‘The Sabanes-Oxley Act has been one of the most significant
developments in corporate and securities regulation since the New
Deal. This collection of important articles would be a valuable
resource for anyone seeking to understand Sabanes-Oxley’s
far-reaching effects on corporate governance in the United States
and elsewhere.’
–Jesse Fried, coauthor of Pay Without Performance: The
Unfulfilled Promise of Executive Compensation and Professor of
Law at the University of California, Berkeley
‘The editors have assembled the latest cutting-edge research on
international corporate governance by respected academics in this
field. In this handbook, the editors deal with all aspects of the
significant legislative changes to corporate governance regulation.
It introduces the reader to the new rules that will certainly
improve the reliability and the accuracy of disclosures made by
corporations. The book comes at the right moment with the recent
scandals such as Enron, which will educate all readers especially
shareholders of corporate stock.’
–Komlan Sedzro, Professor of Finance, University of Quebec at
Montreal
‘Today, corporate governance is a topic at the center of public
policy debate in most industrialized countries. The range of
concerns; the variety of approaches; and their tendency to converge
in some areas or diverge in others (not always in the right
directions) are emphatically demonstrated by these essays. There is
material here of enormous interest for scholars of comparative law
and economic regulation. And significantly, the presentation of
essays from legal, financial, and regulatory viewpoints
demonstrates the growing practical as well as theoretical utility
of interdisciplinary work in this area. Professors Ali and
Gregoriou are to be warmly congratulated for their skill and
initiative in assembling an important publication, as well as for
their own contributions to interdisciplinary scholarship.’
–R. P. Austin, BA, LLM (Sydney), DPhil (Oxon), Supreme Court
of New South Wales
‘This very international collection emphasizes the economic line
of descent, while including legal and socio-legal contributions. It
fills a very important gap in our empirical knowledge of corporate
governance. It is accessible and comprehensive and will greatly
assist readers from all relevant disciplines, who are trying to
discern the shape of corporate governance as a mature field.’
–Dimity Kingsford Smith, Professor of Law, University of New
South Wales
Tabla de materias
Preface.
Acknowledgments.
About the Editors.
About the Authors.
PART ONE: FRAMEWORK OF CORPORATE GOVERNANCE.
Chapter 1. The Ethics of Corporate Governance: What would
the Political Philosophers Say? (Colin Read).
Chapter 2. The Politics of Symbolism: Sarbanes-Oxley in Context
(Justin O’Brien).
Chapter 3. Governance and Performance Revisited
(Øyvind Bøhren and Bernt Arne Ødegaard).
Chapter 4. Corporate Governance as a Process Oriented
Approach to Socially Responsible Organizations (Marijan
Cingula).
Chapter 5. The Impact of the New Corporate Governance Code
on the Belgian Stock Market (Albert Corhay, Andree Dighaye and
Pierre-Armand Michel).
PART TWO: CORPORATE GOVERNANCE AND THE GLOBAL FINANCIAL
MARKETS.
Chapter 6. Corporate Governance of Hedge Funds (Robert
Christopherson, Greg N. Gregoriou and William R. Kelting).
Chapter 7. Corporate Governance Reform in Australia: The
Intersection of Investment Fiduciaries and Issuers (Martin
Gold).
Chapter 8. Corporate Social Responsibility and Fiduciary
Investment in Australia (Paul U. Ali).
Chapter 9. Issuers’ Liability for Financial
Information as an Instrument of Corporate Governance Enforcement
(Clemens Völkl).
Chapter 10. Investing in Death/Speculating on Mortality:
Some Thoughts on Life Insurance Securitization (Paul U. Ali).
PART THREE: SHARE OWNERSHIP AND SHAREHOLDER CONTROL RIGHTS.
Chapter 11. Ownership Structure Metrics (Stefan Prigge and
Sven Kehren).
Chapter 12. The Effectiveness of Shareholders Meetings: An
Overview of Recent Developments (Gregory F. Maassen and Darrell
Brown).
Chapter 13. The Market for Corporate Control and the
Implications of the Takeover Directive (2004/25) (Blanaid
Clarke).
PART FOUR: ACCOUNTABILITY OF DIRECTORS AND EXECUTIVES.
Chapter 14. Board Power Relations and the Impact of the
UK’s Combined Code on Corporate Governance (Timothy J.
Nichol).
Chapter 15. CEO Compensation in Australia’s Largest
Companies (Geof Stapledon).
Chapter 16. Directors’ and Officers’ Liability in
France (Alain-Xavier Briatte and Michael Julian).
Chapter 17. Independent Directorship Systems in Greater
China (Margaret Wang).
PART FIVE: RESPONSIBILITIES TO STAKEHOLDERS, AND OTHER EMERGING
TRENDS IN CORPORATE GOVERNANCE.
Chapter 18. The Primary Stakeholder Relationships: Corporate
Governance and Value Creation (Andrea Beretta Zanoni).
Chapter 19. Family Ownership and Corporate Governance
(María Sacristán-Navarro and Silvia
Gómez-Ansón).
Chapter 20. The European Social Model of Corporate Governance:
Prospects for Success in an Enlarged Europe (Irene Lynch
Fannon).
Chapter 21. Contract Negotiation and Internal Regulation
Mechanisms in a Firm (Hubert de La Bruslerie).
Chapter 22. Prospects and Limits of Corporate Governance
Codes (Björn Fasterling).
Chapter 23. Assessing the Effectiveness of Boards of
Directors and Individual Directors (Richard Leblanc).
References.
Index.
Sobre el autor
Paul U. Ali is an Associate-Professor in the Faculty of Law,
University of New South Wales, Sydney, Australia. Paul was
previously a lawyer in Sydney, specialising in corporate finance,
securitization and structured finance. He was part of the corporate
advisory team that advised the Australian Mutual Provident Society,
the largest Australian life company, on its demutualization and the
reconstruction of its group, and the IPO of a new holding company,
AMP Limited, on the Australian and New Zealand Stock Exchanges in
1998 (the then largest IPO ever in Australia). Paul has published
several books and articles, including articles on finance law in
Derivatives Use, Trading and Regulation, Journal of
Alternative Investments, Journal of Banking
Regulation and Journal of International Banking Law and
Regulation, and, most recently, has co-edited a book on
innovative securitizations (Securitisation of Derivatives and
Alternative Asset Classes, 2005). He holds a SJD from the
University of Sydney.
Greg N. Gregoriou is Associate Professor of Finance and
coordinator of faculty research in the School of Business and
Economics at State University of New York, College at Plattsburgh.
He obtained his Ph D (Finance) from the University of Quebec at
Montreal and is the hedge fund editor for the peer-reviewed journal
Derivatives Use, Trading and Regulation published by Henry
Stewart Publications based in the U.K. He has authored over 40
articles on hedge funds, and managed futures in various US and UK
peer-reviewed publications, including the Journal of Futures
Markets, European Journal of Finance, Journal of Asset Management,
European Journal of Operational Research, and Annals of Operations
Research. This is his fourth book with John Wiley &
Sons.
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