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Author: Beate Sjåfjell
Publisher: Kluwer Law International B.V.
ISBN: 9041127682
Category : Law
Languages : en
Pages : 594
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Book Description
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.
Author: Beate Sjåfjell
Publisher: Kluwer Law International B.V.
ISBN: 9041127682
Category : Law
Languages : en
Pages : 594
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Book Description
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.
Author: Michael Gold
Publisher: Peter Lang
ISBN: 9783039115600
Category : Business & Economics
Languages : en
Pages : 378
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Book Description
The European Company Statute is one of the most important pieces of company legislation adopted so far by the European Union. Its aim is to regulate the internal functions of a business operating in more than two European countries. This book provides an analysis of the history, structure, legal basis and likely impact of the ECS.
Author: Nicola de Luca
Publisher: Cambridge University Press
ISBN: 1108843522
Category : Law
Languages : en
Pages : 599
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Book Description
This successful textbook remains the only offering for students of European company law, and has been fully updated.
Author: Andrea Vicari
Publisher: Walter de Gruyter GmbH & Co KG
ISBN: 3110725134
Category : Law
Languages : en
Pages : 370
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Book Description
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.
Author: Adriaan F.M. Dorresteijn et al.
Publisher: Kluwer Law International B.V.
ISBN: 9403532246
Category : Law
Languages : en
Pages : 377
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Book Description
This fully updated new edition provides an overview of the law regarding companies, business organizations, and capital markets in Europe, at both the European Union (EU) and Member State levels. It introduces the reader to the EU harmonization programme and describes how this has influenced corporate law in the various EU Member States. The authors describe common denominators as well as differences in the approach of national corporate laws. The authors highlight current and emerging trends in these areas of corporate law, including: the freedom of establishment of companies within the EU; the European harmonization process and Member States’ implementation of EU legislation; employee involvement in business organizations; the division of power between the different corporate bodies; the functioning and regulation of company groups; and cross-border business combinations, takeovers and restructuring tools. The laws of France, Germany and the Netherlands in particular are discussed and contrasted. This discussion also includes the United Kingdom, although no longer an EU Member State. As in earlier editions, the authors demonstrate that analysis and comparison of national corporate laws yield highly valuable general principles and observations, not least because business organizations, wherever located, tend to show a fundamentally similar set of legal characteristics. The Fourth Edition will continue to be of great value to practitioners and academics who wish to acquire a better understanding of European corporate law, in its supranational dimension as well as in the similarities and differences among the various national legal systems. It can also be used as a handbook for comparative corporate law courses.
Author: Commission of the European Communities
Publisher:
ISBN:
Category : Business enterprises
Languages : en
Pages : 84
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Book Description
Author: Adriaan F.M. Dorresteijn
Publisher: Kluwer Law International B.V.
ISBN: 9041185941
Category : Law
Languages : en
Pages : 394
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Book Description
This fully updated new edition provides the best-known practical overview of the law regarding companies, business activities, and capital markets in Europe, at both the European Union (EU) and Member State levels. It incorporates analysis of recent developments including the impact of global initiatives in such aspects of the corporate environment as regulation of financial institutions and non-financial reporting obligations with a view to sustainability and other social responsibility concerns. The authors, all leading experts in European corporate law, describe current and emerging trends in such areas of corporate law practice as the following: - rules on cross-border mergers; - employee involvement in business activities; - the initiatives by the Organisation for Economic Co-operation and Development (OECD) and the EU to curb tax avoidance; - Member States’ implementation of EU legislation; - a company’s freedom to incorporate in a jurisdiction not its own; - competition among the legal forms of different Member States; and - safeguarding of employee involvement in cross-border transactions. With respect to national law, the laws of Belgium, France, Germany, the Netherlands, Poland, Spain, and the United Kingdom are taken into account; Italy is now included in this new edition. As in earlier editions, the authors demonstrate that analysis and comparison of national corporate laws yield highly valuable general principles and observations, not least because business organizations, wherever located, tend to show a fundamentally similar set of legal characteristics. The Third Edition will continue to be of great value to practitioners and academics who wish to acquire a better understanding of European corporate law, in its supranational dimension as well as in the similarities and differences among the various national legal systems.
Author: Carla Tavares da Costa
Publisher:
ISBN: 9789041120274
Category : Corporation law
Languages : en
Pages : 0
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Book Description
When the Statute for a European Company enters into force in October 2004, companies will have the opportunity to form an EU-wide organisation that will, in many essential areas of activity, be vested with the authority to transcend the company law of Member States. As this moment approaches, company executives and lawyers are asking many questions about the potential advantages and disadvantages of choosing to become part of this Societas Europeae (SE) that has been on the Community agenda almost from the start. This book has more answers¿clear when they can be categorically expressed, highly illuminating when dealing with the complex issues that still remain¿than any other book designed to elucidate this major new development in European law. The Statute will afford companies a far greater degree of flexibility and mobility throughout Member States than they have heretofore enjoyed. The authors of this book detail the various forms of incorporation allowed by the Statute, as well as the regulations governing share capital, transfer of registered offices, and company organs and their members. The in-depth analysis of the SE regime goes on to examine the areas in which Member State procedures will remain predominant, such as registration, publication, legal scrutiny, accounting and auditing, winding up, insolvency, and liquidation. The vexed issue of employee involvement is explored in a separate chapter. The book devotes six of its thirteen chapters to the most obvious business element on which the SE is silent¿the crucial issue of taxation. Extrapolating from a detailed examination of the European tax directives and related conventions and proposals, the authors convincingly demonstrate that the European Company Statute will necessarily expedite the harmonisation of tax laws among the Member States. In their conclusion, they present a framework for a corporate tax system that they believe is compatible with both the European company and national tax laws. The European Company Statute will be of immeasurable value to business persons, lawyers, and academics in a number of relevant fields everywhere, as it deals incisively with important matters affecting any company activity in Europe, whatever its origin. It will prove an incomparable guide to informed and rational decision making concerning European business.
Author: Steef M. Bartman
Publisher: Kluwer Law International B.V.
ISBN: 9041125299
Category : Law
Languages : en
Pages : 190
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Book Description
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.
Author: Nicola de Luca
Publisher: Cambridge University Press
ISBN: 110891117X
Category : Law
Languages : en
Pages : 599
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Book Description
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.