The Enlightened Shareholder Value Principle and Corporate Governance (Routledge Research in Corporate Law)

The enlightened shareholder value principle (ESV) was formulated during the comprehensive review of UK company law by the Company Law Steering Group in the late 1990s and early 2000’s and requires directors of companies to act in the collective best interests of shareholders. The principle was taken up by the then UK Government and is now embedded in the Companies Act 2006. The emergence of the principle constitutes an important development in corporate governance, particularly in determining what directors must consider when managing the affairs of their companies. This book explains and analyzes the nature of ESV and its contribution to corporate governance whilst also examining where it fits into the existing theoretical landscape. Andrew Keay traces the development of the principle of ESV and considers it in the context of the existing principles which have historically influenced corporate governance. In doing so, the book draws on several empirical studies thereby enabling us to gauge how the ESV principle is addressed in commercial practice. Keay goes on to compare ESV with the constituency statutes that apply in the US in order to determine whether anything can be learnt from the American experience. The book also assesses the reaction of other jurisdictions to the advent of ESV and considers what impact ESV will have on financial institutions and non-financial institutions in the aftermath of the global financial crisis.

Business & Money

Keay, Andrew

Business Culture

Routledge

Board Accountability in Corporate Governance (Routledge Research in Corporate Law)

Within corporate governance the accountability of the board of directors is identified as a major issue by governments, international bodies, professional associations and academic literature. Boards are given significant power in companies, and as a consequence it is argued that they should be accountable for their actions. Drawing on political science, public administration, accounting, and ethics literature, this book examines the concept of accountability and its meaning in the corporate governance context. It examines the rationale for making boards accountable, and outlines the obstacles and drawbacks involved in providing for accountability. The book goes on to examine how current mechanisms for ensuring accountability are assessed in terms of fairness, justice, transparency, practicality, effectiveness and efficiency, before discussing the ways that accountability might be improved. Andrew Keay argues that enhanced accountability can provide better corporate governance, helping to reduce the frequency and severity of financial crises, and improve confidence in company practice. As an in depth study of a key element within the exercise of authority and management in corporate entities, this book will be of great use and interest to researchers and students of corporate governance, business and management, and corporate social responsibility.

Company Directors' Liability and Creditor Protection (Contemporary Commercial Law)

Business

Informa Law from Routledge

The enlightened shareholder value principle (ESV) was formulated during the comprehensive review of UK company law by the Company Law Steering Group in the late 1990s and early 2000’s and requires directors of companies to act in the collective best interests of shareholders. The principle was taken up by the then UK Government and is now embedded in the Companies Act 2006. The emergence of the principle constitutes an important development in corporate governance, particularly in determining what directors must consider when managing the affairs of their companies.  This book explains and analyzes the nature of ESV and its contribution to corporate governance whilst also examining where it fits into the existing theoretical landscape. Andrew Keay traces the development of the principle of ESV and considers it in the context of the existing principles which have historically influenced corporate governance. In doing so, the book draws on several empirical studies thereby enabling us to gauge how the ESV principle is addressed in commercial practice. Keay goes on to compare ESV with the constituency statutes that apply in the US in order to determine whether anything can be learnt from the American experience. The book also assesses the reaction of other jurisdictions to the advent of ESV and considers what impact ESV will have on financial institutions and non-financial institutions in the aftermath of the global financial crisis.

The third edition of Directors' Duties provides a detailed analysis of the general duties of directors contained in Chapter 2, Part 10 of the Companies Act 2006. This new edition is completely updated to include: a greater discussion of the issues of the limitation of actions, derivative actions and relief; an examination of the UK Supreme Court decisions in Williams v. Central Nigeria Bank, Eclairs Group Ltd v. JKX Oil & Gas plc, AIB Group (GB) v. Redler, and FHR European Ventures LLP v. Cedar Capital Partners LLC; an examination of the Privy Council decision in Central Bank of Ecuador v. Conticorp SA and the recent decisions of Court of Appeal, such as in Burnden Holdings (UK) Ltd v. Fielding, Goldtrail Travel Ltd v. Aydin, Novoship (UK) Ltd v. Nikitin and Smithton Ltd v. Naggar; consideration of some superior court decisions in other common law jurisdictions, such as that of the Hong Kong Court of Final Appeal in Chen Wai Too v. Poon Ka Man Jason, the Australian Federal Court in ASIC v. Mariner, and the New Zealand Court of Appeal in Morgenstern v. Jeffreys. Company and commercial lawyers, academics, and students will find this book invaluable. [Subject: Company Law, Commercial Law]

Directors’ Duties: Third Edition

Jordan Publishing Limited

Directors’ Duties

Jordans

Insolvency Legislation:: Annotations and Commentary

Doyle, Louis

Critically analyzing the substantive law of insolvency in the EU countries as a whole, this book carries out horizontal cross-cutting analysis of the data gathered from a study of national insolvency laws. It selects particular areas for detailed discussion and considers the pros and cons of particular legislative solutions. Using the US and Norway as comparator countries, the expert authors identify areas where disparities in national laws produce problems that have impacts outside national boundaries. They analyse these against key policy goals including; improving economic performance throughout the EU, Promoting a more competitive business environment, efficient asset allocation and building more stable and sustainable human capital in terms of support for entrepreneuers and responses to consumer overindebtedness. The book also considers possible reform and harmonisation measures situated against the wider contextual background of the Capital Markets Union and the Europe 2020 agenda of promoting jobs and growth. Discerning and practical, European Insolvency Law will appeal to academics in both insolvency and finance as well as Insolvency practitioners and lawyers. Its reform suggestions will be of interest to EU Member States' government departments as well as providing a useful reference for Consumer associations and Debt charities.

European Insolvency Law: Reform and Harmonization

BROWN, SARAH

McCormack, Gerard

Edward Elgar Publishing

This important book provides a comprehensive analysis of governance issues that exist in relation to the management of insolvent companies, both while an insolvent company is still controlled by the directors and when it passes into the hands of an insolvency practitioner in a formal insolvency regime. Throughout, the authors argue that the two most important features of corporate governance are transparency and accountability and offer a detailed analysis of the relevant law and practice. Key Features: <ul> <li>Examination of the position of all stakeholders in an insolvent company, both before and during an insolvency regime</li> <li>Specialist explanation of what corporate governance entails and the recent developments that have occurred in relation to corporate governance as it affects insolvent companies</li> <li>In-depth consideration of the role of creditors, shareholders, the Insolvency Service, special managers and creditors' committees during periods of insolvency as well as the role and functions of directors and insolvency practitioners who are the main focus</li> </ul> Offering critical advice and bringing awareness of important issues, Corporate Governance and Insolvencywill be a key reference work for lawyers and insolvency practitioners. The legal analysis provided will also be valuable to academics and students of corporate and insolvency law and governance.

Corporate Governance and Insolvency: Accountability and Transparency (Elgar Corporate and Insolvency Law and Practice series)

Walton, Peter

Curl, Joseph

Management & Leadership

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