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Corporate Governance
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The Ministry of Finance
Japan's economy, once the envy of the world, has recently experienced a period of malaise and stagnation. This is due in part to over-regulation and resistance to change within the Japanese bureaucracy. Many argue that this bureaucracy must be replaced with a system similar to that in the United States, involving ruthless competition, fluid job markets unhindered by notions of lifetime employment, tolerance of business failures, and the elevation of conflict over consensus in economic decision making. The author argues that not only will the bureaucracy, in the form of the Ministry of Finance, retain its position, it will also evolve to be more consistent with the transformed economic system...
Opening Japan's Financial Markets
This book, first published in 1994, takes a broad look at the reasons behind the failure of foreign banks to penetrate Japanese financial markets. It accepts the common argument that the Japanese bureaucracy has skilfully limited the scope of foreign banks and discusses at length the methods used to do so. However, in examining the history of foreign banking activity in Japan, it becomes clear that ineptitude on the part of the foreign banks and governments has also been a major factor.
Administrative Law
The new edition of this accessible and straightforward casebook focuses on the basic principles of administrative law, with a traditional cases-and-notes pedagogy, flexible organization, and new examination-length problems at the end of each substantive chapter.This concise teaching tool offers:a chronological approach that shows the procedural course of administrative law in actual practicemanageable, practical length of about 800 pages, presenting complete coverage in seven chaptersa broad range of state cases, both classic and currentflexible organization beginning with an overview of administrative law and its agencies to allow instructors to easily adapt the book to individual course ne...
Regulation of Corporate Disclosure, 4th Edition
The Regulation of Corporate Disclosure is a one-volume treatise on the disclosure regime in place under the Federal securities laws. The treatise addresses the formal disclosure process (periodic reports, MD&A, Regulation FD), the informal disclosure process (press releases, social media, discussions with analysts), and the application of the antifraud provisions to these communications. The treatise includes chapters on scienter and materiality, and also addresses communications with and disclosure obligations to shareholders. The Fourth Edition has been significantly revised and, among other topics, includes coverage of: The duties and responsibilities of corporate officials relating to th...
Robert Brown Manuscript
Holograph, unsigned. A memorial to Dr. Clarke Abel.
Raising Capital
This unique resource provides practice tested forms and up-to-date expert guidance for successfully launching private placement investment transactions. The authors illustrate a variety of proven techniques for raising capital and explain ways to accommodate the investor's demands for protection while maintaining the flexibility necessary for efficient operation and growth in today's business and regulatory environment.Raising Capital: Private Placement Forms, Third Edition contains a wealth of essential forms, entity formation agreements, investment agreements and instruments, debt financing forms, investor agreements, and materials relating to the federal securities laws. This book also includes a chapter addressing environmental concerns, and a new chapter on privacy concerns, as well as chapters on: IncorporationStock ProvisionsExemptions for Registration Under Federal Securities laws: Regulati
The Regulation of Corporate Disclosure
The Regulation of Corporate Disclosure, Third Edition is a complete and up-to-date handbook on the issue of corporate disclosure, covering the impact of the federal securities laws on both informal communications and the process of communicating with shareholders. The Third Edition expands topics previously covered, addressing the legal issues and practical concerns surrounding implementation of the Private Securities Litigation Reform Act of 1995, the Sarbanes-Oxley Act of 2002, and the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010. The book also has an in-depth treatment of managementand’s discussion and analysis (MDand&A), something that, although appearing in requir...
The Art of Director Excellence
"How would you compare what you expected of board service versus the reality?" "What do you want to say to lifelong learners of corporate governance?" Compiling wisdom and practical knowledge from interviews with over 40 board directors, spanning board chairs and CEOs at public companies, private companies, and nonprofit organizations, The Art of Director Excellence, Volume 1 presents insightful answers to these questions and more. It explores a variety of important topics in corporate governance, including developing business strategy with management, navigating risks, being a board chair or committee member on different types of boards, and improving ESG and diversity, along with the many ...
