LSN: Corporate Governance International (Topic)最新文献_第6页

Corporate Governance through Codes 透过守则推行企业管治

LSN: Corporate Governance International (Topic) Pub Date : 2014-06-22 DOI: 10.1002/9781118785317.WEOM060097

Ilir Haxhi, Ruth V. Aguilera

{"title":"Corporate Governance through Codes","authors":"Ilir Haxhi, Ruth V. Aguilera","doi":"10.1002/9781118785317.WEOM060097","DOIUrl":"https://doi.org/10.1002/9781118785317.WEOM060097","url":null,"abstract":"The UK's 1992 Cadbury Report defines corporate governance (CG) as the system by which businesses are directed and controlled. CG codes are a set of best practices designed to address deficiencies in the formal contracts and institutions by suggesting prescriptions on the preferred role and composition of the board of directors, relationships with shareholders and top management, auditing and information disclosure, and the remuneration and dismissal of directors. Codes can be distinguished from other modes of regulation in that they are formally non binding, exemplified in the widely used comply-or-explain principle, issued by committees of experts, flexible in their application, built on the market mechanism for evaluation of deviations and evolutionary in nature. Several scholars consider the Cadbury Code (1992) as the original code, although the first code was created in 1978 in the US. Today about 90 nations worldwide have issued their own code(s). Regulating CG through codes is seen as a process, where \"soft rules\" for example codes, are favored over traditional \"hard rules\". However, unlike \"hard\" law regulation, for example, Sarbanes-Oxley Act of 2002, codes may not lead to the optimal CG; that is they merely reduce the worst corporate behavior but do not foster the best practices through strict compliance.","PeriodicalId":114900,"journal":{"name":"LSN: Corporate Governance International (Topic)","volume":"147 1","pages":"0"},"PeriodicalIF":0.0,"publicationDate":"2014-06-22","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"115117850","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":0,"RegionCategory":"","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}

引用次数: 18

The Functional Regulation of Finance 金融的功能性监管

LSN: Corporate Governance International (Topic) Pub Date : 2014-06-16 DOI: 10.2139/SSRN.2437544

S. Schwarcz

{"title":"The Functional Regulation of Finance","authors":"S. Schwarcz","doi":"10.2139/SSRN.2437544","DOIUrl":"https://doi.org/10.2139/SSRN.2437544","url":null,"abstract":"How should we think about regulating our dynamically changing financial system? Existing regulatory approaches have two temporal flaws. The obvious flaw, driven by politics and human nature (and addressed in other writings), is that financial regulation is overly reactive to past crises. This article addresses a less obvious flaw: that financial regulation is normally tethered to the financial architecture, including the distinctive design and structure of financial firms and markets, in place when the regulation is promulgated. In order to effectively address future crises, this article argues, financial regulation must transcend that time-bound architecture. This could be done by regulating the underlying economic functions of the financial system — the provision, allocation, and deployment of financial capital — as well as the financial system’s capacity to serve as a network within which those functions can be conducted. The article analyzes how to design and implement such a “functional” approach to financial regulation. Although this approach is primarily normative, it provides regulatory ordering principles that should have practical utility — not only as a set of standards to inform actual regulatory design but also as a counterweight to the prevailing view that macroprudential regulation of systemic risk can be adequately served by an ad hoc assortment of regulatory “tools.”","PeriodicalId":114900,"journal":{"name":"LSN: Corporate Governance International (Topic)","volume":"1 1","pages":"0"},"PeriodicalIF":0.0,"publicationDate":"2014-06-16","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"131084228","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":0,"RegionCategory":"","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}

引用次数: 6

Company Law as a Restriction to Free Movement – Examination of the Notion of 'Restriction' Using Company Law as the Frame of Reference 公司法对自由流动的限制——以公司法为参考框架审视“限制”概念

LSN: Corporate Governance International (Topic) Pub Date : 2014-01-24 DOI: 10.2139/ssrn.2386145

K. Sørensen

引用次数: 5

The Legal Framework Governing Business Firms and its Implications for Manufacturing Scale and Performance: The UK Experience in International Perspective 管理商业公司的法律框架及其对制造业规模和绩效的影响:国际视角下的英国经验

LSN: Corporate Governance International (Topic) Pub Date : 2013-12-02 DOI: 10.2139/ssrn.2394724

S. Deakin

{"title":"The Legal Framework Governing Business Firms and its Implications for Manufacturing Scale and Performance: The UK Experience in International Perspective","authors":"S. Deakin","doi":"10.2139/ssrn.2394724","DOIUrl":"https://doi.org/10.2139/ssrn.2394724","url":null,"abstract":"This paper reviews empirical studies examining the economic effects of laws governing the formation, financing and organisation of business firms with the aim of putting the UK experience in a comparative perspective. The literature identifies two models of legal support for manufacturing which imply different directions for policy: on the one hand, the Silicon Valley model of venture capital funded growth which depends on liquid capital markets and flexible labour markets, and the northern European and Japanese model which is based on long-term innovation, stable ownership, and institutionalised worker-management cooperation. The UK has some of the legal features of the Silicon Valley model, but important parts are missing: for example, the Californian rule under which post-employment restraints ('restrictive covenants') are void on the grounds of their anti-competitive effects has no equivalent in the UK. Conversely, although the UK has certain elements of the northern European or east Asian model of institutionalised corporate governance, it is unlikely to be able to replicate the 'productive coalition' approach of these countries as long as the legal framework prioritises shareholder rights and the market for corporate control, and provides limited encouragement for job security. The Silicon Valley and 'productive coalition' models are ideal types which can distract from the fact that most countries, the UK included, are hybrid systems with some of the characteristics of each model. Rather than designing laws and policies exclusively with one model or the other in mind, it may be preferable to consider specific laws and policies on their own merits, while bearing in mind that a given legal rule or policy does not operate in isolation from others and that there may be some 'network effects' in operation due to the way that particular rules interact.","PeriodicalId":114900,"journal":{"name":"LSN: Corporate Governance International (Topic)","volume":"16 1","pages":"0"},"PeriodicalIF":0.0,"publicationDate":"2013-12-02","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"126413173","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":0,"RegionCategory":"","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}

引用次数: 8

Corporate Governance of State-Owned Enterprises: An Empirical Survey of the Model of Temasek Holdings in Singapore 国有企业的公司治理:对新加坡淡马锡控股模式的实证调查

LSN: Corporate Governance International (Topic) Pub Date : 2013-09-30 DOI: 10.2139/ssrn.2366699

Christopher C. Chen

{"title":"Corporate Governance of State-Owned Enterprises: An Empirical Survey of the Model of Temasek Holdings in Singapore","authors":"Christopher C. Chen","doi":"10.2139/ssrn.2366699","DOIUrl":"https://doi.org/10.2139/ssrn.2366699","url":null,"abstract":"This paper explores the effect of Temasek Holdings Pte Ltd, one of Singapore’s two prominent sovereign wealth funds, on the corporate governance of its target companies in Singapore. It compares companies associated with Temasek with the other listed companies on the Singapore Exchange that form the components of the Straits Times Index. Based on these companies’ 2012 annual reports, this paper finds that the companies in which Temasek has direct stakes have a higher proportion of independent directors and are more likely to have an independent director serving as chairman, indicating a higher quality of corporate governance. However, Temasek’s success is not necessarily a result of law, but may have more to do with its self-disciplinary nature and the hands-off approach of the Singaporean government. This means that the Temasek model may not easily be copied by state-owned enterprises in other countries. However, the fact that Temasek plays like an active investor and complies with corporate law may prove that state-owned enterprises may still enjoy a higher quality of corporate governance, and that sovereign wealth funds may behave akin to responsible investors.","PeriodicalId":114900,"journal":{"name":"LSN: Corporate Governance International (Topic)","volume":"466 1","pages":"0"},"PeriodicalIF":0.0,"publicationDate":"2013-09-30","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"116785288","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":0,"RegionCategory":"","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}

引用次数: 5

Shariah Governance and Corporate Governance: A Malaysian Case Study 伊斯兰教法治理与公司治理:马来西亚案例研究

LSN: Corporate Governance International (Topic) Pub Date : 2013-09-22 DOI: 10.2139/SSRN.2499354

M. Salim, S. Kunhibava, Lim Soo H'an

引用次数: 0

Why Shareholders Shouldn't Vote: A Marxist‐Progressive Critique of Shareholder Empowerment 为什么股东不应该投票:对股东赋权的马克思主义进步批判

LSN: Corporate Governance International (Topic) Pub Date : 2013-09-01 DOI: 10.1111/1468-2230.12036

Lorraine E. Talbot

引用次数: 28

Acquisition of Listed vs Unlisted Firms: Determinants in Different Legal and Institutional Environments 上市公司与非上市公司的收购:不同法律和制度环境下的决定因素

LSN: Corporate Governance International (Topic) Pub Date : 2013-07-08 DOI: 10.2139/ssrn.2291049

Isabel Feito-Ruiz, Susana Menéndez Requejo

引用次数: 0

Independent Directors in Companies in the Backdrop of Corporate Failures 公司倒闭背景下的公司独立董事

LSN: Corporate Governance International (Topic) Pub Date : 2013-05-18 DOI: 10.2139/SSRN.2266966

B. Ronald

引用次数: 0

Differential Ability to Recognize Emerging Developments and Corporate Performance Under Uncertainty 不确定性下识别新兴发展和公司绩效的差异能力

LSN: Corporate Governance International (Topic) Pub Date : 2013-04-25 DOI: 10.2139/ssrn.2256292

Chia‐Chun Hsieh, Zhiming Ma, K. Novoselov

引用次数: 0