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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...
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 ...
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...
Shareholder Activism Handbook
Shareholder Activism Handbook is the single most comprehensive guide on all matters relating to enforcing shareholders' rights. As shareholder activism becomes a more integral part of investing, the law continues to respond accordingly. Legislators
Macey on Corporation Laws
Macey on Corporation Laws brings together three major resources for analyzing and comprehending modern corporation law The American Bar Association's Model Business Corporation Act, The American Law Institute's Principles of Corporate Governance, and Delaware's highly sophisticated and respected General Corporation Law. Clear, expertly analyzed, authoritative, and uniquely insightful, this resource covers every vital area of corporate law, including: The process of incorporation Corporate powers and corporate purposes Rules relating to the structure of the Board of Directors Shares and distributions Voting trusts and voting agreements among shareholders Mergers Amendments to the Articles of Incorporation and Bylaws Changes to Model Business Corporation Act Amendments to Delaware General Corporation Law And much more Logically organized around the pertinent topics found in a standard state corporation statute, Macey on Corporation Laws is the ideal reference to consult when researching statutory construction, applicability, interpretation, and scope. Plus Macey on Corporation Law accompanying CD-ROM information package is the ideal research companion to your print volumes.
Inside Appellate Courts
Inside Appellate Courts is a comprehensive study of how the organization of a court affects the decisions of appellate judges. Drawing on interviews with more than seventy federal appellate judges and law clerks, Jonathan M. Cohen challenges the assumption that increasing caseloads and bureaucratization have impinged on judges' abilities to bestow justice. By viewing the courts of appeals as large-scale organizations, Inside Appellate Courts shows how courts have walked the tightrope between justice and efficiency to increase the number of cases they decide without sacrificing their ability to dispense a high level of justice. Cohen theorizes that, like large corporations, the courts must ov...
Higher Ground
An indispensable guide to help companies navigate the new era of ethical challenges and risks in a volatile global landscape. Today's headlines teem with employee unrest over racial injustice, communities infuriated by corporate environmental impacts, staff anxiety over surveillance, public outrage over corruption in business, and discoveries of child labor in supply chains. We've traveled far and fast from the old world of business ethics, where black-and-white concerns about bribery and fraud could be addressed via rules and processes. Simply maximizing shareholder value while not breaking the law is no longer a tenable approach, but we've never been so confused about what it means to do t...
