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Corporate Governance And Directors Independence

Author: Yuan Zhao
Publisher: Kluwer Law International B.V.
ISBN: 9041136045
Size: 73.51 MB
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More and more, the agenda of corporate governance reform has been calling for a dramatic change in the composition and structure of boards of publicly traded companies, with particular criticism reserved for the role of independent directors. This timely, ground-breaking book takes a new and rigorous approach to this important issue. Investigating board independence from a distinctly original perspective, the author's systematic analysis explores the effective interaction of such aspects as the following: What specific functions are expected of independent directors? How these functions fit with the unitary board structure? Why independent directors are seen as inherently necessary for corporate governance? Whether board independence can be compatible with other governance mechanisms? How mainstream company law is applied to independent directors. The analysis leads to a series of solutions designed to eliminate the real and perceived obstacles to the proper functioning of independent directors. In the process, the author discusses such critical 'moments' in corporate governance as monitoring, public relations, social responsibility, shareholder activism, the danger of 'groupthink', remuneration, collective liability, and codes of conduct. The discussion and analysis chart a course through which independent directors can better serve the goal of improving the system of corporate governance. As such, it will be greatly appreciated by investors, corporate counsel for institutional investors, and policymakers and academics in relevant areas of both business and law.

The Role Of Independent Directors In Corporate Governance

Author: Bruce F. Dravis
Publisher:
ISBN: 9781634251419
Size: 75.87 MB
Format: PDF
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Updated and expanded, this second edition provides directors--and attorneys advising directors--with information on the policies and underlying issues that shape director fiduciary duties and the other corporate governance requirements. It describes the legal and economic context in which these governance requirements arise, and also outlines the implementation details that can affect specific governance related decisions. It also includes sample summary materials in the form of PowerPoint presentations to use as starting points to prepare training or explanatory sessions before a board or management.

Independent Directors In Asia

Author: Dan W. Puchniak
Publisher: Cambridge University Press
ISBN: 1107179599
Size: 65.79 MB
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The first in-depth analysis of the independent director in Asia: who they are, what they do and how they are regulated.

The Independent Director In China And India

Author: Cornelius Bader
Publisher: GRIN Verlag
ISBN: 3640955765
Size: 62.46 MB
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Seminar paper from the year 2010 in the subject Law - Comparative Legal Systems, Comparative Law, grade: A+, Vanderbilt University (Law School), language: English, abstract: The "independent director" has become a centerpiece of modern corporate governance. However, the concept of "independence," and the ability of independent directors to fulfill their roles, remains deeply problematical. In the course of the discussion on the proper role of independent directors that unfolded in Europe and the United States during the 1980s and 1990s and peaked in the wake of the Enron scandal, rules on director independence have found their way to the corporate governance regimes of developing countries that turned their head to western economies. Particularly in China and India, independent directors have taken their place on company boards, earning mixed responses from the academic and business community. What is the current state of Indian and Chinese rules on director independence? What tensions do they address and create? And what can be done to optimize the achievement of their objectives? The goal of this article is to examine the status quo of director independence in the two countries, to put the regulations into their historic and political context, to summarize practical experiences with the new institution, and to point to possible future developments.

The Handbook Of International Corporate Governance

Author: Kerrie Waring
Publisher: Kogan Page Publishers
ISBN: 9780749440602
Size: 52.87 MB
Format: PDF
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Corporate governance, simply put, is the rules of the game for a company in its relations with shareholders, its lenders, and other stakeholders in the business community and society at large. This impressive Handbook provides for the first time, an overview of corporate governance in various countries around the world. With contributions from leading country experts, the Handbook provides an overview of the corporate governance systems in 28 countries. The book is divided into four major sections: 1: Developed countries : Australia, France, Germany, Hong Kong, Japan, New Zealand, UK and USA. 2: Developing countries: Argentina, Brazil, China, Colombia, Kenya. Malaysia, Philippines, South Africa, Sri Lanka, Thailand, Turkey. 3.Countries with economies in transition: Armenia, Poland, Romania, Russia, Ukraine. 4. Least developed countries: India, Indonesia, Uzbekistan.

Technology For Education And Learning

Author: Honghua Tan
Publisher: Springer Science & Business Media
ISBN: 364227711X
Size: 19.49 MB
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This volume contains 108 selected papers presented at the 2012 international conference on Technology for Education and Learning (ICTEL 2012), Macau, China, March 1-2, 2012. The conference brought together researchers working in various different areas of Technology for Education and Learning with a main emphasis on technology for business and economy in order to foster international collaborations and exchange of new ideas. This proceedings book has its focus on Technology for Economy, Finance and Education representing some of the major subareas presented at the conference.

The Role Of Independent Directors After Sarbanes Oxley

Author: Bruce F. Dravis
Publisher: American Bar Association
ISBN: 9781590316610
Size: 77.94 MB
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This book is intended to provide independent directors and their advisors with an understanding of the primary legal and governance issues that have evolved in the corporate governance environment since the passage of the Sarbanes-Oxley Act in 2002. The text on the accompanying CD-ROM sourcebook offers hypertext linked footnotes to direct lawyers (or interested non-lawyers) to legal source material.

International Standardisation Of Good Corporate Governance

Author: L. van den Berghe
Publisher: Springer Science & Business Media
ISBN: 1461551854
Size: 52.75 MB
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In International Standardisation of Good Corporate Governance - Best Practices for the Board of Directors the Academy of Directors (AoD) presents a multidisciplinary approach for the governance of a company. The AoD also aims to use the interaction between the academic and the business world to change the environment in which companies work. This task is realised in different ways: by conducting applied scientific research, creating a large pool of professional experience and networking within the AoD, confronting these research results with the practical experience of the members, publishing these results, and organising training programmes. The AoD therefore collaborates very closely with the academic world. The Vlerick School of Management was the co-founder of the AoD, together with a great number of national and international business partners. The foundation of the AoD goes back to the initiative of its president, Mr. L.H. Verbeke (Loeff Claeys Verbeke). He was convinced that the increasing international interest in corporate governance would also affect Belgian companies, but that there was a need for an `indigenous coherent' view of corporate governance. Being at the cross-roads of different cultures and languages and at the same time being a very open economy, Belgium could not simply copy another country's code on good corporate governance. Therefore the initiative was taken to set up a broad international overview of the best practices for the board of directors, which is presented in this volume. This analysis is not only oriented towards the `famous' codes but aims to highlight as well the practical applications and problems faced in implementing these suggestions. Consequently special attention is given to the best practices for family businesses and medium-sized companies.

The Activist Director

Author: Ira M. Millstein
Publisher: Columbia University Press
ISBN: 0231543565
Size: 22.46 MB
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Some of the worst corporate meltdowns over the past sixty years can be traced to passive directors who favored operational shortcuts over quality growth strategies. Thinking primarily about placating institutional investors, selective stockholders, proxy advisors, and corporate management, these inattentive and deferential board members have relied on short-term share price increases to sustain their companies long term. Driven by a desire for prosperity, not posterity, these actions can doom any company. In The Activist Director, attorney Ira M. Millstein looks back at fifty years of counseling companies, nonprofits, and governments to actively govern their corporations and constituencies. From the threat of bankruptcy and the ConEd blackout of 1970s New York City, to the meltdown of Drexel Burnham Lambert in the late 1980s, to the turnaround of General Motors in the mid-1990s, Millstein takes readers into the boardrooms of several of the greatest catastrophes and success stories of America's best-known corporations. His solution lies at the top: a new breed of activist directors who partner with management and reject short-term outlooks, plan a future based on growth and innovation, and take responsibility for corporate organization, strategy, and efficiency. What questions should we ask of potential board members and how do we know they'll be active? Millstein offers pragmatic suggestions for recruiting activist directors to the boardroom to secure the future of the corporation.