The Role of Representatives of Minority Shareholders in the System of Corporate Governance PDF Download
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Author: Wenjia Yan
Publisher: PL Academic Research
ISBN: 9783631700051
Category : Corporate governance
Languages : en
Pages : 0
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Book Description
This study of comparative law is based upon the comparison of the attitudes among the US, China and the EU towards cumulative voting. By analyzing some empirical investigations and massive literatures of American academics, it tries to demonstrate whether the convergence of corporate governance towards the shareholder-centered model is inevitable.
Author: Wenjia Yan
Publisher: PL Academic Research
ISBN: 9783631700051
Category : Corporate governance
Languages : en
Pages : 0
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Book Description
This study of comparative law is based upon the comparison of the attitudes among the US, China and the EU towards cumulative voting. By analyzing some empirical investigations and massive literatures of American academics, it tries to demonstrate whether the convergence of corporate governance towards the shareholder-centered model is inevitable.
Author: Wenjia Yan
Publisher:
ISBN:
Category :
Languages : en
Pages : 226
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Book Description
Author: Naomi R. Lamoreaux
Publisher:
ISBN:
Category : Corporate governance
Languages : en
Pages : 38
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Book Description
Legal records indicate that conflicts of interest -- that is, situations in which officers and directors were in a position to benefit themselves at the expense of minority shareholders -- were endemic to corporations in the late-nineteenth and early-twentieth century U.S. Yet investors nonetheless continued to buy stock in the ever increasing numbers of corporations that business people formed during this period. We attempt to understand this puzzling situation by examining the evolution of the legal rules governing both corporations and the main organizational alternative, partnerships. Because partnerships existed only at the will of their members, disputes among partners had the potential to lead to an untimely (and costly) dissolution of the enterprise. We find that the courts quite consciously differentiated the corporate form from the partnership so as to prevent disputes from having similarly disruptive effects on corporations. The cost of this differentiation, however, was to give controlling shareholders the power to extract more than their fair share of their enterprise's profits. The courts put limits on this behavior by defining the boundary at which private benefits of control became fraud, but the case law suggests that these constraints became weaker over our period. We model the basic differences between corporations and partnerships and show that, if one takes the magnitude of private benefits of control as given by the legal system, the choice of whether or not to form a firm, and whether to organize it as a partnership or a corporation, was a function of the expected profitability of the enterprise and the probability that a partnership would suffer untimely dissolution. We argue that the large number of corporations formed during the late nineteenth and early twentieth centuries were made possible by an abundance of high-profit opportunities. But the large number of partnerships that also continued to be organized suggests that the costs of corporate form were significant
Author: Khurram Parvez Raja
Publisher:
ISBN:
Category :
Languages : en
Pages :
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Book Description
Good corporate governance requires that all shareholders be treated fairly and equally. One aspect of corporate governance is the proper protection of, and respect for, the interests of shareholders, particularly those of minority shareholders. The need to protect minority shareholders is not only a corporate governance objective in its own right, it has an added significance in a country like Pakistan, where shares are often controlled by majority shareholders such as founding members. This thesis concentrates on corporate governance in Pakistan, with specific reference to the laws protecting the interests of minority shareholders in its companies. The thesis evaluates the corporate law regime in Pakistan and underlines the existing rights of shareholders under the law. This thesis seeks to examine the minority expropriation problem in Pakistani companies and the inadequacies of shareholder legal protection from a comparative law perspective. The corporate governance framework in Pakistani companies and the importance of minority protection in the general system of corporate governance is considered. It is contended that the current law does not afford minority shareholders the protection they need. This thesis evaluates the reform proposals promulgated by the English Law Commission in its Consultation Paper and Report on the statutory minority remedies of unfair prejudice, and considers in adopting these constructive proposals such as the exit article and the statutory presumptions of unfair prejudice and pro-rata basis share buy-outs into Pakistan company law as a model of reform. The attempts made by the English Law Commission to seek a comprehensive reform of minority shareholders' remedies merit full support. The system of law and justice in any country is the edifice on which it builds its civil society, democratic institutions, legal institutions and corporations. Therefore, the institutional background in Pakistan is critical to the understanding of the law in the books on "Minority Shareholders". Thus, this thesis examines law and legal institutions within a wider context, considering the social, economic, political and philosophical dimensions of the law.
Author: Jeffrey Neil Gordon
Publisher: Oxford University Press
ISBN: 0198743688
Category : Business & Economics
Languages : en
Pages : 1217
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Book Description
Corporate law and governance are at the forefront of regulatory activities worldwide, and subject to increasing public attention in the wake of the Global Financial Crisis. Comprehensively referencing the key debates, the Handbook provides a much-needed framework for understanding the aims and methods of legal research in the field.
Author: Afra Afsharipour
Publisher: Edward Elgar Publishing
ISBN: 1788975332
Category : Law
Languages : en
Pages : 544
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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.
Author: Edward L. Glaeser
Publisher: University of Chicago Press
ISBN: 0226299597
Category : History
Languages : en
Pages : 397
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Book Description
Despite recent corporate scandals, the United States is among the world’s least corrupt nations. But in the nineteenth century, the degree of fraud and corruption in America approached that of today’s most corrupt developing nations, as municipal governments and robber barons alike found new ways to steal from taxpayers and swindle investors. In Corruption and Reform, contributors explore this shadowy period of United States history in search of better methods to fight corruption worldwide today. Contributors to this volume address the measurement and consequences of fraud and corruption and the forces that ultimately led to their decline within the United States. They show that various approaches to reducing corruption have met with success, such as deregulation, particularly “free banking,” in the 1830s. In the 1930s, corruption was kept in check when new federal bureaucracies replaced local administrations in doling out relief. Another deterrent to corruption was the independent press, which kept a watchful eye over government and business. These and other facets of American history analyzed in this volume make it indispensable as background for anyone interested in corruption today.
Author: Christopher M. Bruner
Publisher: Cambridge University Press
ISBN: 1107354900
Category : Law
Languages : en
Pages : 317
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Book Description
The corporate governance systems of Australia, Canada, the United Kingdom and the United States are often characterized as a single 'Anglo-American' system prioritizing shareholders' interests over those of other corporate stakeholders. Such generalizations, however, obscure substantial differences across the common-law world. Contrary to popular belief, shareholders in the United Kingdom and jurisdictions following its lead are far more powerful and central to the aims of the corporation than are shareholders in the United States. This book presents a new comparative theory to explain this divergence and explores the theory's ramifications for law and public policy. Bruner argues that regulatory structures affecting other stakeholders' interests - notably differing degrees of social welfare protection for employees - have decisively impacted the degree of political opposition to shareholder-centric policies across the common-law world. These dynamics remain powerful forces today, and understanding them will be vital as post-crisis reforms continue to take shape.
Author: Peter A. Gourevitch
Publisher: Princeton University Press
ISBN: 1400837014
Category : Business & Economics
Languages : en
Pages : 365
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Book Description
Why does corporate governance--front page news with the collapse of Enron, WorldCom, and Parmalat--vary so dramatically around the world? This book explains how politics shapes corporate governance--how managers, shareholders, and workers jockey for advantage in setting the rules by which companies are run, and for whom they are run. It combines a clear theoretical model on this political interaction, with statistical evidence from thirty-nine countries of Europe, Asia, Africa, and North and South America and detailed narratives of country cases. This book differs sharply from most treatments by explaining differences in minority shareholder protections and ownership concentration among countries in terms of the interaction of economic preferences and political institutions. It explores in particular the crucial role of pension plans and financial intermediaries in shaping political preferences for different rules of corporate governance. The countries examined sort into two distinct groups: diffuse shareholding by external investors who pick a board that monitors the managers, and concentrated blockholding by insiders who monitor managers directly. Examining the political coalitions that form among or across management, owners, and workers, the authors find that certain coalitions encourage policies that promote diffuse shareholding, while other coalitions yield blockholding-oriented policies. Political institutions influence the probability of one coalition defeating another.
Author: OECD
Publisher: OECD Publishing
ISBN: 9264168001
Category :
Languages : en
Pages : 122
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Book Description
The publication reviews provisions covering related party transactions and the protection of minority shareholder rights in 31 jurisdictions, both OECD and non-OECD. In addition, the regulatory and legal systems that have beeen developed in five jurisdictions are reviewed in detail.
