Corporate Governance Regimes
Convergence and Diversity
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Product details:
- Publisher OUP Oxford
- Date of Publication 26 September 2002
- ISBN 9780199247875
- Binding Hardback
- No. of pages718 pages
- Size 242x164x44 mm
- Weight 1151 g
- Language English
- Illustrations numerous figures and tables 0
Categories
Short description:
This book seeks to examine the relationship between corporate law rules and economic performance. Contributors examine the design of the two main systems of corporate governance to ascertain which bundle of rules is likely to support the emergence of a strong system of governance. They seek to show that the performance of companies is linked to different patterns of shareholding, legal rules, and non-legal relationships.
MoreLong description:
Corporate Governance Regimes addresses corporate law's leading question: whether one or another corporate law regime possesses relative competitive advantage. To this end, the editors have brought together an international team of scholars in economics and law to critically assess the new theories of ownership and control which seek to explain the important efficiency advantages of dispersed ownership and the inevitable limitations of control-oriented systems of governance.
Contributors describe and analyse the relative strength of the forces that shape the evolution of corporate law rules and practice. They also raise the issue of whether nations undertaking reforms should develop corporate governance policies that borrow from other systems' best practices, or pursue a course of internally designed corporate governance reforms. And, building on new theories of law and finance, they examine the incentives for introducing meaningful corporate governance reforms that disrupt or destabilize Europe's blockholding regimes.
The collection is divided into seven parts. Part One provides not only a means for assessing the key features of market- and control-based systems of governance but a standpoint for determining whether national governance systems are likely to converge on a single, optimal system of governance. Part Two introduces the reader to the building blocks of European corporate governance and the securities law harmonization program. Part Three examines the complex ownership and control structures that are found in Western Europe, investigating the consequences of large shareholdings for minority investors. Part Four offers law and finance analyses of the relationship between legal and financial systems and corporate performance. Part Five looks at the economic perspective on the operation of the market for corporate control and the key legal rules and institutions of the bankruptcy and insolvency regimes in the USA and Britain. Part Six is devoted to exploring the economic effect of institutional shareholder participation in corporate governance in the USA, Britain, and continental Europe. The final section, Part Seven, evaluates empirically the executive compensation arrangements in the USA, Britain, and continental Europe. The contributions supply a pool of current research on the motivational effect of performance-related remuneration and the substantial increase in top executive remuneration in the USA.
With globalization and greater financial integration, corporate governance reform has become an important policy priority. Some of the greatest authorities in corporate governance are gathered here to discuss the policy issues of the day . . . this volume is fascinating reading and highly informative. I recommend it to anyone interested in these important policy issues.
Table of Contents:
Introduction
The Case Against Global Cross Reference
Toward a Single Model of Corporate Law?
Convergence and its Critics: What are the Preconditions to the Separation of Ownership and Control?
Political Preconditions to Separating Ownership from Control
Putting Britain on the Roe Map: The Emergence of the Berle-Means Corporation in the United Kingdom
Common Principles of Corporate Governance in Europe?
The 13th Takeover Directive and the Williams Act
Convergence or Divergence in Corporate Governance Patterns in Western Europe?
Prediction of Control Concentration in German and UK Initial Public Offerings
Who Controls German Corporations?
Complete Separation of Ownership and Control: the Structure Regime and Other Defensive Mechanisms in the Netherlands
Share Price Reactions to CEO Resignations and Large Shareholder Monitoring in Listed French Companies
How Do Financial Systems Affect Economic Performance?
Law and Equity Markets: A Simple Model
Investor Dominance and Strategic Transparency: on the Role of Corporate Governance for Product and Capital Market Competition
Corporate Governance: Effects on Firm Performance and Economic Growth
The Value of a Vote in the Market for Corporate Control: Canadian Evidence
Managerial Disciplining and the Market for (Partial) Corporate Control in the UK
A Comparison of English and American Bankruptcy Procedures
Reorganization Law and Dilution Threats in Different Financial Systems
Using Options to Divide Value in Corporate Bankruptcy
Less is More; Making Shareholder Activism a Valued Mechanism of Corporate Governance
Unpacking the 'Interest-holders' in a Share: Making Voting Easier for Institutional Shareholders
Institutional Shareholders and Corporate Governance: the Case of UK Pension Funds
Stock-Based Executive Compensation
Cash-Based Executive Compensation in Spain and the UK
Employee Stock Option Grants and Firm Performance in the Netherlands
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