Boards of Directors in European Companies

Boards of Directors in European Companies PDF Author: Hanne Søndergaard Birkmose
Publisher:
ISBN: 9789041141415
Category : Corporate governance
Languages : en
Pages : 0

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Book Description
The recent financial crisis has once again stressed the importance of good corporate governance and corporate social responsibility in building trust in the European internal market. It has given rise to a discussion of whether a number of issues should be addressed through regulation or soft law at EU level. These issues relate in particular to the duties of directors in European companies as well as how the board of directors is composed and structured. Drawing attention first to duties of directors and then to the organisation of the board, this appropriately timed analysis takes stock of the status of the initiatives that have been debated so far, examines whether the rules which have been adopted form a coherent system, and suggests ways in which these initiatives affect national law. Topics covered include the following: directors' conflicts of interest; rules on shareholder transparency; duty to promote active ownership; whether it is possible to find a balance between corporate enterprise and risk control; integration of environmental and social concerns in the decision-making of the company; the board's role as a monitor of management; overcoming managerial deficiencies; the concept of independent directors; independence from a controlling shareholder; nomination of board members; disqualification of directors; and directors duties in groups of companies.

Boards of Directors in European Companies

Boards of Directors in European Companies PDF Author: Hanne Søndergaard Birkmose
Publisher:
ISBN: 9789041141415
Category : Corporate governance
Languages : en
Pages : 0

Get Book Here

Book Description
The recent financial crisis has once again stressed the importance of good corporate governance and corporate social responsibility in building trust in the European internal market. It has given rise to a discussion of whether a number of issues should be addressed through regulation or soft law at EU level. These issues relate in particular to the duties of directors in European companies as well as how the board of directors is composed and structured. Drawing attention first to duties of directors and then to the organisation of the board, this appropriately timed analysis takes stock of the status of the initiatives that have been debated so far, examines whether the rules which have been adopted form a coherent system, and suggests ways in which these initiatives affect national law. Topics covered include the following: directors' conflicts of interest; rules on shareholder transparency; duty to promote active ownership; whether it is possible to find a balance between corporate enterprise and risk control; integration of environmental and social concerns in the decision-making of the company; the board's role as a monitor of management; overcoming managerial deficiencies; the concept of independent directors; independence from a controlling shareholder; nomination of board members; disqualification of directors; and directors duties in groups of companies.

Boards and Shareholders in European Listed Companies

Boards and Shareholders in European Listed Companies PDF Author: Massimo Belcredi
Publisher: Cambridge University Press
ISBN: 1107040566
Category : Business & Economics
Languages : en
Pages : 453

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Book Description
Is European Corporate Governance really dysfunctional? An analysis of European reform proposals based on new, comparative evidence.

Boards and Shareholders in European Listed Companies

Boards and Shareholders in European Listed Companies PDF Author: Massimo Belcredi
Publisher: Cambridge University Press
ISBN: 1107435498
Category : Law
Languages : en
Pages : 453

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Book Description
With contributions by distinguished scholars from legal and financial backgrounds, this collection of essays analyses four main topics in the corporate governance of European listed firms: (i) board structure, composition and functioning and their interaction with ownership structure; (ii) board remuneration; (iii) shareholder activism and (iv) corporate governance disclosure based on the 'comply or explain' approach. The authors provide new comparative evidence and analyse its implications for the policy debate. They challenge the conventional wisdom that corporate governance in European firms was systematically dysfunctional. While proposals aimed at increasing disclosure and accountability are usually well-grounded, caution is suggested when bringing forward regulatory changes with respect to proposals targeting specific governance arrangements, especially in the fields of board composition and shareholder activism. They argue that the 'comply or explain' principle should be retained and further efforts should be exercised to enhance disclosure.

Pay Without Performance

Pay Without Performance PDF Author: Lucian A. Bebchuk
Publisher: Harvard University Press
ISBN: 9780674020634
Category : Business & Economics
Languages : en
Pages : 308

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Book Description
The company is under-performing, its share price is trailing, and the CEO gets...a multi-million-dollar raise. This story is familiar, for good reason: as this book clearly demonstrates, structural flaws in corporate governance have produced widespread distortions in executive pay. Pay without Performance presents a disconcerting portrait of managers' influence over their own pay--and of a governance system that must fundamentally change if firms are to be managed in the interest of shareholders. Lucian Bebchuk and Jesse Fried demonstrate that corporate boards have persistently failed to negotiate at arm's length with the executives they are meant to oversee. They give a richly detailed account of how pay practices--from option plans to retirement benefits--have decoupled compensation from performance and have camouflaged both the amount and performance-insensitivity of pay. Executives' unwonted influence over their compensation has hurt shareholders by increasing pay levels and, even more importantly, by leading to practices that dilute and distort managers' incentives. This book identifies basic problems with our current reliance on boards as guardians of shareholder interests. And the solution, the authors argue, is not merely to make these boards more independent of executives as recent reforms attempt to do. Rather, boards should also be made more dependent on shareholders by eliminating the arrangements that entrench directors and insulate them from their shareholders. A powerful critique of executive compensation and corporate governance, Pay without Performance points the way to restoring corporate integrity and improving corporate performance.

Public Companies and the Role of Shareholders

Public Companies and the Role of Shareholders PDF Author: Sabrina Bruno
Publisher: Kluwer Law International B.V.
ISBN: 9041134239
Category : Business & Economics
Languages : en
Pages : 298

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Book Description
This is a book that will be warmly welcomed by everyone engaged in the important debate under way on corporate responsibility and governance.

An International Comparison of Corporate Governance Models

An International Comparison of Corporate Governance Models PDF Author: Gregory Francesco Maassen
Publisher: Gregory Maassen
ISBN: 9090125914
Category : Corporate governance
Languages : en
Pages : 228

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Book Description


Comparative Corporate Governance

Comparative Corporate Governance PDF Author: Afra Afsharipour
Publisher: Edward Elgar Publishing
ISBN: 1788975332
Category : Law
Languages : en
Pages : 539

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Book Description
This research handbook provides a state-of-the-art perspective on how corporate governance differs between countries around the world. It covers highly topical issues including corporate purpose, corporate social responsibility and shareholder activism.

Company Law and Sustainability

Company Law and Sustainability PDF Author: Beate Sjåfjell
Publisher: Cambridge University Press
ISBN: 1107043271
Category : Business & Economics
Languages : en
Pages : 373

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Book Description
This book advances an innovative, multi-jurisdictional argument for the necessity of company law reform to reorient companies towards environmental sustainability.

The Oxford Handbook of Managerial Economics

The Oxford Handbook of Managerial Economics PDF Author: Christopher R. Thomas
Publisher: OUP USA
ISBN: 9780199782956
Category : Business & Economics
Languages : en
Pages : 0

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Book Description
The Oxford Handbook of Managerial Economics, the first of its kind, comprises 25 chapters contributed by leading scholars in the field who summarize the state of the art in managerial economics and point the way toward future areas of study for students, researchers and practitioners in all business-related disciplines.

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.