An Introduction to Corporate Governance and the SEC

An Introduction to Corporate Governance and the SEC PDF Author: K. Fred Skousen
Publisher: Thomson South-Western
ISBN: 9780324226980
Category : Corporate governance
Languages : en
Pages : 0

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Book Description
Recent traumatic events in the financial markets, such as the fall of Enron, World Com, and Arthur Andersen, have led to an increased emphasis on corporate governance and on the regulatory bodies overseeing the capital markets and the financial professions. AN INTRODUCTION TO CORPORATE GOVERNACE AND THE SEC help you understand the fundamentals of corporate governance and the critical role the SEC plays in the corporate governance process, overseeing the financial reporting of public companies.

An Introduction to Corporate Governance and the SEC

An Introduction to Corporate Governance and the SEC PDF Author: K. Fred Skousen
Publisher: Thomson South-Western
ISBN: 9780324226980
Category : Corporate governance
Languages : en
Pages : 0

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Book Description
Recent traumatic events in the financial markets, such as the fall of Enron, World Com, and Arthur Andersen, have led to an increased emphasis on corporate governance and on the regulatory bodies overseeing the capital markets and the financial professions. AN INTRODUCTION TO CORPORATE GOVERNACE AND THE SEC help you understand the fundamentals of corporate governance and the critical role the SEC plays in the corporate governance process, overseeing the financial reporting of public companies.

Corporate Governance

Corporate Governance PDF Author: Jonathan R. Macey
Publisher: Princeton University Press
ISBN: 0691148023
Category : Business & Economics
Languages : en
Pages : 343

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Book Description
Even in the wake of the biggest financial crash of the postwar era, the United States continues to rely on Securities and Exchange Commission oversight and the Sarbanes-Oxley Act, which set tougher rules for boards, management, and public accounting firms to protect the interests of shareholders. Such reliance is badly misplaced. In Corporate Governance, Jonathan Macey argues that less government regulation--not more--is what's needed to ensure that managers of public companies keep their promises to investors. Macey tells how heightened government oversight has put a stranglehold on what is the best protection against malfeasance by self-serving management: the market itself. Corporate governance, he shows, is about keeping promises to shareholders; failure to do so results in diminished investor confidence, which leads to capital flight and other dire economic consequences. Macey explains the relationship between corporate governance and the various market and nonmarket institutions and mechanisms used to control public corporations; he discusses how nonmarket corporate governance devices such as boards and whistle-blowers are highly susceptible to being co-opted by management and are generally guided more by self-interest and personal greed than by investor interests. In contrast, market-driven mechanisms such as trading and takeovers represent more reliable solutions to the problem of corporate governance. Inefficient regulations are increasingly hampering these important and truly effective corporate controls. Macey examines a variety of possible means of corporate governance, including shareholder voting, hedge funds, and private equity funds. Corporate Governance reveals why the market is the best guardian of shareholder interests.

Corporate Governance

Corporate Governance PDF Author: Robert A. G. Monks
Publisher: Wiley-Blackwell
ISBN: 9781405116985
Category : Business & Economics
Languages : en
Pages : 584

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Book Description
In the wake of the dramatic series of corporate meltdowns: Enron; Tyco; Adelphia; WorldCom; the timely new edition of this successful text provides students and business professionals with a welcome update of the key issues facing managers, boards of directors, investors, and shareholders. In addition to its authoritative overview of the history, the myth and the reality of corporate governance, this new edition has been updated to include: analysis of the latest cases of corporate disaster; An overview of corporate governance guidelines and codes of practice in developing and emerging markets new cases: Adelphia; Arthur Andersen; Tyco Laboratories; Worldcom; Gerstner's pay packet at IBM Once again in the new edition of their textbook, Robert A. G. Monks and Nell Minow show clearly the role of corporate governance in making sure the right questions are asked and the necessary checks and balances in place to protect the long-term, sustainable value of the enterprise. A CD-ROM containing a comprehensive case study of the Enron collapse, complete with senate hearings and video footage, accompanies the text. Further lecturer resources and links are available at www.blackwellpublishing.com/monks

Corporate Governance and Ethics

Corporate Governance and Ethics PDF Author: Zabihollah Rezaee
Publisher: John Wiley & Sons
ISBN: 047173800X
Category : Business & Economics
Languages : en
Pages : 464

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Book Description
This book is the first to present a comprehensive framework of the theory and practice of corporate governance and business ethics by focusing on the four cornerstones promoted by the AACSB. Readers will quickly gain an understanding of the main themes, perspectives, frameworks, concepts, and issues pertaining to corporate governance and business ethics from historical, global, institutional, commercial, best practices, and regulatory perspectives. Additionally, there is also complete coverage of all oversight functions of corporate governance.

Corporate Governance

Corporate Governance PDF Author: Lawrence E. Mitchell
Publisher: Taylor & Francis
ISBN: 1317159489
Category : Business & Economics
Languages : en
Pages : 541

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Book Description
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.

A History of Corporate Governance around the World

A History of Corporate Governance around the World PDF Author: Randall K. Morck
Publisher: University of Chicago Press
ISBN: 0226536831
Category : Business & Economics
Languages : en
Pages : 700

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Book Description
For many Americans, capitalism is a dynamic engine of prosperity that rewards the bold, the daring, and the hardworking. But to many outside the United States, capitalism seems like an initiative that serves only to concentrate power and wealth in the hands of a few hereditary oligarchies. As A History of Corporate Governance around the World shows, neither conception is wrong. In this volume, some of the brightest minds in the field of economics present new empirical research that suggests that each side of the debate has something to offer the other. Free enterprise and well-developed financial systems are proven to produce growth in those countries that have them. But research also suggests that in some other capitalist countries, arrangements truly do concentrate corporate ownership in the hands of a few wealthy families. A History of Corporate Governance around the World provides historical studies of the patterns of corporate governance in several countries-including the large industrial economies of Canada, France, Germany, Italy, Japan, the United Kingdom, and the United States; larger developing economies like China and India; and alternative models like those of the Netherlands and Sweden.

Corporate Governance and Securities Regulation in the 21st Century

Corporate Governance and Securities Regulation in the 21st Century PDF Author: Poonam Puri
Publisher: Markham, Ont. : LexisNexis Butterworths
ISBN: 9780433442929
Category : Corporate governance
Languages : en
Pages : 338

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Book Description
"This book is a compilation of essays written by lawyers who were enrolled in a corporate governance seminar in 2002 as a part of the Part-Time Master of Laws program in Securities Law at Osgoode Hall Law School. The contributors include securities lawyers at major Canadian law firms, provincial securities commissions, self-regulatory organizations and corporations. An essay was also contributed by two professors at Osgoode Hall Law School. Each chapter represents a critical aspect of securities law and corporate governance reform, looking at how legal and market mechanisms aim to encourage better corporate governance monitoring."--Pub. desc.

Protecting Shareholders and Enhancing Public Confidence by Improving Corporate Governance

Protecting Shareholders and Enhancing Public Confidence by Improving Corporate Governance PDF Author: United States. Congress. Senate. Committee on Banking, Housing, and Urban Affairs. Subcommittee on Securities, Insurance, and Investment
Publisher:
ISBN:
Category : Business & Economics
Languages : en
Pages : 256

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Book Description


Corporate Secretary's Answer Book

Corporate Secretary's Answer Book PDF Author: Cynthia M. Krus
Publisher: Aspen Publishers Online
ISBN: 0735550220
Category : Business & Economics
Languages : en
Pages : 1148

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Book Description
The Corporate Secretary's Answer Book is the only comprehensive, single-volume reference to address the specific tasks corporate secretaries face on a daily basis in a Q&A format. Every topic is conveniently listed for easy reference with an index organized by commonly used terms. With all of this valuable "know-how" located within one volume, corporate secretaries will be able to find the best way to proceed with any particular matter, quickly and confidently. The Corporate Secretary's Answer Book also includes sample forms and checklists that offer step-by-step guidance to completing each phase of the corporate secretary's duties throughout the year, especially under Sarbanes-Oxley, including: Conduct of Shareholder Meeting Guidelines - Annual Meeting Script - Minutes of Incentive Committee Meeting - Establishing a Special Litigation Committee of the Board - Audit Committee Charter - Corporate Governance Listing Standards - Corporate Governance Guidelines - Corporate Disclosure - and much more!

The SEC, Corporate Governance, and Shareholder Access to the Board Room

The SEC, Corporate Governance, and Shareholder Access to the Board Room PDF Author: J. Robert Brown
Publisher:
ISBN:
Category :
Languages : en
Pages : 56

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Book Description
In the shareholder governance area, one of the most contentious issues concerns the right of shareholders to nominate directors and include the nominees in management's proxy statement. This article examines the conflict in the context of the growing importance of independent directors. State law and the Securities and Exchange Commission (SEC) have increasingly relied upon independent directors to protect shareholders and ensure the integrity of the financial disclosure process. Yet because of weak definitions and problems of enforcement, these directors are often not truly independent. One method of addressing these concerns is to allow shareholders to nominate and elect their own candidates. They have the power to nominate under state law but the authority has largely been emasculated by the need to solicit proxies, an expensive and time consuming process. The SEC has from time to time sought, always unsuccessfully, to amend the rules to allow shareholders some access to the company's proxy statement for their nominees, with the first effort taking place in 1942. The article contains a comprehensive analysis of these efforts, including the most recent iteration in 2007 when the Commission reaffirmed its traditional position that shareholders should not have access to the company's proxy statement for nominees. The article takes the position that in an era of activist shareholders, pressure on the SEC to reform its rules will continue to grow. Moreover, continued denial of access will make things worse, leading to efforts by activist shareholders that are more intrusive and more likely to result in contests for the board of directors. The denial of access also leaves in place a serious gap in the disclosure regime for proxy contests. Finally, as the SEC becomes increasingly involved in the corporate governance process, a role it has not historically had to consider, the denial of access raises questions about the agency's willingness to protect the interests of shareholders.