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Author: Bruce F. Dravis
Publisher: American Bar Association
ISBN: 9781590316610
Category : Business & Economics
Languages : en
Pages : 206
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Book Description
This book is intended to provide independent directors and their advisors with an understanding of the primary legal and governance issues that have evolved in the corporate governance environment since the passage of the Sarbanes-Oxley Act in 2002. The text on the accompanying CD-ROM sourcebook offers hypertext linked footnotes to direct lawyers (or interested non-lawyers) to legal source material.
Author: Bruce F. Dravis
Publisher: American Bar Association
ISBN: 9781590316610
Category : Business & Economics
Languages : en
Pages : 206
Get Book Here
Book Description
This book is intended to provide independent directors and their advisors with an understanding of the primary legal and governance issues that have evolved in the corporate governance environment since the passage of the Sarbanes-Oxley Act in 2002. The text on the accompanying CD-ROM sourcebook offers hypertext linked footnotes to direct lawyers (or interested non-lawyers) to legal source material.
Author: Bruce F. Dravis
Publisher:
ISBN: 9781634251419
Category : Business & Economics
Languages : en
Pages : 258
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Book Description
Updated and expanded, this second edition provides directors--and attorneys advising directors--with information on the policies and underlying issues that shape director fiduciary duties and the other corporate governance requirements. It describes the legal and economic context in which these governance requirements arise, and also outlines the implementation details that can affect specific governance related decisions. It also includes sample summary materials in the form of PowerPoint presentations to use as starting points to prepare training or explanatory sessions before a board or management.
Author: H. Nejat Seyhun
Publisher: MIT Press
ISBN: 9780262692342
Category : Business & Economics
Languages : en
Pages : 452
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Book Description
Learn how to profit from information about insider trading. The term insider trading refers to the stock transactions of the officers, directors, and large shareholders of a firm. Many investors believe that corporate insiders, informed about their firms' prospects, buy and sell their own firm's stock at favorable times, reaping significant profits. Given the extra costs and risks of an active trading strategy, the key question for stock market investors is whether the publicly available insider-trading information can help them to outperform a simple passive index fund. Basing his insights on an exhaustive data set that captures information on all reported insider trading in all publicly held firms over the past twenty-one years—over one million transactions!—H. Nejat Seyhun shows how investors can use insider information to their advantage. He documents the magnitude and duration of the stock price movements following insider trading, determinants of insiders' profits, and the risks associated with imitating insider trading. He looks at the likely performance of individual firms and of the overall stock market, and compares the value of what one can learn from insider trading with commonly used measures of value such as price-earnings ratio, book-to-market ratio, and dividend yield.
Author: Institute of Directors
Publisher: Institute of Directors IOD India
ISBN: 8195187242
Category : Business & Economics
Languages : en
Pages : 239
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Book Description
The Handbook on Independent Directors covers the roles, duties, responsibilities and authority of corporate directors. This handbook on Independent Directors is the perfect guide and must have for ID’s who want to have a better understanding of their role in the Board, and perform effectively. It is the perfect tool to help be aware of all aspects of being an Independent Directors.
Author: Walter Effross
Publisher: Aspen Publishing
ISBN: 1454835206
Category : Law
Languages : en
Pages : 842
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Book Description
Walter Effross is a superb teacher and succeeds in making a sometimes dry subject interesting to students. Corporate Governance contrasts schools of thought, explaining the conflicts between such theories as contractarianism and communitarianism, and such emerging academic approaches as empiricism and behavioral economics. The text includes excerpts from only the most important sections of judicial decisions along with their relevant factual and procedural context. Extensive notes address the reactions to decisions from other courts, commentators, counsel, and executives. Dozens of examples ripped from the headlines, excerpted from actual corporate documents, and drawn from popular culture illustrate key principles and spark class discussions. More than one hundred suggestions for paper topics are especially useful for participants in research and writing seminars. An appendix categorizes and details more than eighty separate initiatives that shareholder activists and commentators have proposed. A wide range of excerpts from corporate documents and court decisions interpreting these materials help students translate the caselaw and learn drafting techniques. The Second Edition reflects legislative, regulatory, judicial, and Fortune 500 developments since mid-2009 as well as new examples from corporate documents, the Great Books, and popular culture. Detailed coverage of new and emerging topics includes discussion of the governance of nonprofit corporations the emerging types of social enterprises such as benefit corporations, B corporations, and flexible purpose corporations; the board s responsibility to rein in the cyber-risks raised by hackers, e-mails, Web sites, and social media; and the implications for directors, officers, and counsel of new research on avoiding common cognitive traps that compromise decision-making in situations of risk and uncertainty. The Second Edition explores governance changes wrought by the financial crisis and reform legislation; the responsible corporate officer doctrine, the honest services doctrine, and other theories of executive liability; issues raised by crowdfunding ; and the consequences of the Citizens United decision removing limits on companies independent political expenditures. New appendices give detailed advice on identifying, developing, refining, and researching topics for articles and on using the publishing process to invigorate one s professional network and career.
Author:
Publisher: American Bar Association
ISBN:
Category :
Languages : en
Pages : 46
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Book Description
Author: Walter A. Effross
Publisher: Aspen Publishing
ISBN: 1543825850
Category : Law
Languages : en
Pages : 1144
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Book Description
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.
Author: Virginia Harper Ho
Publisher: Aspen Publishing
ISBN: 1543858597
Category : Law
Languages : en
Pages : 374
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Book Description
This is a custom ebook curated by Professor Virginia Harper Ho at City University of Hong Kong.
Author: Institute of Directors
Publisher: Institute of Directors IOD India
ISBN: 8196521774
Category : Business & Economics
Languages : en
Pages : 282
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Book Description
This handbook covers guidance on a diverse range of Boardroom issues, for state-owned, family owned, private, large, small or medium companies. It addresses business needs that Board directors seek, as a step in furthering the Board's leadership for directing their companies, in a transparent, cultural and ethical manner. This guide provides the basic information essential to an organisation with a Board that works. It delves into the Board's strategic role and insight into value creation, risk taking, accountability, and legal compliance obligations. The object of this handbook is to assist the directors make the significant advance, in the interest of the owners and more broadly of society.
Author: Jane Ellis
Publisher: Routledge
ISBN: 0429589018
Category : Law
Languages : en
Pages : 232
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Book Description
The problem of corruption, however described, dates back thousands of years. Professionals working in areas such as development studies, economics and political studies, were the first to most actively analyse and publish on the topic of corruption and its negative impacts on economies, societies and politics. There was, at that time, minimal literature available on corruption and the law. The literature and discussion on bribery and corruption, as well as on the negative impact of each and what is required to address them, particularly in the legal context, are now considerable. Corruption and anti-corruption are multifaceted and multi-disciplinary. The focus now on the law and compliance, and perhaps commercial incentives, is relatively easy. However, corruption, anti-corruption and the motivations for them are complex. If we continue to discuss, debate, engage, address corruption and anti-corruption in our own disciplinary silos, we are unlikely to significantly progress the fight against corruption. What do terms such as 'culture of integrity', 'demand accountability', ‘transparency and accountability’ and ‘ethical corporate culture’ dominating the anti-corruption discourse mean, if anything, in other disciplines? If they are meaningless, what approach would practitioners in those other disciplines suggest be adopted to address corruption. What has their experience been in the field? How can the work of each discipline contribute to the work of whole and, as such, improve our work in and understanding of anti-corruption? This book seeks to answer these questions and to understand the phenomenon more comprehensively. It will be of value to researchers, academics, lawyers, legislators and students in the fields of law, anthropology, sociology, international affairs, and business.
