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Author: Marcel Willems Publisher: ISBN: 9781911078227 Category : Law Languages : en Pages : 779
Book Description
Shareholders are important stakeholders of companies. In recent times the position of shareholders has become more and more scrutinized, partly as a result of activist measures they have taken, sometimes resulting in the breaking up of large corporations. At the other hand of the spectrum we see minority shareholders being marginalised and even forced to transfer their shares.Questions that arise in these and similar situations are, amongst others: how can the management board of the company block what it deems destructive action by shareholders, but also: what can shareholders do in the event that the value of their shares decreases as a result of actions by management or third parties? As a result there are many relationships concerning companies in which shareholders play a role. The role of a shareholder may depend on the type of company, but also on the type of shareholder (activist vs. long term investor), the type of shares, and the articles of incorporation and shareholders agreements.This practical handbook provides an overview of these and other relevant legal issues concerning shareholders in some 25 of the most important business nations around the globe. It provides guidance to shareholders, directors, supervisory directors, general counsel and their attorneys to promote a better understanding of the rights, but also the obligations, of shareholders. Besides, this guide provides all those concerned with practical information on the relevant dispute resolution systems.
Author: Marcel Willems Publisher: ISBN: 9781911078227 Category : Law Languages : en Pages : 779
Book Description
Shareholders are important stakeholders of companies. In recent times the position of shareholders has become more and more scrutinized, partly as a result of activist measures they have taken, sometimes resulting in the breaking up of large corporations. At the other hand of the spectrum we see minority shareholders being marginalised and even forced to transfer their shares.Questions that arise in these and similar situations are, amongst others: how can the management board of the company block what it deems destructive action by shareholders, but also: what can shareholders do in the event that the value of their shares decreases as a result of actions by management or third parties? As a result there are many relationships concerning companies in which shareholders play a role. The role of a shareholder may depend on the type of company, but also on the type of shareholder (activist vs. long term investor), the type of shares, and the articles of incorporation and shareholders agreements.This practical handbook provides an overview of these and other relevant legal issues concerning shareholders in some 25 of the most important business nations around the globe. It provides guidance to shareholders, directors, supervisory directors, general counsel and their attorneys to promote a better understanding of the rights, but also the obligations, of shareholders. Besides, this guide provides all those concerned with practical information on the relevant dispute resolution systems.
Author: Andreas Cahn Publisher: Cambridge University Press ISBN: 1107186358 Category : Law Languages : en Pages : 1095
Book Description
Presents in-depth, comparative analyses of German, UK and US company laws illustrated by leading cases, with German cases in English translation.
Author: Samuel O. Idowu Publisher: Springer ISBN: 9783642280351 Category : Business & Economics Languages : en Pages : 0
Book Description
The role of Corporate Social Responsibility in the business world has developed from a fig leaf marketing front into an important aspect of corporate behavior over the past several years. Sustainable strategies are valued, desired and deployed more and more by relevant players in many industries all over the world. Both research and corporate practice therefore see CSR as a guiding principle for business success. The “Encyclopedia of Corporate Social Responsibility” has been conceived to assist researchers and practitioners to align business and societal objectives. All actors in the field will find reliable and up to date definitions and explanations of the key terms of CSR in this authoritative and comprehensive reference work. Leading experts from the global CSR community have contributed to make the “Encyclopedia of Corporate Social Responsibility” the definitive resource for this field of research and practice.
Author: Sebastian Mock Publisher: Walter de Gruyter GmbH & Co KG ISBN: 3110517027 Category : Law Languages : en Pages : 692
Book Description
Shareholders ́ Agreements have a growing influence on the general understanding of corporate law since they bind not only the shareholders but also affect the constitution of the corporation and can have a severe impact on capital markets. Therefore, Shareholders ́ Agreements are more and more subject to regulation in corporate, capital market and also insolvency law on the national, the European and the international level. This handbook provides a general examination of conceptual questions of Shareholders ́ Agreements and provides an analysis of the regulation of Shareholders ́ Agreements in European and international law and of the national law of more than 20 jurisdictions. Readers will get a general understanding of the theoretical and practical problems involved with Shareholders ́ Agreements and detailed information on the regulation of Shareholders ́ Agreements in several jurisdictions and the applicable law in the case of transnational corporations and cross-border transactions.
Author: David Milman Publisher: Edward Elgar Publishing ISBN: 1785368133 Category : Business & Economics Languages : en Pages : 216
Book Description
The legal regulation of company shares is a fundamental building block in a capitalist society. This insightful book provides an historical analysis of the phenomenon, investigating underlying policy issues and considering relevant aspects of current law to explore possible future trends. David Milman examines the phenomenon of the company share in a holistic way, tracing the origins of the share and exploring the diversity present within the family of shares. Using a comparative approach, key chapters consider the circumstances under which shares are acquired, the property law perspective relevant to shares and the rights and obligations of those who hold shares. The book concludes with speculation on how the share might evolve in the future in light of technological change and the development of other capital raising investments. This accessible book will provide valuable insight to scholars researching corporate law. It will also be beneficial for policymakers and practitioners wishing to understand more about the history of the company share, and how this may impact its future.
Author: Hanne S. Birkmose Publisher: Kluwer Law International B.V. ISBN: 904116684X Category : Law Languages : en Pages : 474
Book Description
It is often assumed that shareholders have rights, not duties. In recent years, however, this assumption has come under intense scrutiny in all aspects of company law and capital market law -legislation, the courts, soft law, and scholarship - and, in Europe especially, major changes are under way across a diverse spectrum all the way from revised contractual arrangements to mandatory statutory provisions. Such a shift has important implications for the fundamentals of European company law, and there is a need to examine shareholders' duties and to consider where this trend is taking shareholders and their stance in law. This focused collection of essays by twenty notable scholars addresses this complex subject from a highly informative and useful variety of perspectives. Examining shareholders' duties along three axes - types of investee companies, types of shareholders, and types of business situations - the essays deal with such topics and issues as the following: - shareholders' duties as reflections of the interests they are intended to safeguard; - shareholders' duties to society; - shareholders' disclosure obligations; - duties of parent companies; - institutional investor's fiduciary duty; - how regulatory duties constrain value-reducing forms of opportunism; - the state's continuing duties in the transformation of state-owned companies; - significant shareholders' duties in transactions with the company; and - powerful shareholders' duty not to abuse right. Examining the implications of this shift in discourse - how shareholders' duties are coming to the fore under the impetus of legislation, legal doctrine, case law, and enforcement strategies - as well as its ideological underpinnings, this book offers a comprehensive and in-depth consideration of this rapidly developing field. It will prove of inestimable value not only to policymakers and academics, but also to investors and practitioners committed to creating conditions favourable to sustainable economic growth and responsible business behaviour.
Author: Seth C. Oranburg Publisher: Independently Published ISBN: 9781793005953 Category : Languages : en Pages : 208
Book Description
Oranburg's Corporate Law Compendium: Stockholder Rights helps students learn the doctrine and practice of stockholder rights and their effectuation. It is designed to accompany graduate-level coursework in corporate law. This compendium has three modules corresponding with the primary stockholder rights: voting rights, suing management, and selling shares. Module One deals with corporate governance as it relates to stockholder voting rights. This includes the basics of stockholder voting, stockholder voting rights in fundamental transactions, stockholder rights to initiate corporate action, board responses to stockholder initiatives, stockholder information rights, and public stockholder activism. Module Two deals with the fiduciary duties that directors and officers owe to stockholders and stockholders' rights to sue to when these duties are breached. This includes director's substantive duties of care, oversight, and loyalty, and the procedural effectuation of those duties through stockholder direct and derivative litigation. These triumvirate duties make directors liable to the corporation or its stockholders when the board does not act with sufficient process, where it fail to set up compliance monitoring system, or where directors have a conflict of interest. While director liability is limited by the business judgment rule, exculpation, indemnification, and insurance, stockholders can sue or cause the corporation to sue directors for violation of these duties in direct or derivative actions.Module three deals with stock markets and the rights of stockholder to sell their shares. This includes a basic overview of securities regulations, securities markets, securities fraud, and insider trading. While this module is mainly about public stock markets, it also alludes to private stock transaction.This compendium assumes that students have developed a basic working knowledge of corporations through other coursework, such as the classes I teach on Corporations & Society and Corporations & Entrepreneurship. I recommend learning those basics before attempting to tackle the information in this class. Additionally, I recommend that students who want to round out their understanding of business associations should also learn about Agency & Authority and Piercing the Corporate Veil, which I also teach in other courses.Students who have masted the basics of corporations and understand stockholder rights as covered in this course will be prepared for advanced coursework in securities regulation, venture capital financial, mergers & acquisitions, corporate governance, business planning, and other related topics.I hope that this compendium helps you enjoy learning about corporate law!
Author: Hanne S Birkmose Publisher: Edward Elgar Publishing ISBN: 1788114876 Category : Languages : en Pages : 320
Book Description
A heavily debated topic, the evolution of shareholders’ duties risks the transformation of the very concept of shareholder primacy, crucially associated with shareholder rights. Offering a distinctive and comprehensive examination of both current and forthcoming enforcement mechanisms in the area of shareholder duties, this timely book provides an exhaustive analysis of the many issues related to these mechanisms, and considers the ongoing challenges surrounding their implementation.
Author: Marcel Willems
Author: Marcel Willems
Author: Rabindran Thaver
Author: Andreas Cahn
Author: Samuel O. Idowu
Author: Sebastian Mock
Author: David Milman
Author: Hanne S. Birkmose
Author: Wider Share Ownership Committee, afterwards Wider Share Ownership Council (London)
Author: Seth C. Oranburg
Author: Hanne S Birkmose