This research review provides an essential overview of one of the most important developments in economics, finance and law of the past generation: the growing realization of how the market for corporate control functions and why its operation is of crucial importance. Presenting seventeen seminal contributions, the review illustrates the importance of corporate control changes – mergers, acquisitions and other takeovers – in helping to align the interests of corporate shareholders and their managers. The mechanics of various takeover techniques (poison pills, greenmail and other gambits) are also explored alongside empirical research concerning the functioning of the market for corporate control.
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Good Works, Good Business or Greenwash?
Kurt A. Strasser
Many businesses profess to be voluntarily taking steps to protect the environment, and going beyond compliance with environmental regulations to do so. Kurt Strasser evaluates these claims in this timely and cutting-edge inquiry.
The UNCITRAL Experience
This is a discerning analysis of international harmonisation efforts for secured credit law and examines the role of globalisation and finance capital in shaping such efforts. Gerard McCormack reveals how an ‘efficient’ law is often seen to increase the availability, and lower the cost, of credit, thereby contributing to international development. He considers whether the most comprehensive international standard – the United Nations Commission on International Trade Law (UNCITRAL) Legislative Guide (2008) – is actually suitable for adoption at the national level. In particular, he examines the hypothesis that American law and lawyers have shaped the content of the Guide to the extent that it is not suitable for translation into other laws.
The Corporate Objective addresses a question that has been subject to much debate: what should be the objective of public corporations? It examines the two dominant theories that address this issue, the shareholder primacy and stakeholder theories, and finds that both have serious shortcomings.
Accountability in the Global Business Environment
Alice de Jonge
Transnational Corporations and International Law provides a comprehensive overview of existing laws and principles aimed at regulating the international behaviour of transnational corporations.
The UK Experience in Perspective
In this timely book, David Milman considers how UK corporate law has been affected by the forces of globalisation, arguing that this is not a new development, but rather is part of an historical continuum. He examines corporate law regulatory strategy in general, treatment of foreign shareholders and multinational groups, aspects of private international law and issues connected with cross border insolvency.
This book offers an unprecedented and detailed comparative critique of Anglo-American corporate bankruptcy law. It challenges the standard characterisation that US law in the sphere of corporate bankruptcy is ‘pro-debtor’ and UK law is ‘pro-creditor’, and suggests that the traditional thesis is, at best, a potentially misleading over-simplification. Gerard McCormack offers the conclusion that there is functional convergence in practice, while acknowledging that corporate rescue, as distinct from business rescue, still plays a larger role in the US. The focus is on corporate restructurings with in-depth scrutiny of Chapter 11 of the US Bankruptcy Code and the UK Enterprise Act, and offers other comparative oversights.
An Interdisciplinary and Comparative Examination
This book conducts an interdisciplinary and comparative examination of tort liabilities of multinational enterprises (MNEs). In the first part, it examines the social, economic, managerial and legal characteristics of MNEs and compares the findings of this examination to the current understanding of MNEs in the way that tort liability is applied to them. In the second part, the book examines the existing laws and principles related to liability of MNEs from a variety of jurisdictions with the aim of assessing whether these laws are adequate for the challenges that modern MNEs create. In the final part, Muzaffer Eroglu proposes solutions to the problems of tort liability of MNEs.
Edited by Nina Boeger, Rachel Murray and Charlotte Villiers
This book examines the concepts of corporate social responsibility (CSR) in the context of globalisation and its many challenges, focusing on different legal perspectives that arise.
The spate of corporate governance scandals in the USA, Asia and Europe during the late 1990s has renewed interest in the role of corporations in society. International organizations such as the World Bank and OECD have come to recognize that corporate law plays an important role in economic development and GDP growth. In this research review Jonathan Macey presents the key papers that have influenced the development of corporate law scholarship.