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Author: Klaus J. Hopt Publisher: ISBN: Category : Languages : en Pages : 25
Book Description
The dialogue of the board and its chairman with investors is an established practice in many countries, such as the United Kingdom, the USA, the Netherlands, Belgium, France and recently also Germany. In the UK this dialogue covers the whole range of relevant board topics, certainly including good corporate governance aspects such as the composition of the board and the remuneration of the directors as well as good corporate culture and ethics in the corporation. In Germany this dialogue may also take place between the chairman of the supervisory board and institutional investors; this is firmly established in the practice of most of the DAX-30-corporations, and some other corporations follow the trend. This practice is taken up by many codes of good corporate governance, for example in the UK Corporate Governance Code 2014 and the UK Stewardship Code 2012 as well as in the Corporate Governance Codes of France, the Netherlands, Belgium, the USA and since 2017 also in the German Code. The investor dialogue involving the chairman of the board, both in the one-tier and the two-tier systems, is legal and legitimate, but it has three main limits: insider trading and market abuse, company secrets, and equal treatment of the shareholders. The latter limit creates practical problems which are met by the various codes in different ways. While the competence for investor relations is primarily with the CEO viz. the chairman of the management board, the chairman of the (supervisory) board should also be available - within reasonable limits - to discuss supervisory board-related issues with investors. This has been rightly suggested by the German Corporate Governance Code, though it has met with certain doctrinal concerns. In many countries this dialogue is not restricted to the chairman of the board but extends to other board committe chairmen, to the senior independent directors and sometimes to all directors. It can be expected that the chairman of the board's dialogue with investors will sooner or later not only become a general practice, but that it will also be considered to represent good corporate governance.
Author: Klaus J. Hopt Publisher: ISBN: Category : Languages : en Pages : 25
Book Description
The dialogue of the board and its chairman with investors is an established practice in many countries, such as the United Kingdom, the USA, the Netherlands, Belgium, France and recently also Germany. In the UK this dialogue covers the whole range of relevant board topics, certainly including good corporate governance aspects such as the composition of the board and the remuneration of the directors as well as good corporate culture and ethics in the corporation. In Germany this dialogue may also take place between the chairman of the supervisory board and institutional investors; this is firmly established in the practice of most of the DAX-30-corporations, and some other corporations follow the trend. This practice is taken up by many codes of good corporate governance, for example in the UK Corporate Governance Code 2014 and the UK Stewardship Code 2012 as well as in the Corporate Governance Codes of France, the Netherlands, Belgium, the USA and since 2017 also in the German Code. The investor dialogue involving the chairman of the board, both in the one-tier and the two-tier systems, is legal and legitimate, but it has three main limits: insider trading and market abuse, company secrets, and equal treatment of the shareholders. The latter limit creates practical problems which are met by the various codes in different ways. While the competence for investor relations is primarily with the CEO viz. the chairman of the management board, the chairman of the (supervisory) board should also be available - within reasonable limits - to discuss supervisory board-related issues with investors. This has been rightly suggested by the German Corporate Governance Code, though it has met with certain doctrinal concerns. In many countries this dialogue is not restricted to the chairman of the board but extends to other board committe chairmen, to the senior independent directors and sometimes to all directors. It can be expected that the chairman of the board's dialogue with investors will sooner or later not only become a general practice, but that it will also be considered to represent good corporate governance.
Author: Dionysia Katelouzou Publisher: Cambridge University Press ISBN: 1108906893 Category : Law Languages : en Pages : 723
Book Description
This is the first in-depth comparative and empirical analysis of shareholder stewardship, revealing the previously unknown complexities of this global movement. It highlights the role of institutional investors and other shareholders, examining how they use their formal and informal power to influence companies. The book includes an in-depth chapter on every jurisdiction which has adopted a stewardship code and an analysis of stewardship in the world's two largest economies which have yet to adopt a code. Several comparative chapters draw on the rich body of jurisdiction-specific analyses, to analyze stewardship comparatively from multiple interdisciplinary perspectives. Ultimately, this book provides a cutting-edge and comprehensive understanding of shareholder stewardship which challenges existing theories and informs many of the most important debates in comparative corporate law and governance.
Author: Christine Mallin Publisher: Oxford University Press, USA ISBN: 0198806760 Category : Corporate governance Languages : en Pages : 437
Book Description
Written by leading subject expert Christine A. Mallin, Corporate Governance combines clear, accessible discussion of theory with a wealth of contemporary, global examples to introduce students to both the essential principles of the subject and how they apply in practice. In addition, broad coverage of international attitudes and approaches to governance allow students to develop a wider understanding of business issues in an increasingly globalized world. The complexities of socially responsible investment in Myanmar, L'Oréal's celebrated sustainability programme, and the leadership problems at South Korea's Samsung are just some of the new and updated case studies for the sixth edition, ensuring examples are not just relevant but topical too. In addition, Financial Times articles reporting on issues and events as diverse as the gender pay gap, shareholder rebellions, and legal action on climate change accompany chapters, providing further real-life examples of theory in practice.New to this EditionUpdated and extended coverage of CSR, board diversity, and executive remuneration, including organizations' new responsibilities and directions for change.New and updated case studies on organizations as varied as IKEA, L'Oréal, Volkswagen, and Samsung contextualize key issues in international corporate governance.New Financial Times extracts throughout highlight the most contemporary developments in corporate governance and the world's reactions.Updated national and international codes, guidance, and legislation take into account the latest legal and policy changes.This title is available as an eBook. Please contact your Learning Resource Consultant for more information.
Author: George Dallas Publisher: Taylor & Francis ISBN: 1000738833 Category : Business & Economics Languages : en Pages : 187
Book Description
The first introductory practical guide of its kind, this book brings together principles of corporate governance, investor stewardship and enterprise sustainability in the context of institutional investment. Stewardship codes are developing in diverse markets to provide a framework for responsible institutional investment practices and fiduciary duties for beneficiaries. While codes provide a starting point, the application of stewardship in practical terms can be challenging for many institutional investors. Written by two well-known corporate governance experts, George Dallas and Mike Lubrano, and based on the ICGN training course on stewardship that they developed, this book gives needed clarity, rigor and guidance to practitioners about what we know—and don't know—about stewardship, governance and sustainability. It explores the theoretical foundations of stewardship, linking these to day-to-day decision-making and providing real-life examples and practical tools to evaluate issues that arise for companies from an environmental, social and governance perspective and generate ideas about how to make investor stewardship a practical reality in similar cases. Investor stewardship and ESG professionals, portfolio managers, senior managers, regulators and finance students will appreciate this unique guide to developing, refining and operationalising investor stewardship capabilities in line with the respected and internationally recognised ICGN policy framework.
Author: Afra Afsharipour Publisher: Edward Elgar Publishing ISBN: 1788975332 Category : Law Languages : en Pages : 544
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: Sir Adrian Cadbury Publisher: OUP Oxford ISBN: 9780199252008 Category : Business & Economics Languages : en Pages : 288
Book Description
The book: discusses and explains the central issuse of corporate governance; provides practical advice to chairmen and directors on their roles and responsibilities; and surveys the major codes of practice that have been developed throughout the 1990s.
Author: Imogen Moore Publisher: Oxford University Press ISBN: 0198745222 Category : Law Languages : en Pages : 281
Book Description
This essential Q&A study and revision guide contains a variety of model answers and plans to give you the confidence to tackle any essay or problem question, and give you the skills you need to excel in law exams and coursework assignments.
Author: United States. Congress. Senate. Committee on Banking, Housing, and Urban Affairs. Subcommittee on Securities, Insurance, and Investment Publisher: ISBN: Category : Business & Economics Languages : en Pages : 256
Author: Malik M. Hafeez Publisher: Universal-Publishers ISBN: 1627340505 Category : Business & Economics Languages : en Pages : 333
Book Description
Corporate Governance and Institutional Investment focuses on corporate governance and the legal nature of institutional investors in the corporate system. Its aim is to expose the complexity of the relationships that exist between companies on one side, and their shareholders, stakeholders, and monitors on the other. Various types of investors, including trusts and companies, are discussed, including how they function under different legal guidelines. The role of investment managers acting on the behalf of institutional investors is examined, as well as why fund managers overlook the corporate governance problems of their investee’s companies when they are performing well financially. This complexity is one of the main reasons why corporate scandals still occur, despite the existence of an extensive academic literature on corporate governance and the sustained efforts by the corporate community around the world. An analysis of how the monitoring role of institutional investors became effective in the light of company law and trusts is presented by using a comparative model involving the U.K., the U.S.A., Pakistan, and continental Europe. Financial scandals of the last decade such as Enron, Northern Rock, and the banking crisis are also examined. Finally, a review of regulatory approaches which rely upon formal rules and institutions backed by the state legal system, and non-regulatory approaches emphasizing the market mechanism and contractual arrangements, is included.
Author: Nicholas Beale Publisher: Routledge ISBN: 1351161229 Category : Business & Economics Languages : en Pages : 293
Book Description
The relationships between investors, directors and companies have never been so vital, or so confusing. Gone are the days when being a non-executive director (NED) meant an agreeable lunch and when CEOs wanted them to meet investors 'over my dead body'. Even the most admired companies can be engulfed in scandal and the NEDs find themselves having to drive through fundamental changes. The corporate environment is full of pitfalls for unwary boards. And there are plenty of headline stories of directors who have failed to measure up. Equally, a high quality board which has the confidence of the investors is a major strategic asset: making better decisions, attracting better people and allowing bolder strategies to succeed with investor backing. Nicholas Beale uses research gathered from leading FTSE 100 chairmen, directors, non-executive directors and investors to explore their changing roles. What emerges is a fascinating and instructive picture of constructive engagement; an approach that sees these companies (and the people behind them), each in their own way, address the challenges that are at the heart of global capitalism, and that have lead to the Higgs Review, Sarbanes-Oxley and other regulatory attempts to address corporate mismanagement. From discussions with over 100 leading practitioners, detailed studies of three leading companies, three leading investors and an extended case study on investor engagement at Royal Dutch Shell, the author draws a series of ideas and guidance for all of the parties involved. Sadly this book has come too late for the directors and investors of those companies that have crashed and burned, but all others who are, or aspire to be, directors or significant investors in listed companies should read this book, learn the lessons it has to offer and start adopting them in the organization(s) with which you work and in the portfolios you develop. For more information visit www.conseng.net
Author: Klaus J. Hopt
Author: Klaus J. Hopt
Author: Dionysia Katelouzou
Author: Christine Mallin
Author: George Dallas
Author: Afra Afsharipour
Author: Sir Adrian Cadbury
Author: Imogen Moore
Author: United States. Congress. Senate. Committee on Banking, Housing, and Urban Affairs. Subcommittee on Securities, Insurance, and Investment
Author: Malik M. Hafeez
Author: Nicholas Beale