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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

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.

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

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.

Boards and Shareholders in European Listed Companies

Boards and Shareholders in European Listed Companies PDF Author: Massimo Belcredi
Publisher:
ISBN: 9781107419971
Category : Boards of directors
Languages : en
Pages : 454

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

Corporate Boards in Law and Practice

Corporate Boards in Law and Practice PDF Author: Paul Davies
Publisher: OUP Oxford
ISBN: 0191015261
Category : Law
Languages : en
Pages : 3778

Book Description
Corporate boards play a central role in corporate governance and are thus regulated in the corporate law and corporate governance codes of all industrialized countries. Yet while there is a common core of rules on the boards considerable differences remain. These differences depend partly on shareholder structure, partly on historical, political and social developments and especially employee representation on the board. More recently, in particular with the rise of the international corporate governance code movement, there is a clear tendency towards convergence, at least in terms of the formal provisions of the codes. This book analyses the corporate boards, their regulation in law and codes and their actual functioning in ten European countries (Belgium, France, Germany, Italy, the Netherlands, Poland, Spain, Sweden, Switzerland and the United Kingdom). It offers the most up to date practical and analytical information on boards in Europe by leading company law experts. The issues addressed include: board structure, composition and functioning (one tier v. two tier, independent directors, expertise and diversity, separating the chair and the CEO functions, information streams, committees, voting and employee representation); enforcement by liability rules (in particular conflicts of interest), incentive structures (remuneration) and shareholder activism.

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

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.

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

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.

Leading a Board

Leading a Board PDF Author: Stanislav Shekshnia
Publisher: Springer
ISBN: 9811331979
Category : Business & Economics
Languages : en
Pages : 250

Book Description
This book represents the first cross-country study of the work of board chairs in Europe. It includes unique data collected through interviews with almost 200 experienced board chairs and their key stakeholders – board members, CEOs and shareholders. The book focuses on what board leaders actually do, rather than what they should do, and elaborates on a conceptual contingency framework for understanding chairs’ work in Europe. This includes a comprehensive list of chair practices – iterative behaviour strategies for getting things done, comparisons of contexts for chairs’ work and practices among nine countries, and identification of cross-European and country-specific trends that will shape the work of board leaders in the next decade. The book will benefit incumbent and future chairs, directors, shareholders, CEOs, executives and regulators in developing a systemic understanding of the work of a chair in the European business context and gaining insights into how the leader of the board deals with specific challenges.

Instruments of EU Corporate Governance

Instruments of EU Corporate Governance PDF Author: Hanne S. Birkmose
Publisher: Kluwer Law International B.V.
ISBN: 9403541733
Category : Law
Languages : en
Pages : 480

Book Description
European Company Law Series, Volume 19 Compelling new perspectives on corporate governance – including attention to increased shareholder engagement, long-term value creation, and sustainability – have given rise to major changes in the management of companies. Yet, until this book, there has been no systematic account of the legislative and soft law instruments designed to promote good corporate governance practices across the range of sizes and types of companies. The book analyses the various instruments that legislators and others have used to promote good corporate governance in European companies and assesses their value in practice. Nineteen well-known scholars of business and corporate law delve into how such issues and topics as the following are approached across the spectrum of corporate governance instruments available in Europe: corporate codes of conduct; procedural rules regulating how directors make decisions; rules on board composition and remuneration; regulating boards in small- and medium-sized enterprises; public enforcement of directors’ duties; how digitalisation may affect implementation of corporate governance instruments; reporting rules; rules on the empowerment of minority shareholders; the role of the general meeting; regulation of the market for corporate control; certifications; rules on liability of directors; and role of auditors and accountants. In its in-depth analysis of the benefits and potential disadvantages of each instrument and what may be achieved both at company level and generally, this book will prove of value to all concerned with promoting responsible corporate governance, whether in business, government, or academia.

Shareholder Voting Rights and Practices in Europe and the United States

Shareholder Voting Rights and Practices in Europe and the United States PDF Author: Theodor Baums
Publisher: Springer
ISBN:
Category : Business & Economics
Languages : en
Pages : 440

Book Description
With the increasing interest of foreign investors, particularly institutional investors, in European companies, there is a growing need for information on the different regimes affecting the legal status of shareholders. Investors need to be aware of the rights and privileges of shareholders in various jurisdictions in order to participate effectively in companies' voting and decision-making processes. This book provides detailed analysis of the rules and practices in sixteen European jurisdictions and the United States, covering issues such as convening the general meeting, depositing and blocking of shares, participation rights, setting of the agenda, voting rights and proxy rules. The authors also aim to make companies aware of practices which may hamper effective shareholder participation and, in comparing the different rules and practices, to identify areas where further harmonisation might be undertaken within the European Community framework. The papers collected here are the result of a conference organised by Professor Theodor Baums, of the University of Osnabrück and Professor Eddy Wymeersch, of the University of Ghent.

Comparative Corporate Governance

Comparative Corporate Governance PDF Author: Klaus J. Hopt
Publisher: Oxford University Press
ISBN: 9780198268888
Category : Business & Economics
Languages : en
Pages : 1304

Book Description
"This book goes back to a symposium held at the Max Planck Institute for Foreign Private and Private International Law in Hamburg on May 15-17 1997"--P. [v].

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

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