must take place. The principle of sustainable development is codified, following the changes made by the Lisbon Treaty, in an enhanced version of the rule, now enacted in Article 11 of the Treaty on the Functioning of the European Union. In practice, however, on national, supranational and international level, actions speak louder than words. In practice the focus is on economic growth and efficiency in a narrow and short-term sense, leading to environmental degradation, loss of biodiversity and dangerous climate change. Although progress is made in some areas, the regulation of companies, these all-important components of our economies, is to a great extent shielded. Talk about voluntary corporate social responsibility seems to be the closest law-makers dare to get to regulating these entities, without which we cannot hope to achieve the overarching global goal of a sustainable development. Modern company law is often seen as matter of private law only, seeking efficient regulation of an instrument perceived to have as its only goal the profit-maximisation of shareholders. The fundamental freedoms of EU law are seen by some as an argument in favour of such a narrowing of the scope of company law and for restricting the room for encompassing other interests. EU law is, however, not just about free movement and market integration. On a Treaty level, the general objectives of the EU have a strong legal significance, and the codification of the principle of sustainable development entails an all-encompassing legal duty to integrate environmental protection requirements in the policies and activities of the Union. What does this entail for the EU institutions and for the Member States, and specifically for the regulation of companies - and what is the broader, global significance? In a tentative answer to these questions, this paper first introduces sustainable development as an EU law objective, principle and rule (Section 2). The argument is presented that particularly the codification of the sustainable development principle in Article 11 TFEU has significant legal implications for the institutions of the European Union (Section 3), entailing direct obligations on all levels: Law-making, administration, supervision and judicial control (Section 4). For EU company law, this requires a whole new approach. The implications for the Member States are rather more indirect, but nevertheless highly relevant, influencing the interpretation, implementation and application of EU law; the justification of Member State initiatives that restrict free movement; entailing a possible duty to act to promote overarching objectives under certain circumstances, and perhaps also indicating a coming general principle of sustainable development on Member State level (Section 5). The paper thereby shows how EU Treaty law, taken seriously, may be used as a tool to ensure that EU law itself and the national laws of its Member States truly work towards a global, sustainable development. The paper concludes with some reflections on how EU law already may be influencing national law also beyond the scope of the direct requirements for EU law implementation in national legislation, and how this could impact on both national law and international law (Section 6).
