Corporate Governance & Law eJournal最新文献

Informed Voting 通知投票

Corporate Governance & Law eJournal Pub Date : 2021-08-24 DOI: 10.2139/ssrn.3777316

Meng Gao, Jiekun Huang

引用次数: 1

Governing the Purpose of Investment Management: How the ‘Stewardship’ Norm is being (Re)Developed in the UK and EU 管理投资管理的目的:英国和欧盟的“管理”规范是如何(重新)发展的

Corporate Governance & Law eJournal Pub Date : 2021-08-12 DOI: 10.2139/ssrn.3908561

I. Chiu

{"title":"Governing the Purpose of Investment Management: How the ‘Stewardship’ Norm is being (Re)Developed in the UK and EU","authors":"I. Chiu","doi":"10.2139/ssrn.3908561","DOIUrl":"https://doi.org/10.2139/ssrn.3908561","url":null,"abstract":"From the introduction of shareholder engagement as a ‘norm’ for stewardship, the regulatory governance of investment management conduct has been ramping up. As investment funds and asset managers assume control of increasing global assets under management and enjoy significant allocative power, public interest in the exercise of such power increases correspondingly. It is inevitable that societal and public expectations would be augmented and the governance needs for the industry would rise. This article argues that the UK Stewardship Code 2020 is a ‘graduation’ from an earlier experimental period which focused on the narrower and process-based ‘norm’ of shareholder engagement. The Code has broken new ground by articulating purpose-based steers for investment management, providing the starting point for a type of governance that may come to define the regulation of investment management in the future. Indeed, sustainable finance reforms such as in the EU and UK may provide the crucial kickstart to introducing non-optional integration of sustainability risks and goals into mainstream investment management in due course. Purpose-based governance, albeit in its soft law beginnings, is arguably a new trajectory for calibrating the relationship between private investment management and regulation, reflecting the public interest and expectations for the future of the industry.","PeriodicalId":440326,"journal":{"name":"Corporate Governance & Law eJournal","volume":"9 1","pages":"0"},"PeriodicalIF":0.0,"publicationDate":"2021-08-12","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"121843840","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: 1

Are Investor Reactions Shaping Sec Filings Writing? 投资者的反应会影响Sec文件的撰写吗?

Corporate Governance & Law eJournal Pub Date : 2021-08-09 DOI: 10.2139/ssrn.3901815

Nihat Aktas, Eric de Bodt, Can Dogan

引用次数: 0

The Strategic Use of 13F Restatements by Hedge Funds 对冲基金对13F重述的策略性使用

Corporate Governance & Law eJournal Pub Date : 2021-08-02 DOI: 10.2139/ssrn.3907560

S. Cao, Zhi Da, Daniel X. Jiang, Baozhong Yang

引用次数: 0

For Whom (and For When) is the Firm Governed? The Effect of Changes in Corporate Fiduciary Duties on Tax Strategies and Earnings Management 为谁(以及何时)管理公司?企业信义义务变动对税收策略和盈余管理的影响

Corporate Governance & Law eJournal Pub Date : 2021-07-31 DOI: 10.2139/ssrn.3897031

Douglas J. Cumming, Bryce Tingle, QC, F. Zhan

{"title":"For Whom (and For When) is the Firm Governed? The Effect of Changes in Corporate Fiduciary Duties on Tax Strategies and Earnings Management","authors":"Douglas J. Cumming, Bryce Tingle, QC, F. Zhan","doi":"10.2139/ssrn.3897031","DOIUrl":"https://doi.org/10.2139/ssrn.3897031","url":null,"abstract":"The proper object of the fiduciary duties of corporate directors and officers is frequently described as the central question in all corporate law. We use the adoption of constituency statutes, which shift the loci of corporate managers’ duties from shareholders to a wide range of stakeholders, as a quasi-natural experiment to determine the actual impact of fiduciary duties. We find that while the adoption of constituency statutes has no significant effect on measures of earnings management, it has a robust effect on firms’ effective tax rate, which increases in a range between 0.570% and 1.903%. These results are robust in terms of various measures of the firm’s effective tax rate. We provide explanations for why fiduciary duties apparently do not influence manager behaviors in relation to shareholders, but do affect their behaviors in relation to the taxing authority. We argue that a change to fiduciary duties doesn’t appear to alter the motivation of managers to maximize shareholder welfare outcomes, but rather it allows them to eschew short-term strategies that often impair long-term outcomes.","PeriodicalId":440326,"journal":{"name":"Corporate Governance & Law eJournal","volume":"10 1","pages":"0"},"PeriodicalIF":0.0,"publicationDate":"2021-07-31","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"127712285","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

What Makes the Securities Criminal Law System of the United States Work? ‘All-Embracing’ ‘Blanket’ Securities Crimes and the Linked Enforcement Framework 是什么使美国证券刑法制度得以运作?“无所不包”的证券犯罪和相关的执法框架

Corporate Governance & Law eJournal Pub Date : 2021-07-18 DOI: 10.5937/pravzap0-30658

T. Tajti

引用次数: 0

Is There a Racial Gap in CEO Compensation? CEO薪酬存在种族差异吗?

Corporate Governance & Law eJournal Pub Date : 2021-07-09 DOI: 10.2139/ssrn.3883642

Xiaohu Guo, Vishal K. Gupta, W. Jackson, Sandra C. Mortal

引用次数: 2

GR communication in social networks 社交网络中的GR传播

Corporate Governance & Law eJournal Pub Date : 2021-05-04 DOI: 10.2139/ssrn.3839593

P. Ramenskiy, A. Sosnovskaya

引用次数: 1

Paper Series VI – Company Voluntary Arrangements 文件系列VI -公司自愿安排

Corporate Governance & Law eJournal Pub Date : 2021-04-01 DOI: 10.2139/ssrn.3817398

Ikemefuna Stephen Nwoye

引用次数: 0

Temporary Securities Regulation 《临时证券规例》

Corporate Governance & Law eJournal Pub Date : 2021-03-20 DOI: 10.2139/ssrn.3808662

Anita K. Krug

{"title":"Temporary Securities Regulation","authors":"Anita K. Krug","doi":"10.2139/ssrn.3808662","DOIUrl":"https://doi.org/10.2139/ssrn.3808662","url":null,"abstract":"In times of crisis, including the 2020-21 global pandemic, the U.S. Securities and Exchange Commission (SEC) has engaged in a type of securities regulation that few scholars have acknowledged, let alone evaluated. Specifically, during recent market crises, the SEC has adopted rules that are temporary, designed to help the securities markets and its participants—both public companies and public investment funds, such as mutual funds and ETFs—weather the crisis at hand but go no further. Once that goal has been accomplished, these rules usually expire, replaced by the permanent rules that they temporarily supplanted. Although the temporary-rulemaking endeavor is laudable—and arguably necessary for the sake of maintaining well-functioning markets in crisis circumstances—neither the SEC nor its observers have sufficiently acknowledged the meaningful risks that temporary rules might present to investors. At the same time, they have also not appreciated the opportunities that temporary rules may create for furthering the cause of more effective regulation. This Article seeks to illuminate the potential and the pitfalls of temporary rules, thereby contributing to a better understanding of what is at stake when the SEC adopts them and what considerations should inform the agency’s rulemaking during future crises.","PeriodicalId":440326,"journal":{"name":"Corporate Governance & Law eJournal","volume":"208 1","pages":"0"},"PeriodicalIF":0.0,"publicationDate":"2021-03-20","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"116214141","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: 0