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1
Tianfang, Yang. „Employee participation in corporate governance of Chinese companies: A comparative aspect“. Vestnik of Saint Petersburg University. Law 12, Nr. 3 (2021): 752–70. http://dx.doi.org/10.21638/spbu14.2021.316.
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The development of the stakeholder theory is one of the global trends in corporate governance. This article examines the problems of employee participation in corporate governance in accordance with the current legislation of the PRC and assesses the rationality of the chosen path of employee participation in corporate governance in China by conducting a comparative analysis with Germany and the United States. The author believes that due to the difference in historical origin and legislative basis, as well as taking into account structure-driven path dependence and rule-driven path dependence effects, from the point of view of legal regulation, a unique model of employee participation in corporate governance has formed in China. In addition, the mechanism of employee participation in corporate governance by the current legislation of China is generally suitable for the national conditions of China. In addition, the author makes suggestions for improving the mechanism of employee participation in corporate governance in China. Having studied the state of Russian legislation in comparison with China and other countries, the author suggests several issues that require special attention from the Russian legislator on this matter. It is noted that the study of the experience of legal regulation of employee participation in corporate governance in China will help in the development and amendment of further legislative provisions to regulate this issue in Russia, in order to advance towards better ideals of cooperation between workers and employers. Specifically, in the long term, the Russian legislator can also normatively secure employee participation in the development and adoption of managerial decisions in an appropriate form.
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Amodu, Nojeem. „Stakeholder Protection and Corporate Social Responsibility from a Comparative Company Law Perspective: Nigeria and South Africa“. Journal of African Law 64, Nr. 3 (17.09.2020): 425–49. http://dx.doi.org/10.1017/s0021855320000212.
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AbstractThere have been notable legislative advancements, as well as improvements in corporate governance codes, aimed at protecting stakeholder rights. However, how much protection have they really afforded stakeholders against socially irresponsible corporate behaviour? This article undertakes a comparative analysis of the legal framework underlying South Africa's stakeholder-inclusive approach and Nigeria's environmental, social and governance or sustainability corporate reporting. It identifies a misplaced philosophical background as well as policy misalignment of corporate governance codes and primary corporate law as critical factors that undermine efforts to embed responsible corporate behaviour in order to safeguard the interests of qualified and legitimate stakeholders. It recommends specific amendments to address the ideological defect and align corporate governance codes with primary corporate legislation in these two countries.
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Carrillo, Elena F. Pérez. „Cybersecurity in European Financial Institutions: New Grounds for Corporate Governance Reform“. European Business Law Review 34, Issue 7 (01.12.2023): 1133–66. http://dx.doi.org/10.54648/eulr2023052.
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Cybersecurity, digital resistance to incidents, errors and cyberattacks attracted the attention of the European Union legislator, initially, from a public policy perspective. Today, cybersecurity concerns are dealt with as a part of EU Internal Market strategies, including those more closely linked to the financial sector. These pages focus on the new EU legislation to achieve Digital Resilience in the financial sector as well as on their impact upon the Corporate Governance of financial institutions. Compliance with corporate duties of cyber-governance, management of cyber risks, testing, continuous improvement, as well as reporting, communication, and transparency shape the new corporate governance landscape of the financial institutions in the European Union. Within and beyond what is already being legislated and proposed, Corporate Governance is called to play a fundamental role in facing the challenges of digital security. Cyber security, digital operational resilience, cyber risk management, financial sector, large ict supported infrastructures, critical ict providers, corporate governance reform, digital corporate governance, board duties, board commissions
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Chalevas, Constantinos, und Christos Tzovas. „Do stock prices reflect regulatory reforms in the corporate governance mechanisms?“ Corporate Ownership and Control 13, Nr. 2 (2016): 419–31. http://dx.doi.org/10.22495/cocv13i2c2p2.
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This study provides evidence on the value relevance of corporate governance mechanisms in a developing stock exchange. It empirically investigates the effect of corporate governance mechanisms prescribed by the corporate governance law (L.3016/2002) on abnormal stock returns for firms listed in the Athens Stock Exchange (ASE). The first corporate governance law in Greece aims to improve the existing corporate governance framework. However, stock prices seem no to be affected by the regulatory reforms in the corporate governance mechanisms. Three reasons are given: (1) the fundamental economic value of a firm is not affected by the introduction of corporate governance mechanisms; (2) the fundamental economic value of a firm is affected by the introduction of corporate governance mechanisms but due to the fact that the Greek stock market is not efficient share prices do not reflect firm’s fundamental economic value; and (3) investors may not be convinced that corporate governance mechanisms significantly affect the performance of a company.The findings of this study can facilitate legislators in improving the existing legislation concerning corporate governance and in developing a new one.
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Feinerman, James V. „New Hope for Corporate Governance in China?“ China Quarterly 191 (September 2007): 590–612. http://dx.doi.org/10.1017/s0305741007001592.
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AbstractChina's recent revisions to its Company Law and Securities Law have brought new attention to issues of corporate governance in Chinese companies and financial markets. Among the chief criticisms of the earlier laws – in both their provisions and application – were the lack of protection for minority shareholders, the paucity of independent directors, the absence of transparency and inadequate financial disclosure. The acknowledged need for greater congruence between Chinese law and practice and that of countries with more developed capital markets led to the proposal of amendments to China's legislation during the first half of this decade. This article highlights several improvements resulting from the revisions as well as remaining weaknesses in the regulatory framework for corporate enterprises in China.
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Stattin, Daniel, und Karin Eklund. „Ownership Structures and Corporate Governance: A Swedish Perspective“. European Company Law 10, Issue 4/5 (01.09.2013): 161–67. http://dx.doi.org/10.54648/eucl2013030.
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'Law and Finance' research may be used as a means to assess the regulation of corporate governance. In this article this is done in a European context. The conclusion is that this research is beneficial to the understanding of comparative corporate governance and could be of use when new legislation is designed.
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Bortsevych, P. S. „Legal transformation of corporate governance in joint-stock companies“. Analytical and Comparative Jurisprudence, Nr. 5 (17.11.2023): 262–66. http://dx.doi.org/10.24144/2788-6018.2023.05.46.
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The article is devoted to the study of certain novelties in the legal regulation of the order of interaction of management bodies in joint-stock companies. The article emphasizes that choosing the optimal model of corporate governance is important for the effective functioning of jointstock companies. The article provides examples of various well-known models of corporate governance in the world. Each of them has its advantages and disadvantages. The article emphasizes the fact that for a long time in Ukraine, legislation provided for only a two-level system of corporate governance, which provided for the simultaneous functioning of the supervisory board and the executive body (board or director). In an effort to become a member of the European Union, Ukraine undertook to adapt its national legislation to legal standards acceptable in the EU, in particular in the area of corporate governance. Therefore, in 2023, the new Law of Ukraine "On Joint-Stock Companies” entered into force, the provisions of which, in particular, established, along with the two-level model of corporate governance, an alternative option - a one-level model. This model, in contrast to the two-level model, provides for the creation of a board of directors as a single body of operational management of a joint-stock company, which combines both the representative functions of shareholders and the functions inherent in the executive body of a joint-stock company
The article examines the provisions of the Law of Ukraine "On Joint Stock Companies”, which provide for the legal status of the board of directors. The conditions and procedure for the formation of the board of directors were analyzed, and the specifics of the activity of this management body were determined. At the same time, when examining the legal status of the supervisory board, attention was drawn to the identity of the provisions of the current Law of Ukraine "On Joint Stock Companies” with the provisions of the previous law, which has already lost its validity.
The conclusions emphasize that the Law of Ukraine "On Joint-Stock Companies” adopted in 2022 significantly changed corporate governance in terms of the introduction of an additional one- level model of corporate governance, thereby bringing the norms of national legislation closer to EU standards.
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Терновая, Ольга, und Olga Tyernovaya. „LEGAL STATUS OF MANAGEMENT BODIES IN SHARE HOLDING COMPANIES IN FRANCE AND IN RUSSIA“. Journal of Foreign Legislation and Comparative Law 1, Nr. 5 (02.12.2015): 0. http://dx.doi.org/10.12737/16137.
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The article reviews legal nature of joint stock companies’ corporate bodies in accordance with the French and Russian legislations. Despite the influence of Anglo-American approaches on the formation of the Russian corporate legislation, the author proposes to more actively take into account the positive experience of countries with the continental law as they are closer to the Russian juridical reality. In this context the author pays special attention to the French legislation on joint stock companies. The author notes two most powerful trends in the evolution of the French corporate legislation: on the one hand, these are major changes in the substantive legal framework for governance and relations between the participants and the company, and on the other hand — important changes in legal regulation over governance and relations between the company participants. Comparison of certain issues in the legal nature of joint stock companies’ corporate bodies (boards) in Russia and France allows making the conclusion that the French legislation regulates in more detail such topical issues as peculiarities of the joint stock companies’ governance models, powers of a sole executive body, basis for civil responsibility of persons who are part of corporate bodies of a joint stock company.
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Ben Rejeb, Wajdi. „Corporate law and governance: A case of Tunisia after the Arab Spring“. Corporate Law and Governance Review 3, Nr. 2 (2021): 20–29. http://dx.doi.org/10.22495/clgrv3i2p2.
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This paper reviews the corporate governance practices of listed Tunisian companies. Besides that, the paper explores the evolution of corporate governance legislation between 2013 and 2017 in order to identify the changes caused by the revolution to accompany the current context’s needs and the democratic transition in Tunisia. Although the most of companies in Tunisia are dominated by family small and medium enterprises (SMEs) and very small enterprises (VSEs) we have chosen to focus on listed companies. These companies present more advanced practices of corporate governance given the legislation in force. Results of this paper shed light on several important features of the Tunisian corporate governance system, for example, interlocking directorates. It is interesting to notice that a limited number of directors control the majority of the market capitalization in Tunisia. The practice of interlocking directorates reflects the Tunisian way of economic lobbying. As for gender diversity, although there are no laws imposing a minimum quota of women directors, the proportion of female board members has slightly increased during the last years, moving from 7.87% in 2013 to 9.92% in 2017. In contrast to Arab and African countries, it should be noted that the majority of women directors sit on boards as members of the family controlling the company or because they are civil servants representing the state’s interests in state-owned enterprises
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Medvedeva, T., und A. Timofeev. „Studying Demand for Institutes of Corporate Governance: Legal Aspects“. Voprosy Ekonomiki, Nr. 4 (20.04.2003): 50–61. http://dx.doi.org/10.32609/0042-8736-2003-4-50-61.
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The article analyzes legal aspects of institutes of corporate governance. Different draft laws "On Joint-Stock Companies" are considered which reflected interests of separate groups of participants of market relations. Stages of property redistribution are outlined. The advantages of the model of the open joint-stock company are formulated. Special attention is paid to the demand for legal institutes of corporate governance as well as to the process of accepting the Federal Law "On Entering Amendments to the Federal Law "On Joint-Stock Companies"" which was enacted in 2002. The article contains proposals directed at improvement of corporate legislation.
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VORONTSOV, Pavel G. „An action plan to protect and strengthen corporate governance practices in Russian corporations“. Digest Finance 26, Nr. 1 (30.03.2021): 26–43. http://dx.doi.org/10.24891/df.26.1.26.
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Subject. The article considers the corporate governance implementation in Russia under modern conditions and evaluates its efficiency. Objectives. The aim is to identify key areas for strengthening and developing the corporate governance practices in Russian companies that will enable to improve the existing corporate governance model. Methods. The study draws on comparative analysis, ranking, classification, formation of ratings on the basis of sociological surveys. Results. The paper includes recommendations on creating a single standard to assess corporate government practices, which should involve three parties, i.e. the business, rating agencies and the State, and consider their interests. I offer a methodology for overall assessment of components investigated by rating agencies that may help investors understand the business activity of companies. Conclusions. Public companies and State-owned corporations demonstrate the best results in the sphere of corporate governance. It is critical to enhance corporate governance in Russia, which implies developing the corporate legislation, improving the law enforcement practice. Companies should be willing to take measures to perfect corporate governance.
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Uzma, Shigufta Hena. „Embedding corporate governance and corporate social responsibility in emerging countries“. International Journal of Law and Management 58, Nr. 3 (09.05.2016): 299–316. http://dx.doi.org/10.1108/ijlma-04-2015-0015.
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Purpose This paper aims to examine how the governance structure incorporates corporate social responsibility (CSR) into corporate behaviour in the perspective of the external environment within emerging countries. Design/methodology/approach The paper reviews the various CSR legislations enacted in the global context and in particular reference to the Indian Companies Act 2013. Findings The embedded relationship between CSR and corporate governance (CG) is an outcome of extensive dimensions such as ownership structure, stakeholder approach and other external environmental factors such as the government regulations and legislation, legal enforcement and corporate disclosure culture. Originality/value The enactment of the Companies Act 2013 in India has infused a new direction for the corporations in implementing CSR and CG practices. This paper throws light on the coverage of the Companies Act 2013 and various challenges faced by the companies in the applicability of the CSR and CG framework in the Indian context.
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SHEMSHUCHENKO, Yurii S., und Anatoliy V. KOSTRUBA. „Legal Aspects of Corporate Management in the Context of International Law Rules“. Journal of Advanced Research in Law and Economics 11, Nr. 4 (15.06.2020): 1416. http://dx.doi.org/10.14505/jarle.v11.4(50).38.
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This study sets the task of studying the legal aspects of corporate governance in the context of existing international law. Consideration of issues related to the legal aspects of corporate governance is of great importance for the development of common criteria for evaluating their activities from the point of view of existing legal norms. The development of ever new forms of public organizations and the need to develop legislative norms to regulate their activities only emphasizes the importance of the issue under study. The relevance of this problem is of particular importance in light of the fact that to date, the laws of most countries have not yet developed clear criteria governing the corporate activity. This fact leads to difficulties in studying this issue and the high probability of misunderstanding in matters of corporate activity and corporate governance features, not to mention giving this activity a proper assessment from the standpoint of the norms of current legislation. This study sets the task of studying the fundamental legal rules regulating the corporate governance of Ukraine and foreign countries with the identification of the similarities and differences of existing legal standards. The method of comparative analysis of works of domestic and foreign researchers in the framework of the subject under consideration was selected. The applied value of this material is to identify the main criteria for the compliance of the current aspects of corporate governance with international law with a view to the subsequent application of the results in practice. The research prospects in this direction from a legal point of view consist in comparing the current legislative acts regulating international law with regard to corporate governance issues, which opens up great opportunities for analysis of all the provisions of corporate governance and bringing them into line with the norms of existing international law.
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Fonotova, Olga V. „A Review of the Monograph The Main Tendencies of the Development of Foreign Corporate Laws by Olga A. Ternova“. Civil law 1 (04.02.2021): 44–45. http://dx.doi.org/10.18572/2070-2140-2021-1-44-45.
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The review covers the main provisions and conclusions presented in Olga A. Ternovaya’s monograph “The Key Tendencies of the Foreign Corporate Legislation Development”. As a result of the research the author of the monograph reveals such current trends of modern corporate law development as digitalization, socialization, harmonization of norms on counteraction to erosion of taxable base and norms on corporate governance, democratization of corporate regulation, perfection of regulation of transborder bankruptcies. Olga A. Ternovaya’s work undoubtedly contributes to the development of domestic scholarship on corporate law of foreign jurisdictions.
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Putri Rahayu, Ni Komang. „PENGATURAN KOMPETENSI KOMISARIS INDEPENDEN DALAM MEWUJUDKAN GOOD CORPORATE GOVERNANCE“. Jurnal Magister Hukum Udayana (Udayana Master Law Journal) 6, Nr. 4 (31.12.2017): 417. http://dx.doi.org/10.24843/jmhu.2017.v06.i04.p01.
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The objective of the research is to reveal the Competence of Independent Commissioners in realizing Good Corporate Governance. The research method used is normative juridical research method with conceptual approach, legislation and case approach. The result of the research shows that the Independent Competence of Independent Commissioners in achieving Good Corporate Governance means that the regulation of the competence and integrity requirements of independent commissioners in Good Corporate Governance, especially the competency requirements are regulated in Limited Liability Company Law and Capital Market Law which regulates core business competence and core competency behavior. Meanwhile, the integrity of an independent commissioner is regulated in a code of conduct that an independent commissioner must adhere to.
Tujuan penelitian untuk mengetahui pengaturan Kompetensi Komisaris Independen dalam mewujudkan Good Corporate Governance. Metode penelitian yang digunakan adalah metode penelitian yuridis normatif dengan pendekatan-pendekatan konseptual, perundang-undangan dan pendekatan kasus. Hasil penelitian menunjukkan pengaturan Kompetensi Komisaris Independen dalam mewujudkan Good Corporate Governance dimaksudkan bahwa pengaturan syarat kompetensi dan integritas komisaris independen dalam Good Corporate Governance khususnya syarat kompetensi diatur dalam Undang-Undang Perseroan Terbatas dan Undang-Undang Pasar Modal yang mengatur mengenai kompetensi inti bisnis dan kompetensi inti perilaku. Sementara itu, untuk integritas komisaris independen diatur dalam code of conduct (pedoman perilaku) yang harus dipatuhi oleh komisaris independen.
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Rieckers, Oliver, und Kai-Alexander Heeren. „Legislative Responses in Times of Financial Crisis – New Deal Securities Legislation, Sarbanes-Oxley Act and Their Impact on Future German and EU Regulation“. European Business Law Review 14, Issue 5 (01.10.2003): 595–628. http://dx.doi.org/10.54648/eulr2003031.
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The German Federal Government and the High Level Group of Company Law Experts set up by the European Commission have recently published proposals to foster the development of deep and liquid German/European capital markets. The proposed regulation shows remarkable resemblances to the Sarbanes-Oxley Act of 2002 (SOA). By comparing the SOA to the U.S. securities legislation of the New Deal era this article critically reviews the American answer to the recent corporate scandals. The authors doubt that the SOA has the capability of substantially improving the situation. In the long-run it may even cause adverse effects for U.S. capital markets. The future German/European regulatory approach has to avoid any overregulation and should not overstress investor protection, since investor protection should only be seen as a means to an end, i.e. the preservation of deep and liquid capital markets. The legislator should decide, whether it wants to rely primarily on a strong internal corporate governance structure or if it wants to follow a more market-based approach. As the recent U.S. legislation shows, a combination of internal and external corporate governance elements easily runs the risk of leading to inefficient overregulation. Thus, any hybrid approach has to be carefully balanced.
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Çipi, Amali, Enida Pulaj und Raman Ismaili. „Corporate Governance and Law Enforcement in Albanian Joint Stock Companies“. International Business Research 9, Nr. 11 (17.10.2016): 201. http://dx.doi.org/10.5539/ibr.v9n11p201.
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<p class="05AbstractKeywords">Proper implementation of CG regulations by the companies brings advantages both for companies and countries. Furthermore, the quality of legal rules determines the shape of the ownership concentration structure of the firm and, in many cases, assumes a monitoring role. In this sense for Albanian economy improving the use and enforcement of “good” CG practices will lead to higher foreign investment and soft passage towards modern economy. In this paper, we aim to analyze the evolutionary patterns of CG legal framework in Albania and, based on an application of the Delphi technique, provide development prospects considering the perceptions of a panel of Joint Stock Companies – JSCs- Chief Executive Officers –CEOs. Our essay demonstrates that CEOs expresses overall satisfaction with the CG legislation but its implementation isn’t at the required levels. Additionally, larger gaps and variations exist in areas where regulations and guidelines are less demanding or enforcement is difficult.</p>
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Jones, Trevor, und Stuart Lister. „Localism and police governance in England & Wales: Exploring continuity and change“. European Journal of Criminology 16, Nr. 5 (03.07.2019): 552–72. http://dx.doi.org/10.1177/1477370819860689.
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This article develops further criminological understandings of ‘localism’ in police governance and contributes to broader theoretical discussions about ‘governance’ in contemporary policing, via a critical analysis of major recent law and policy reforms in England & Wales. Recent legislation has brought important changes to the balance of constitutional-legal powers and the institutional architecture of police governance. However, we argue that for several reasons it is problematic to interpret these developments in straightforward terms of greater ‘localization’. First, in so far as there has been a decentralization of control, this represents a growth of ‘regional’ rather than ‘local’ auspices of power. Second, there is widespread evidence of continuing interventionism by ‘the centre’, asserting strong influences on local policing via a range of national bodies. Third, important developments in the wider context of police policy-making – most importantly the conditions of austerity – have circumscribed the capacity of Commissioners to set their own policy agendas and resulted in a retrenchment of policing provision at the most ‘localized’ geographical units of neighbourhoods. Indeed, the combination of decentralizing formal responsibility for policing policy and restrictive central financial controls amounts in practice to a ‘devolution of blame’ by the centre for falling service standards. Finally, we argue that the growing complexity and fragmentation of police governance cannot be captured adequately by ‘vertical’ analysis of central–local relations. Although central influences remain predominant, policing policy networks have become more diverse, with important developments at ‘horizontal’ levels locally, regionally and nationally. Within this more fragmented governance framework, central influences continue to drive local policing, but primarily via a range of ‘arm’s length’ institutions and techniques.
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Nwafor, Anthony O. „The protection of environmental interests through corporate governance: A South African company law perspective“. Corporate Board role duties and composition 11, Nr. 2 (2015): 8–20. http://dx.doi.org/10.22495/cbv11i2art1.
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The quest to maximize profits by corporate administrators usually leaves behind an unhealthy environment. This trend impacts negatively on long term interests of the company and retards societal sustainable development. While there are in South Africa pieces of legislation which are geared at protecting the environment, the Companies Act which is the principal legislation that regulates the operations of the company is silent on this matter. The paper argues that the common law responsibility of the directors to protect the interests of the company as presently codified by the Companies Act should be developed by the courts in South Africa, in the exercise of their powers under the Constitution, to include the interests of the environment. This would guarantee the enforcement of the environmental interests within the confines of the Companies Act as an issue of corporate governance.
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Naz, Raveena. „Efficacy of corporate social responsibility in corporate governance structures of family owned business groups in India“. Corporate Governance and Organizational Behavior Review 2, Nr. 1 (2018): 52–68. http://dx.doi.org/10.22495/cgobr_v2_i1_p5.
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The concept of ‘Corporate Social Responsibility’ (CSR) has often relied on firms thinking beyond their economic interest despite the larger debate of shareholder versus stakeholder interest. India gave legal recognition to CSR in the Companies Act, 2013. CSR in India is believed to be different for two reasons: the dominance of family business and the history of practice of social responsibility as a form of philanthropy (mainly among the family business). This paper problematises the actual structure of business houses in India and the role of CSR in a context where the law identifies each company as a separate business entity while the economics of institutions emphasizes the ‘business group’ consisting of a plethora of firms as the institutional organization of business where capital owned or controlled by the family group is spread across the firms through the interlocked holding structures. Within this framework, the largest family firms, which are part of family owned business groups, top the CSR expenditure list. The governance structure of family firms allows family owned business group to show mandatory compliance of CSR even when they actually spend much less than what is prescribed by law. This aspect of the family firms is not addressed by the CSR legislation in particular or corporate governance legislation in general in India. The paper illustrates this with an empirical study of one of the largest family owned business group in India Reliance Industries Limited (RIL), which is well acclaimed for its CSR activities. The paper demonstrates how the business group through these series of shareholding network reduces its legally mandated CSR liability. The paper thus indicates the inadequacy of CSR legislation in India because the unit of compliance is an individual firm and it assumes that each firm is independent and only connected to each other through market dealings. The law does not recognize the inter-connections of firms (through common ownership and control) in corporate governance structures of family owned business group and hence is inadequate in its design to effect the threshold level of CSR expenditure. This is the central argument of the paper.
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Haddad, Ayman E., Wafaa M. Sbeiti und Amer Qasim. „Accounting legislation, corporate governance codes and disclosure in Jordan: a review“. International Journal of Law and Management 59, Nr. 1 (13.02.2017): 147–76. http://dx.doi.org/10.1108/ijlma-07-2016-0064.
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Purpose The main aim of this paper is to provide an overview of the most influential economic changes and accounting legislation affecting financial reporting and disclosure practices in Jordan. It also provides an overview of disclosure studies conducted in Jordan covering the year(s) between 1986 and 2014 to investigate whether there is an improvement in disclosure practice in Jordan. This paper also investigates the most influential firm characteristics affecting disclosure practices in Jordan found in prior disclosure studies that were conducted in Jordan between 1986 and 2014. The paper also addresses the disclosure items required in Corporate Governance Codes that exist for listed shareholding companies, banks and insurance companies. Finally, the paper discusses the quality of accounting education in Jordan, as prior studies noted its impact on accounting practice. Design/methodology/approach Based on a review of prior disclosure studies conducted in Jordan between 1986 and 2014, this study compared the results of disclosure studies before and after 1998. In 1997, Jordan, as a result of economic changes, issued the Temporary Securities Law and its Directives of Disclosure, which came into effect in 1998. The law is considered as the turning point in the improvement of disclosure practice in Jordan. A trend line of disclosure practice is also used to investigate whether disclosure practice is improved after the issuance of this law. A descriptive analysis is also used to examine the factors affecting disclosure practice in Jordan. Findings Based on a review of prior disclosure studies, it was concluded that disclosure practices have improved overtime. It was also observed that that firm size as a factor has always affected the level of disclosure in Jordan and is followed by external auditing, while liquidity is found to have the least effect. It was concluded that economic changes, agreement with international organizations like the World Trade Organization (WTO) and the International Organization of Securities Commissions (IOSCO), new regulations and financial market reforms have improved disclosure practice in Jordan. It was also found that there is a need for further studies in disclosure practice that are not sufficiently covered in Jordan. Originality/value The study is based on a review of disclosure studies conducted in Jordan between 1986 and 2014. We investigate whether mandatory, voluntary, corporate social and internet disclosure practice improved over the last three decades in Jordan. This study is the first to provide evidence on the improvement of disclosure practices based on a review of disclosure studies in Jordan. The paper is expected to be a reference for disclosure studies in developing countries, Jordan in particular, as it summarized and criticized the weaknesses on disclosure practice and accounting legislations in Jordan.
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Horodyskyy, Ivan, Andriy Borko und Mariia Sirotkina. „ADAPTATION OF UKRAINIAN CORPORATE LEGISLATION TO EUROPEAN STANDARDS“. Baltic Journal of Economic Studies 7, Nr. 3 (25.06.2021): 56–64. http://dx.doi.org/10.30525/2256-0742/2021-7-3-56-64.
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Defining the European vector of development of Ukraine in the model of international cooperation as a priority involves the use of European standards in the field of law. This is impossible without careful adaptation work to bring the domestic legal system in line with the system that exists in the countries of the European Union. Recent changes in legislation have been long-awaited and have been a breakthrough in the corporate and financial sectors. The authors aim to carry out a comprehensive analysis of Ukrainian corporate law by comparing the political governance of Eastern Europe, economic and political aspects of the current situation, problems of corporate governance and ways to solve them, and the current stages of adaptation of corporate law in its transformation to the EU’s norms. In February 2018, the European Commission proposed to consider 2025 a possible date for the accession of Serbia and Montenegro, which means recognizing these countries as the first league in the Balkans, even in case the EU Council does not approve this date. The second league was set by the Council in June 2018, when 2019 was marked as a possible conditional date for the opening of accession negotiations with Albania and Macedonia. While the third league is for the accession of Bosnia and Kosovo, for which no date has been set. Negotiations with Turkey have been suspended. For comparison, if we take into account both political and economic indicators, Ukraine is approximately equal to the Balkan states of the second league. The prospect of EU membership has been recognized as the strongest external factor in domestic political change in the countries surrounding the EU. In accordance with the requirements of the Association Agreement with the EU on corporate law (EU Directives No. 2001/34/EC, No. 2003/71/EC, No. 2004/109/EC, No. 2007/14/EC, No. 2007/36/EC, No. 2012/30/ ЕС, No. 2013/34/ЕС, Recommendations of the European Commission No. 2005/162/ЕС and No. 2004/913/ЕС) the Law of Ukraine No. 2210-VIII, the Law of Ukraine “On Limited Liability and Additional Liability Companies” dated February 06, 2018 No. 2275-VIII, amendments to the Laws of Ukraine №514-VI, “On Securities and Stock Market”, “On Business Associations”, the Economic Code of Ukraine, the Civil Code of Ukraine, the Criminal Procedural Code of Ukraine and other laws were made and came into force on July 1, 2021 in the Law of Ukraine No. 738-IX. European integration transformation of Ukrainian legislation in the context of protection of shareholders’ rights was manifested through the implementation of Directive 2004/25/EC in the Law of Ukraine “On Amendments to Certain Legislative Acts of Ukraine Concerning the Simplification of Doing Business and Attracting Investments by Issuers of Securities” dated March 23, 2017 No. 1983-VIII and the Law of Ukraine No. 514-VI. Ukraine’s economy has not yet recovered from the negative effects of the global financial crisis of 2008, the political coup, the national crisis of 2015, the current crisis caused by the COVID-19 pandemic. This situation shows declining dynamics, and changes in Ukrainian legislation are offset, not showing real effect. The harmonization of Ukrainian legislation is complicated by the unwillingness of Ukraine’s business environment to comply with EU rules. Analyzing the activities of the JSC, the dynamics of the securities market, stock market and the transformation of Ukrainian legislation, the initiatives of certain branches of government, we can say that Ukraine is moving in the right direction but not fast enough and forms a country with a real market economy. Therefore, we can conclude that the adaptation of Ukrainian corporate law to EU legislation should be carried out not only in relation to existing EU directives but in accordance with general trends and prospects for the development of European corporate law.
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Zagonel, Timóteo, Paulo Renato Soares Terra und Diogo Favero Pasuch. „Taxation, corporate governance and dividend policy in Brazil“. RAUSP Management Journal 53, Nr. 3 (09.07.2018): 304–23. http://dx.doi.org/10.1108/rausp-04-2018-006.
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Purpose This study aims to analyze the influence of taxes and corporate governance on the dividend policy of Brazilian companies. Design/methodology/approach The authors identify the changes of the tax legislation in Brazil in the period 1986-2011 and check their effect on corporate dividend policies for preferred and common shares. The authors use panel data Probit and Tobit estimation to verify the probability of companies to pay dividends under different tax regimes. The final sample comprises 672 companies, 1,159 traded stocks and 30,134 observations Findings The authors’ results suggest that changes in the tax legislation have a significant influence on dividend payments. Also, firms do not follow target payout ratios, but dividends are moderately dependent on past payments. Dividend payouts are affected by stock voting rights, privatization and dividend deductibility. Changes in regulation that reduce the agency problems among shareholders affect positively payout ratios. Practical implications For managers, maximizing shareholders’ value requires taking into account the consequences of the taxation when designing financial policies for the firm. For investors, stock portfolio selection should take into account payout behavior and how changes in dividend taxation affect stocks’ value. For policymakers, the effects of changes in the tax code on corporate behavior are of utmost importance to stimulate private investment and economic growth. Originality/value There are several tax law changes in Brazil within the period analyzed, creating a good opportunity to study the effect of taxation on dividend policy and its dynamics over time.
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Bruno, Sabrina. „Climate Corporate Governance: Europe vs. USA?“ European Company and Financial Law Review 16, Nr. 6 (06.12.2019): 687–723. http://dx.doi.org/10.1515/ecfr-2019-0027.
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According to economic literature, climate change is a financial factor: this is the logical premise of the European Directive N. 2014/95/EU requiring disclosure on the policies adopted by big corporations on climate change risks and opportunities. Through disclosure, climate change imprints the contents of directors’ duty of skill and care in Europe. On the contrary, in US there is no federal legislation or SEC regulations specifically on climate disclosure. Absent any binding decision yet, the current assessment of directors’ fiduciary duties under state law does not include consideration of climate change risks and opportunities according to American authors, even though fiduciary duties may evolve. The sole effective tool is the Martin Act. Levels of disclosure of US and EU corporations are therefore already significantly different both in terms of climate risks and opportunities. This situation can drive the financial sector to direct capital to Europe. Institutional investors in US have been trying to increase disclosure through shareholders’ proposals under Rule 14a-8 but these efforts have been recently undermined by the micro-management argument used by SEC. The conclusion is that the market cannot govern climate change by itself: because of regulation, European corporations are better positioned to mitigate the “carbon bubble”. What is at stake is the profitability of American corporations.
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Kuznetsova, Natalia, Oleksii Kot, Andrii Hryniak und Mariana Pleniuk. „Abolition of the Commercial Code of Ukraine: Potential Consequences and Necessary Prerequisites“. Journal of the National Academy of Legal Sciences of Ukraine 27, Nr. 1 (26.03.2020): 100–131. http://dx.doi.org/10.37635/jnalsu.27(1).2020.100-131.
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The paper analyses the provisions of the Commercial Code of Ukraine, comparing them with certain provisions of the Civil Code of Ukraine and separate laws and other regulations. Considering the need to align Ukrainian legislation with the legislation of the European Union countries in legislation regarding the establishment and operation of partnerships, corporate governance, protection of shareholders, creditors and other interested parties, regarding the further development of corporate governance policy in accordance with international standards, including the gradual approximation to the rules and recommendations of the European Union in this area, it is concluded that it is advisable to abolish the Commercial Code of Ukraine by adopting the relevant law, which stipulates all necessary measures to ensure proper legal regulation of relations for the period of preparation of the relevant systemic changes to the Civil Code of Ukraine. It is proved that most of the provisions of the Civil Code of Ukraine are reference or blanket, and therefore have minimal regulatory impact and mostly duplicate the provisions enshrined in other regulations. Based on the analysis of the provisions of the Commercial Code of Ukraine, it is concluded that its provisions, given their minimal regulatory impact on business relations and considering the detailed regulation of these relations in the Civil Code of Ukraine, can be repealed without any reservations. In such settings and in order to simplify the legal regulation of business activity, as well as in view of the obligations of our country (in particular, to bring the Ukrainian legislation in conformity with the legislation of the EU countries in legislation regarding the establishment and activity of partnerships, corporate governance, protection of rights of shareholders, creditors, and other stakeholders, regarding further development of corporate governance policy in line with international standards, as well as the progressive approximation to EU rules and recommendations in this area), the expediency of abolishing the Commercial Code of Ukraine is beyond doubt
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Carter, Caitríona A. „Democratic Governance Beyond the Nation State: Third-Level Assemblies and Scrutiny of European Legislation“. European Public Law 6, Issue 3 (01.09.2000): 429–59. http://dx.doi.org/10.54648/274626.
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This article examines the implication for parliamentarization of European integration flowing from devolution in Britain. Devolution has resulted in the creation of new third-level institutions in both Scotland and Wales. A key expectation is that the new polities will be effective vehicles for the influence of territorial societal preferences within the EU policy process. This article examines the new arrangements for the conduct of `asymmetric scrutiny' of EU documents within the devolved UK and explores the impact that devolution has on this ex ante parliamentary function. The article crystallizes thought on a broader theoretical claim that European governance beyond the state contains a strong normative element, with the overall institutional arrangement seen to lack parliamentary control of the legislative process. The article argues that any consideration of high/low parliamentarization within a multi-level system must engage with institutional cultural aspects which underpin organizational rules.
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Letza, Steve, und Xander Vehof. „Work Councils, Acquisitions and Corporate Governance in the Netherlands - Creating an Organisation within an Organisation“. European Business Law Review 18, Issue 4 (01.08.2007): 667–82. http://dx.doi.org/10.54648/eulr2007029.
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Through legislation, the Dutch system of corporate governance has sought to provide a role for employees, as a stakeholder group, through the statutory rights given to works councils. This paper seeks to examine how that role and the rights of employees can be distorted in a merger and acquisition event. The Dutch system of Works Councils appears to have been developed within the context of a single firm, single jurisdiction environment where the complications of a parent-subsidiary group relationship involving crossing of boundaries of both culture and jurisdiction are not considered. The events at Delta Lloyd Group are provided as a case-study to illustrate the difficulties of Works Councils in a corporate group structure. This is placed within the context of corporatism as a transformation process and a changing framework for governance and worker participation at EU level.
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Pieterse, Marius. „Corporate Power, Human Rights and Urban Governance in South African Cities“. Potchefstroom Electronic Law Journal 25 (14.04.2022): 1–36. http://dx.doi.org/10.17159/1727-3781/2022/v25ia13004.
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This article is concerned with the extent to which corporations involved in governing South African cities and towns are bound to the developmental objectives and socio-economic rights that urban governance efforts are constitutionally required to pursue. It considers the constitutional powers of local government over such non-state actors, evaluates their co-option and accountability in terms of local government legislation and discusses the evolution of their residual "horizontal" constitutional responsibilities.
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Benvenuto, Marco, Roxana Loredana Avram, Alexandru Avram und Carmine Viola. „Assessing the Impact of Corporate Governance Index on Financial Performance in the Romanian and Italian Banking Systems“. Sustainability 13, Nr. 10 (15.05.2021): 5535. http://dx.doi.org/10.3390/su13105535.
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Background: Our study aims to verify the impact of corporate governance index on financial performance, namely return on assets (ROA), general liquidity, capital adequacy and size of company expressed as total assets in the banking sector for both a developing and a developed country. In addition, we investigate the interactive effect of corporate governance on a homogenous and a heterogeneous banking system. These two banking systems were chosen in order to assess the impact of corporate governance on two distinct types of banking system: a homogenous one such as the Romanian one and a heterogeneous one such as the Italian one. The two systems are very distinct; the Romanian one is represented by only 34 banks, while the Italian one comprises more than 350 banks. Thus, our research question is how a modification in corporate governance legislation is influencing the two different banking systems. The research implication of our study is whether a modification in legislation, thus in the index of corporate governance, is feasible for two different banking sectors and what the best ways to increase the financial performance of banks are without compromising their resilience. Methods: Using survey data from the Italian and Romanian banking systems over the period 2007–2018, we find that the corporate governance has a significant, positive and long-lasting effect on profitability and capital adequacy in both countries. Results: Taking the size of the company into consideration, the impact of the Index of Corporate Governance (ICG) on a homogenous banking system is positive while the impact on a heterogeneous banking system is negative. Conclusions: Our study provides evidence of the impact of IGC on financial performance and sheds light on the importance of the size of the company. Therefore, one can state that the corporate governance principles applied do not encourage the growth of large banks in heterogeneous banking sectors, thereby suggesting new avenues of research associated with new perspectives.
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Ojogbo, S. E., und T. C. Nwano. „Corporate Governance Code and Corporate Governance Implications for Business: A Critique of Nigeria’s 2016 and 2018 Codes“. Recht in Afrika 22, Nr. 1 (2019): 77–96. http://dx.doi.org/10.5771/2363-6270-2019-1-77.
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Corporate governance is the system by which companies are directed and controlled. Board of directors are responsible for the governance of a Nigerian company. However, the shareholders of a Nigeria company have power of oversight over the board. This power is exercised by a majority of shareholders. It is this separation of ownership and control that makes good corporate governance imperative to protect shareholders against corporate board misbehaviour, as well as to protect minority shareholders against the opportunism of corporate insiders (board of directors and majority shareholders). Even though corporate law is the primary legislation that regulates the corporation, corporate governance codes have become important corporate governance standards that helps to guide the board and promote effective managerial engagement with shareholders to promote corporate accountability. The Financial Reporting Council of Nigeria (FRCN) issued two corporate governance codes in two years - the National Code of Corporate Governance 2016 and the Nigerian Code of Corporate Governance 2018. This shows a clear intention to promote good corporate governance in the country. This essay identifies the peculiar corporate governance challenges in Nigeria, and reviews the two corporate governance codes to show how they address the peculiar challenges. The paper undertakes a criticism of the 2018 and compares to the 2016 Code and corporate governance regulations in other regulations. This criticism highlights the weaknesses in the code and the need for a review. The essay thus suggests a review of the 2018 to provide for Independent Non-Executive Directors dedicated to the interest of minority shareholders as an important first step towards providing access to corporate boards for minority shareholders, as a strategy for promoting corporate accountability. The paper concludes that since the very essence of a corporate governance code is to promote good corporate governance and accountability, any corporate governance Code for Nigeria must address the peculiarity of the Nigerian corporate environment for it to be able to achieve this purpose.
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Berinde, Sorin-Romulus, und Laura-Maria Herța. „Performance Improvements for Romanian SMEs and Their Predictors“. Sustainability 13, Nr. 15 (22.07.2021): 8202. http://dx.doi.org/10.3390/su13158202.
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The corporate governance of Romanian SMEs states that these companies have been less and less able to generate performance over the last few years. An average number of 1.273 SMEs per year have been included in the study, coming from all the eight local development regions of Romania. The data covers a period of 14 financial years, between 2005 and 2018. The findings showed, after statistical computations using regression models, that the performance of Romanian SMEs depended on the level of external managerial consultancy that corporate governance received from specialized companies and on the increasing level of wages. Given the high flexibility potential of SMEs, these choices are seen as tailored actions and strategies to compete successfully and support sustainable performance in the local context where its trend is downward. Moreover, the act of achieving performance at present is upheld by the performance attained in previous financial years. The impact of these factors could be established as a matter of priority in a long-term approach, for a time lag of up to 3 years. Moreover, the performance of companies covering all the local development regions is influenced only to a small degree by taxation levels, by the frequency of tax supervision performed by government institutions, by the capacity of corporate governance to be up to date with legislative change or by the self-financing of the activity conducted by the companies.
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Briano Turrent, Guadalupe del Carmen, Eva Argente Linares, María Victoría López Pérez und Lázaro Rodríguez-Ariza. „Corporate governance in Latin America and Spain: a comparative study of regulatory framework“. Corporate Ownership and Control 7, Nr. 4 (2010): 427–41. http://dx.doi.org/10.22495/cocv7i4c4p2.
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Based on institutional theory, this study presents a comparative analysis of the regulatory framework for corporate governance to be found in the most important emerging markets in Latin America (Argentina, Brazil, Chile and Mexico), which represent most of the stock market capitalization in the region. In addition, we analyzed the situation of Spain, representing the European economy, given this country’s strong investment presence in the Latin American stock market. The aims of the study are: 1) to extend the current literature related to corporate governance in Spain and emerging Latin American economies; 2) to highlight the evolution of the institutional and regulatory framework for corporate governance in these countries; and 3) to compare the diverse regulatory framework, with particular focus on the laws and corporate governance codes in the above mentioned countries. Despite the trend for international convergence of corporate governance systems toward the Anglo-Saxon model, both in legislation and in good governance codes, there are significant differences between countries. The present convergence is promoted by different institutions; systems differ, thus, in their implementation and application of good governance practices. The countries in question have adopted a hybrid model based, on the one hand, on laws and decrees, and on the other, on the voluntary adoption of codes of good governance. The aim of these measures is to enhance investor protection, to define the functions of the Board and of the Audit Committee, and to improve transparency, especially regarding conflicts of interest, related party transactions and corporate risk for listed companies. The evidence presented in this paper suggests that Argentina, Brazil and Chile have strengthened their legislation in the case of minority investor protection and market transparency (Circular No. 3531 in Argentina, Law No. 10303 in Brazil and the Take-over Law in Chile). On the other hand, Mexico and Spain have issued regulations focused on transparency information (the Transparency Law in Spain and the CUE Circular in Mexico). Codes of good governance have been adopted by all countries except Chile, which bases its corporate governance on the OPAs (Take-over bids) Act. The practices addressed in corporate governance codes are focused on the Board, whose main function is to monitor and supervise management performance. These codes contain a set of recommended practices defining the functions, structure, composition and creation of different committees that support the Board, together with aspects related to COB-CEO duality. Spain and Chile are the countries that have adopted most such practices. The audit function is another important corporate governance dimension in the codes, concerning the role, liabilities and composition of the Audit Committee. This body is responsible for ensuring full and transparent disclosure of company transactions. Mexico is the country that pays most attention to the audit function. Practices relating to the general meeting, disclosure, conflicts of interest and Board support committees are established in all governance codes, especially in Argentina, Brazil and Mexico.
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Hartono, Rudi, Marlina Marlina und Muaz Zul Muaz Zul. „Pelaksanaan Peraturan Menteri BUMN Nomor: PER-01/MBU/2011 Tentang Penerapan Tata Kelola Yang Baik (Good Corporate Governance) Pada BUMN (Studi Kasus Di PT Perkebunan Nusantara IV)“. ARBITER: Jurnal Ilmiah Magister Hukum 2, Nr. 1 (02.05.2020): 23–32. http://dx.doi.org/10.31289/arbiter.v2i1.104.
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Good Corporate Governance can be understood as a set of regulations governing Limited Liability relationship between shareholders, management companies and other stakeholders with regard to the rights and obligations, one of which is the decision-making at the Board of Directors and Board of Commissioners. The provisions stipulated in the Regulation of the Minister of SOE No. PER-01 / MBU / 2011, the publication of these regulations ultimately aims to create corporate governance that provides added value for all parties. The research method used is a normative legal research methods that are qualitative, such methods researchers conducted a discussion of the law in legislation through legal theories that found the answers to legal issues in accordance with applicable regulations. Barriers to implementation of Good Corporate Governance is composed of several factors, among others, legal, corporate culture and human resources, but the implementation of PT Perkebunan Nusantara IV remain committed. As part of its commitment to the forming section, which is responsible for monitoring and encouraging implementation of application in accordance with the provisions of the Law.
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Yiu, Daphne W., William P. Wan und Yuehua Xu. „Alternative Governance and Corporate Financial Fraud in Transition Economies: Evidence From China“. Journal of Management 45, Nr. 7 (12.03.2018): 2685–720. http://dx.doi.org/10.1177/0149206318764296.
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How corporate governance mechanisms function in transition economies is a key topic for corporate governance researchers and policy makers. We propose that alternative governance mechanisms are in place to mitigate corporate fraudulent behaviors in the fluid state of transition economies where the establishment and enforcement of corporate governance legislation are presently insufficient. Drawing on the twin set of institutional logics—the institutional embeddedness logic and the institutional substitution logic—we posit that three salient types of prevailing alternative governance mechanisms (relational, administrative, and foreign governance) play important roles in transition economies because they are complementary to the institutional conditions at the time of the transition process. Conducting a bivariate probit analysis of a matched sample of corporate financial fraud cases in China, we find that strategic alliances, business group affiliation, nontradable state shares, local government ownership, use of foreign auditors, and foreign listing can deter corporate financial fraud, while foreign listing is also effective in detecting fraud. We also find that the deterrence effects of strategic alliances and business group affiliation become weaker as law development improves, while foreign listing and legal governance are completely substitutive. Our study provides a contextualized view of corporate governance that connects its effectiveness with institutionalization and the institutional state of a country. Our study also enriches our understanding of some unfamiliar forms of governance mechanisms that are in place and complementary to a country’s institutional conditions.
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Şahin, Ayşe. „How Principles of Business Ethics Relates to Corporate Governance and Directors?“ European Journal of Economics and Business Studies 4, Nr. 3 (01.12.2018): 22–27. http://dx.doi.org/10.2478/ejes-2018-0056.
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Abstract How can we define business ethics? Which principles are inherent in it? Business ethics propose several principles to be considered by companies, commercial entities, as well as other entities such as NGO’s, cooperatives, public organizations etc. First, this study will clarify the meaning and scope of business ethics and the principles included, such as integrity, fairness, trust, openness, truthfulness etc. Secondly, I will try to examine different facets of business ethics. I will approach this concept especially from a legal perspective and try to determine which aspects of this concept have been integrated into law. Business ethics has reflections especially in business law and corporate governance and is being “legalized” by the corporate codes of conduct. This study aims to clarify that business ethics are mentioned explicitly in Turkish law, in the Code of Corporate Governance concerning public companies and discuss legal impact of this regulation. As a result of this quotation in the Turkish Legislation, there could be revealed several questions. One of the questions is whether ethical standards might be a source of liability of the board and directors. In my presentation I would like to examine to what extent ethical standards interrelates with corporate governance codes and the liability of directors. Business ethics can be described as a source concept and a set of principles, that gives rise to fields such as “corporate governance”, “corporate responsibility”, “liability of directors” and “human rights in business” concerning especially working conditions of the employees. Business ethics has an intersection with all the mentioned fields. In the second part of this study, I will try to clarify the connection of business ethics with corporate governance principles in business and then conclude how business ethics has been adopted into legal system and how it shapes and affect business practices especially in Turkish law.
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Rudolf, Stanisław. „The Impact of Economic Crises on Changes in Corporate Governance“. Equilibrium 6, Nr. 4 (31.12.2011): 7–20. http://dx.doi.org/10.12775/equil2011.025.
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Over the last 10 - 15 years significant changes took place in principal systems of corporate governance i.e. in the Anglo-Saxon and German systems. These changes were of similar or the same character. This was an effect of economic crises, mainly crises of 1997 – 1998 and 2007 – 2009. The crises have influenced the changes either directly through amendments in the so-called hard law of national systems of supervision or indirectly through recommendations on corporate governance issued by international institutions and organizations. The OECD and the European Commission played the most important part in this respect. These organizations had a big impact on the formation and shape of the so-called codes of good practice, whose principles are generally implemented by companies, mainly listed companies. The principles happen to be of the so-called soft law character and after some encouraging experience with their use take on the form of legislation.
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SORABJI, John, und Steven VAUGHAN. „“This Is Not A Rule”: COVID-19 in England & Wales and Criminal Justice Governance via Guidance“. European Journal of Risk Regulation 12, Nr. 1 (09.02.2021): 143–58. http://dx.doi.org/10.1017/err.2020.118.
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While soft law is an integral part of the efficient and effective functioning of public administration in England & Wales, the extent to which it was deployed in response to COVID-19 is striking, with over 400 pieces of “guidance and regulations” created. In this article, we consider the general place of soft law in administrative law in England & Wales and the broad regulatory framework, including soft law, that governs the COVID-19 pandemic. This allows us to take a deep dive into COVID-19 and the criminal justice system, showing how the senior judiciary relied predominately on soft law (judicial guidance and protocols) to manage the system (set against the backdrop of targeted legislation and a limited number of Practice Directions, which have the force of law). We argue that the senior judiciary’s approach to the use of COVID-19 soft law has, in many ways, been more effective than that taken by the government. Yet there remains room for improvement, particularly in the nature of the judicial guidance issued and about what guidance was in place and when.
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Naldo, Rony Andre Christian, und Mesdiana Purba. „KONSEP PERTANGGUNGJAWABAN MUTLAK KORPORASI SEBAB KEBAKARAN LAHAN PERKEBUNAN MENGAKIBATKAN ANCAMAN SERIUS“. JURNAL ILMIAH ADVOKASI 9, Nr. 2 (22.09.2021): 83–97. http://dx.doi.org/10.36987/jiad.v9i2.2132.
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As a legal subject, in addition to rights holders, corporations are also legal obligations. In carrying out business activities estates, corporations bear a legal obligation to implement the Corporate Governance (Good Corporate Governance / GCG) and the Social Responsibility and Environment (Corporate Social Responsibility / CSR) to the realization of sustainable development. With regard to the legal obligation to implement good corporate governance and CSR activities in the plantation business, the corporation shall not open or tilling the land by burning, as fire plantation corporation can lead to a serious threat to inflict harm the environment. The fact is that on the island of Sumatera, there have been fires on plantations of various corporations resulting in a serious threat, which in Civil Law is an Act Against the Law (PMH) with the consequence of absolute liability to corporations to compensate for environmental losses. This study discusses the concept of absolute corporate accountability because plantation land fires pose a serious threat. This study is prescriptive, using normative legal methods, referring to the legal norms contained in the legislation, using secondary data. This study uses a variety of legal approaches, concepts, legal comparisons, and history. The results of the study concluded that there are 13 (thirteen) concepts related to corporate absolute responsibility because plantation land fires cause a serious threat, and there are still 4 (four) things that are weaknesses.Keywords: Accountability, Corporate, Serious Threats.
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Ruohonen, Janne, Lassi Salminen und Veikko Vahtera. „Governance and Steering of MOCs in Finland – Legal Perspective“. Lex localis - Journal of Local Self-Government 19, Nr. 3 (22.07.2021): 705–28. http://dx.doi.org/10.4335/19.3.705-728(2021).
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Local governments often use corporations for public service output. In Finland, limited liability companies can be used as a means to produce functions that a municipality is required to engage in by law or those functions that are optional for a municipality. This paper explains the current state, regulative background and reasons for corporatisation in Finnish municipalities. We then present a legal analysis of the legal strategies provided in the legislation that a municipality can use to govern and steer its external corporate bodies. Understanding the legal boundaries and possibilities is imperative for extending local self-governance to MOCs, and to align their goals with those of the municipality.
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Милов, П. О., und М. К. Воронцов. „PROBLEMS OF CORPORA TE RELATIONS REGULATION BY CIVIL LEGISLATION“. Vestnik of Russian New University. Series "Man and society", Nr. 1 (31.01.2024): 163–68. http://dx.doi.org/10.18137/rnu.v9276.24.01.p.163.
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Регулирование корпоративных отношений в Российской Федерации началось относительно недавно, а именно в 2013 году, в рамках проведения реформы гражданского законодательства. По этой причине в рамках данных правоотношений до сих пор присутствует ряд актуальных проблем, которые необходимо решать, поскольку отношения, протекающие в рамках корпорации, отличаются не только особой ответственностью, но и зависимостью от внешних обстоятельств. В последнее время практиками отмечается увеличение корпоративных конфликтов, которые во многом возникают по причине недостаточного уровня корпоративного управления. В статье проводится анализ гражданско-правового регулирования корпоративных отношений, а также выделяются отдельные вопросы, требующие внимания не только законодателя, но и исследователей. The regulation of corporate relations in the Russian Federation began relatively recently, in 2013, as part of the reform of civil legislation. For this reason, within the framework of these legal relations, there are still a number of urgent problems that need to be solved, since the corporate relations are both highly responsible and dependent on external circumstances. Recently, practitioners have noted an increase in corporate conflicts, which largely arise due to insufficient level of corporate governance. The article analyzes the civil law regulation of corporate relations, and also highlights certain issues that require the attention of both legislators and researchers.
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Ffolkes-Goldson, Suzanne Cecile. „Corporate governance as a mechanism for the deterrence of economic crimes in the Commonwealth Caribbean“. Journal of Financial Crime 22, Nr. 3 (06.07.2015): 347–53. http://dx.doi.org/10.1108/jfc-03-2014-0015.
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Purpose – The purpose of this paper is to highlight the need for good corporate governance (CG) as one of the mechanisms to combat corporate misconduct and, by extension, to encourage economic growth and development, with special emphasis on Jamaica, which not only has seen the greatest financial sector meltdown in the region, but has also seen the greatest response to the need for CG initiatives. Design/methodology/approach – For the past 20 years, CG has been at the forefront of discussions, legislation and moral suasion regarding corporate transparency and accountability, especially in the wake of spectacular scandals from the Maxwell debacle in the United Kingdom (1992), to Enron in the USA (2001), to the world economic crisis (2008). Codes have been adopted and legislation drafted to meet the concerns regarding corporate abuse, which have not only had an impact on the corporations and their shareholders, but also on a wider group of stakeholders, which includes, in some cases, the countries in which they operate. Not only have these scandals rocked the developed world, but corporate misconduct has taken an especially debilitating toll on developing economies, such as those found in the Commonwealth Caribbean. The cost of corporate misconduct in the region has included government bailouts, loss of jobs and loss of confidence in the markets. These, in turn, have had some negative impact on the development of many of the countries, which includes slow, stagnant or negative economic growth. Findings – The attention to CG in the Commonwealth Caribbean has grown tremendously in the past 10 years by the introduction of codes and legislation with a focus on transparency and accountability in accordance with international standards. The challenge now appears to be the need to link these initiatives with the anti-corruption project. This may be best achieved through the acknowledgment of the need for the private sector to play a greater role in the prevention of corruption through CG initiatives. Put another way, there may be need for an increased focus on the demand side of bribery and corruption rather than simply on the supply side. Finally, the development of emerging economies relies heavily on the stemming of corruption and mismanagement both in the public sector and the private sector. Originality/value – The original value of this paper is the development of CG principles in the region.
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Kumar, Ashwani, und Ashwani Kumar Dwidvedi. „The Development and Effects of Environmental Law on Green Governance“. Journal of Law and Sustainable Development 11, Nr. 6 (11.09.2023): e1182. http://dx.doi.org/10.55908/sdgs.v11i6.1182.
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Objective: The legal framework governing ecological preservation and sustainability is best appreciated via research into the history and impact of environmental legislation on the "green" notion. It explains how laws and regulations affect the environment, shifting business models, government regulations, and individual attitudes and actions in a more sustainable direction. In a world where environmental legislation, sustainable practices, and ecological challenges are on the rise, it is crucial to have this knowledge. There are several obstacles in the way of the growth and consequences of environmental law on the "green" idea, including the need to strike a balance between economic interests and ecological preservation, the need to ensure worldwide harmonization of rules, and the need to adjust legal frameworks to handle developing environmental difficulties.
Method: This paper proposes the Contrastive Exploration and Influence of Environmental Law (CE&IEL), which will examine the development and current relevance of environmental law, focusing on its transformative effects on sustainable practices within the "green" framework. The research has a number of potential uses, including informing policy decisions by illuminating the ways in which environmental laws affect "green" practices, assisting industries in aligning with sustainable regulations to increase corporate responsibility, and assisting educational institutions in integrating legal and ecological perspectives to better prepare students for careers in environmental governance.
Result: Computerized models (CM) are used in the growth and impacts of environmental law on green to foresee how shifting environmental legislation would affect green business practices.
Conclusion: This strategy helps policymakers, industries, and researchers understand the dynamic interplay between legal reforms and their impact on developing ecological consciousness through the use of simulated trials of alternative legal approaches, revealing previously unknown insights.
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Cherkasova, Oxana, und Sergey Sosnovskikh. „Legal and social aspects of the state participation in the governance of the large corporations in Russia“. E3S Web of Conferences 222 (2020): 06004. http://dx.doi.org/10.1051/e3sconf/202022206004.
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This paper evaluates the legal status of the Russian federal government as a corporate governance participant using the example of large sectorial companies. The state commonly regulates economic processes and focuses on pursuing the public interest. It also acts as a guarantor of social responsibility, and this affects decision-making processes in state-owned corporations. In Russia, the federal government has always played an essential role in the business activities of enterprises. Many companies are known to be state-owned or have close links to the state authorities and policymakers. This raises an academic debate concerning the development of market competition, state participation, and business environment. We propose approaches to understanding the participation of the state and unitary enterprises in corporate governance in Russia. By employing secondary data analysis as well as examining the Russian legislation in corporate law, we attempt to determine the legal and social status of the federal government in managing large corporations. This study addresses the issues of the duality of the legal status of the government in corporate governance and its impact on managerial decision-making.
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Krotova, Margarita K. „Trends in Legal Regulation of Corporate Governance in the Fuel and Energy Complex“. Energy Law Forum, Nr. 1 (März 2024): 44–50. http://dx.doi.org/10.61525/s231243500030171-6.
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Corporate governance is crucial for a company’s operations. The effectiveness of establishing a corporate structure largely determines the outcomes of an organization’s activities. However, successful management depends not only on complying with the “language” of law but also on understanding modern trends and tendencies in the changing reality. This article examines current trends in corporate governance using the structures of large fuel and energy holdings as an example. It also proposes ways of optimization for the successful development of the country’s strategic activities in the near future. Restrictive measures and sanctions make companies feel vulnerable. Therefore, the legislation aims at protecting the rights and interests of major market players by implementing effective measures. However, a deep analysis of introduced concessions of requirements shows that not all of them have a positive effect. That is why this study focuses on the current problems and solutions. The author proposes measures to improve corporate governance systems, including the possibility of utilizing artificial intelligence and modernizing information disclosure to reflect current realities.
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Santella, Paolo, Enrico Baffi, Carlo Drago und Dino Lattuca. „Legal Obstacles to Institutional Investor Activism in the EU and in the US“. European Business Law Review 23, Issue 2 (01.03.2012): 257–307. http://dx.doi.org/10.54648/eulr2012016.
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Starting from the observation that at the multilateral level shareholder activism is considered as an important aspect of good corporate governance, this paper examines several legal and economic obstacles to institutional investor activism in the EU and in the US. We find that investors in the US seem to have easier access to proxy voting than in the EU (although recent EU legislation should remove several of the present legal obstacles) even though the SEC allows only long-term relevant shareholders to include nominees on the corporate proxy; that conflicts of interest might limit the activism of several categories of institutional investors both in the US and in the EU; that some national legislations in the EU limit the ability of institutional investors to coordinate their voting policies; that recent EU legislation has introduced discriminatory requirements for some institutional investors when they acquire control of listed and non-listed companies; that recourse to stock lending and other forms of separation of financial risk from voting rights seems to be practiced more by controlling shareholders at the expense of institutional investors than the opposite, something which should be clearer in the near future with an upcoming EU legislation which should extend the transparency requirements for all shareholders to borrowed securities, cash-settled derivatives and other instruments that allow to exercise voting influence in a company; and that proposed EU legislation provides transparency requirements and permanent limitations to naked short selling largely in excess of the US regulatory framework.
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Mijatović, Marija. „"Soft" regulation of corporate governance in Serbian law: Methodological emulation of the European Union legislation“. Civitas 9, Nr. 1 (2019): 42–55. http://dx.doi.org/10.5937/civitas1901042m.
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Burrowes, Ashley, und Ann Hendricks. „Independent financial experts: From wished for to wistful thinking“. Managerial Finance 31, Nr. 9 (01.09.2005): 52–62. http://dx.doi.org/10.1108/03074350510769866.
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The aftermath of the Enron collapse included Congressional legislation known as the Sarbanes‐Oxley Act (SOX), which was rushed into law on July 29, 2002, by President Bush. This legislation, aimed at restoring confidence in the financial markets, addresses many aspects of corporate governance. This article addresses the audit committee provisions of SOX, particularly the requirements for independent membership and financial expertise. The article outlines the legislative requirements and then discusses the possible effects of this ‘patch‐up’. Is it too little too late and how long will the patch last?
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Bajra, Ujkan, und Simon Čadež. „Alternative regulatory policies, compliance and corporate governance quality“. Baltic Journal of Management 15, Nr. 1 (04.12.2019): 42–60. http://dx.doi.org/10.1108/bjm-11-2018-0373.
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Purpose The purpose of this paper is to examine empirically the evolution of corporate compliance with the eighth Company Law Directive (CLD) over time, the relationship between the degree of compliance with the eighth CLD and corporate governance quality (CGQ), and the relative effect of compliance with the eighth CLD and Sarbanes–Oxley Act (SOX) on CGQ. Design/methodology/approach The hypotheses are tested on a sample of EU firms that are cross listed in the EU and the USA and, thus, subject to both EU and US legislation, using fixed effects panel regression analysis. Findings The authors find that compliance levels with the eighth CLD are increasing over time, yet they vary considerably across constituent provisions. The authors also find that higher compliance is positively related to CGQ, although the effect size is higher for compliance with the eighth CLD than for compliance with SOX. Originality/value This study is original from many perspectives. Unlike most prior studies, which rely on binary variables to represent the constructs appraised in this study, novel and advanced measures of compliance and CGQ are constructed. Next, this study examines EU firms that have received very little research interest compared to US firms. Third, in an innovative approach, the authors appraise the relationship between the degree of compliance and CGQ longitudinally at both the aggregate and the constituent provision levels.
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Lapina, Yuliya, Alexander Kostyuk, Udo Braendle und Yaroslav Mozghovyi. „Shareholders rights and remedies (comparative law perspective)“. Corporate Board role duties and composition 12, Nr. 3 (2016): 6–13. http://dx.doi.org/10.22495/cbv12i3art1.
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The main aim is to discuss shareholder rights protection in Ukraine and Germany, which have the same Civil law legal system. Our contribution outlines, systemizes and accesses approaches how critical and weak issues in the area of shareholder protection are resolved in both countries using the mechanisms of corporate governance. Using Germany as a benchmark, the paper identifies that the most important and efficient mechanisms of shareholders rights protection, which can be implemented in Ukrainian companies are the following: principle of equal treatment and duty of loyalty which should be fixed in the legislation; enhancing the role of the National Securities and Stock Market Commission; introduction of the derivative suit system.
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Shitkina, Irina S. „Infl uence of Sanctions and Anti-Sanctions Measures on the Development of Corporate Legislation, Practice of Its Application and Scientifi c Doctrine“. Zakon 20, Nr. 1 (Januar 2023): 162–75. http://dx.doi.org/10.37239/0869-4400-2023-20-1-162-175.
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The article is focused on the influence of sanctions and anti-sanctions measures on the development of corporate legislation, practice of its application and scientific doctrine. With respect to duration of antisanctions measures the author believes that it is more appropriate to define period of applicability of the special rule before introduction into the legislation of other changes (and not to determine specific period of application of the anti-sanctions measure). The author concludes that public companies in the course of antisanctions regulations were granted with substantial discretion with respect to the internal corporate procedures and disclosure of information. They are already not fully compliant with the ordinary legislation requirements. The article critically evaluates legislative initiatives on possibility of membership of the legal entities in the boards of directors because this decreases professional level of the board and personal liability of its members. In general, the author concludes that corporate law in the period of sanctions requires special attention. Keeping the achieved level of corporate governance and its subsequent increase is necessary not for foreign rankings but to secure economic stability of the Russian economy and to increase effectiveness of entrepreneur activity.