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1
Armour, John, Henry Hansmann, and Reinier Kraakman. "The Essential Elements of Corporate Law. What is Corporate Law?" IUS ET VERITAS, 2017. http://repositorio.pucp.edu.pe/index/handle/123456789/122373.
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This article is the first chapter of the second edition of “The Anatomy of Corporate Law: A Comparative and Functional Approach”, by Reinier Kraakman, John Armour, Paul Davies, Luca Enriques, Henry Hansmann, Gerard Hertig, Klaus Hopt, HidekiKanda and Edward Rock (Oxford University Press, 2009). The book as a whole provides a functional analysis of Corporate (or Company) Law in Europe, the U.S., and Japan. Its organization reflects the structure of Corporate Law throughout all jurisdictions, while individual capitals explore the diversity of jurisdictionalapproaches to the common issues of Corporate Law. In its second edition, the book has been significantly revised and expanded.Este artículo es el primer capítulo de la segunda edición de The Anatomy of Corporate Law: A Comparative and Functional Approach, por Reinier Kraakman, John Armour, Paul Davies, Luca Enriques, Henry Hansmann, Gerard Hertig, Klaus Hopt, Hideki Kanda y Edward Rock (Oxford University Press, 2009). El libro como un todo provee un análisis funcional del Derecho Corporativo (o Societario) en Europa, Estados Unidos y Japón. Su organización refleja la estructura del Derecho Corporativo a lo largo de todas las jurisdicciones, mientras que los capítulos individuales exploran la diversidad de los enfoques de distintas jurisdicciones a los problemas comunes del Derecho Corporativo. En su segunda edición, el libro ha sido significativamente revisado y expandido.
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Karavias, Markos. "Corporate obligations under international law." Thesis, University of Oxford, 2011. http://ethos.bl.uk/OrderDetails.do?uin=uk.bl.ethos.617599.
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Corporations have emerged as key actors on the international plane challenging the prevalence of the sovereign State as the basic block of the international legal order. Not only does the economic power of corporate entities outstrip that of certain States, but also corporations are increasingly assuming functions comparable to those of States as a result of the trend of privatization. It is for this reason that calls for the direct regulation of corporations by virtue of international law have proliferated. The creation of international law obligations binding directly on corporations is thought to be a credible means of securing compliance of corporate conduct with fundamental rules of the international legal order. The question then becomes how corporate obligations fit within the predominantly State-centric framework of international law. An examination of corporate obligations under international law has to proceed on a number of levels. If international law is found to be applicable to corporations, then one needs to ascertain the conditions necessary for the emergence of corporate obligations. The next level is an ontological one, namely an examination of the sources of potential corporate obligations under positive international law resulting in the affirmation or negation of the creation of corporate obligations. The attitude of States towards corporate obligations as it transpires from the examination of the sources speaks to the normative concerns underlying the whole endeavor to envelop corporations in the international legal order. The final level of analysis is structural. Assuming that international law gives rise to obligations binding directly on corporations, one has to question the scope and structure of performance of these obligations as compared to the respective obligations of States.
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Wohlschlegel, Ansgar. "The economics of corporate bankruptcy law." [S.l. : s.n.], 2002. http://deposit.ddb.de/cgi-bin/dokserv?idn=96600664X.
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Anyadiegwu, Okay Hyacinth. "Minority shareholder's remedies in corporate law." Thesis, University of British Columbia, 1991. http://hdl.handle.net/2429/42044.
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Investment in the corporate venture may sometimes be a risky venture for the
minority shareholders. Apart from the business risk of the undertaking, there is also
the risk of disagreement within the corporate organization. The interests of minority
shareholders has often been made virtually worthless by the machinations of those in
control of the corporation. They are often deprived of any income from the
corporation either in the form of dividends or salary, they are not allowed any effective
voice in the business decisions and they are denied any information about corporate
affairs. Often, they are eventually eliminated from the corporation at a fraction of the
real value of their interests.
Conflicts of interests which exist or develop among the shareholders constitute a
threat to the success of the venture. In the absence of protective mechanisms, control
is in the hands of the holders of the majority of the corporation's voting shares. While
remedies do exist in the law for problems which arise unexpectedly, much could be
done at the inception of the business venture to reduce the possibility of conflicts of
interests arising. Careful planning in the initial periods of the incorporation of the
corporate organization will do-much to reduce the risk to investors and provide them
with a structure for their relationships.
However, even detailed planned and constructed contractual mechanisms do not
always take care of the wide variety and forms which the suppression of minority
interests may take. The contractual arrangements may be inadequate to take care of
unforeseen future contingencies. Corporate law and the statutory provisions play active
role roles here. By providing the statutory remedies, the law enables minority
shareholders to either prevent the threat or rectify the abuse of corporate power. But
most of these corporate law remedies are surrounded with procedural requirements and
other technicalities which may diminish their utility as protective weapons available to
the minority shareholders.
The purpose of this work is to examine the adequacy of the statutory protections
available to the minority shareholders vis-a-vis the private contractual mechanisms
which also protect their interests. This study will develop its lines of enquiry by
considering the leading schools of thought in corporate law. These schools are the
traditional legal view and the economic approach to corporate law. While the
traditional approach supports state intervention in the corporate affairs either by
regulation or the facilitation of shareholder litigation, the economic approach views the
corporation as founded on private contract where the role of the state is limited to
enforcing contracts entered into by the participants in the intra corporate contract.
Notwithstanding the adoption of contractual mechanisms by the shareholders
and the development of the economic approach to corporate law with emphasis on the
dynamics of the market forces which align the interests of management with that , of
shareholders, this study suggests that minority shareholders still need the protection
afforded by the statutes.Law, Peter A. Allard School of
Graduate
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Mokal, Rizwaan Jameel. "Corporate insolvency law : theory and application /." Oxford [u.a.] : Oxford Univ. Press, 2005. http://www.gbv.de/dms/spk/sbb/recht/toc/380111381.pdf.
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Univ., Diss.--London, 2001.Formerly CIP. Includes bibliographical references (S. [341] - 351) and index. Introduction : consistency of principle in corporate insolvency -- The creditors' bargain and the collectivity of the liquidation regime -- The authentic consent model : justifying the collective liquidation regime -- The pari passu principle and its relationship with other methods of insolvency distribution -- The priority of secured credit -- Administrative receivership and the floating charge -- Administration -- The wrongful trading provisions -- Adjusting transactions involving distressed companies.
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Cabral, Harsha, and n/a. "Corporate law, derivative actions : a comparative approach." University of Canberra. Law, 1999. http://erl.canberra.edu.au./public/adt-AUC20060622.163443.
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This thesis is a culmination of a research of a particular branch of Corporate Law, which
has grown in several major parts of civilized jurisdictions. The thrust of the study was to
evaluate the past, present and the future of a particular type of action known in Corporate
Law under the umbrella of shareholder remedies - the 'Derivative Action' with emphasis
to develop the law in one jurisdiction profiting from another. The research thus reveals
how, when and where the so called action originated, the initial effects these actions had on
the corporate world including shareholders, companies and related persons natural or
juristic. Though much has been written by way of books, treatises and articles and several
researches have dealt with the common topic shareholder remedies in its broad perspect,
there is no separate study carried out on this topic in its global context with a comparative
focus. This study has therefore given me the drive, initiative and courage to look at the
conceptual view or the macro view of the so called 'Derivative Action' with of course
special emphasis on the Australian and Sri Lankan jurisdictions in its micro aspects. This, I
believe is the first time anyone has undertaken such a task. The study thus travels through
distant roads of common law action to the statutory form of the action in the relevant
jurisdictions and finds it driving with much purpose in jurisdictions such as Australia and
Sri Lanka which are both in the transitional era from the common law action to the
statutory action.
The research is based on the collection of material namely, case law - Australian, Sri
Lankan and international on the matters in issue, Legal treatises on the subject matter local
and international, Law reform material - Australian, Sri Lankan and international on the
topic, Bills and Statutes available on the topic in Australia, Sri Lanka and other countries.
I have met resource personnel with regard to Law Reform in several jurisdictions on the
matters in issue and visited the Australian Stock Exchange and the Colombo Stock
Exchange.
The research findings depend mainly on the electronic data available in addition to
resources available at the University of Canberra, the Australian National University,
Colombo Law Library, The Colombo Law Society Library and the Sri Lanka Supreme
Court Judges' Chambers Library and the Sri Lanka Attorney General's Department
Library. Visits to the McGill University in Montreal, Canada and the corporate law sector
in New Zealand, including Universities and Law Offices in Christchurch and Auckland too
has helped me considerably in the process.
Review of the literature of the proposed statutory Derivative Action in Australia and the
proposed statutory Derivative Action in Sri Lanka, are based mainly on; Enforcement of
the duties of directors and officers of a company by means of a statutory derivative action
(Report No. 12) Companies and Securities Law Review Committee. (November 1990.),
Corporate Practices and the Rights of Shareholders (Report of the House of
Representatives Standing Committee on Legal and Constitutional Affairs) Parliament of
the Commonwealth of Australia. (November 1991.), Report on A Statutory Derivative
Action Companies and Securities Advisory Committee. (July 1993.), Corporate Law
Economic Reform Program (CLERP) Proposal Paper No 3 (1997), the CLERP draft
legislative provisions (1998), Australian case law on the application of the common law
Derivative Action, both in the High Court and in individual States and Australian articles
on Derivative Action as a common law remedy and on the introduction of the statutory
action. In the Sri Lankan context, the proposals in Sri Lanka for the statutory Derivative
Action and the case law in Sri Lanka on the application of the common law remedy has
been referred to. Other literature include, material available on the Canadian formula of
Derivative Action, including Statutes, Rules, case law, articles and other relevant data,
material available on the Derivative Actions in the United States, material available in New
Zealand on Derivative Actions, material available in England on Derivative Actions,
namely on the common law approach, case law, articles, Bills, Rules and other connected
material, Statutes on Derivative Actions in other jurisdictions at present and Hong Kong
proposals for a statutory Derivative Action, to name some.
The aforesaid material and the review of the same have assisted the study as follows:
-To place the past, present and the future of the common law Derivative Action.
-Examine the objectives of the Derivative Action.
-The operation of the common law aspects of the action.
-The benefits of the statutory form of the action.
-Experiences of other countries in the recent past on the subject.
-The Australian reform process presently underway.
-The best experiences in Australia with regard to case law.
-To evaluate whether the remedy should be limited to fraud on the minority or whether it
should be extended further even to negligence.
-How best Sri Lanka could benefit from the Australian formula of the statutory form of the
action.
-To evaluate whether the proposed model of the statutory action in Sri Lanka is adequate in
view of the Australian and other accepted formulae on the subject.
-Whether the common law action should be expressly abolished in Sri Lanka.
-Consider the possible introduction of the best methods to Sri Lanka.
Finally, the research speaks for itself the need for a statutory Derivative Action for Sri
Lanka in the future, to be an improvement on the Canadian, New Zealand and Australian
models. The research findings, especially in its conclusions and recommendation in
Chapter 8, will no doubt help to improve the proposed statutory Derivative Action in Sri
Lanka in a small way.
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Ferrell, Frank Allen. "Essays in financial regulation and corporate law." Thesis, Massachusetts Institute of Technology, 2005. http://hdl.handle.net/1721.1/32407.
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Thesis (Ph. D.)--Massachusetts Institute of Technology, Dept. of Economics, 2005.Includes bibliographical references.
In the first essay, we investigate which provisions, among a set of twenty-four governance provisions followed by the Investor Responsibility Research Center (IRRC), are correlated with firm value and stockholder returns. Based on this analysis, we put forward an entrenchment index based on six provisions - four "constitutional" provisions that prevent a majority of shareholders from having their way and two "takeover readiness" provisions that boards put in place to be ready for a hostile takeover. We find that increases in the level of this index are monotonically associated with economically significant reductions in firm valuation, as measured by Tobin's Q. We present suggestive evidence that the entrenching provisions cause lower firm valuation. We also find that firms with higher level of the entrenchment index were associated with large negative abnormal returns during the 1990-2003 period. Furthermore, we find that the provisions in our entrenchment index fully drive the correlation, identified by prior work, that the IRRC provisions in the aggregate have with reduced firm value and lower stock returns during the 1990s. We find no evidence that the other eighteen IRRC provisions are negatively correlated with either firm value or stock returns during the 1990-2003 period. The second essay investigates the effect the imposition of mandatory disclosure in 1964 on over-the-counter firms had on stock volatility, stock returns and stock synchronicity. This study finds that mandatory disclosure is associated with both a dramatic reduction in the volatility of OTC stock returns and with OTC stocks enjoying positive abnormal returns.
(cont.) The third essay investigates whether the empirical evidence favors state competition for corporate incorporations. The essay concludes that the existing empirical evidence does not favor state competition. Moreover, data on incorporation choices made by firms supports this conclusion. States with wealth-reducing state antitakeover statutes are not penalized in the market for incorporations. The fourth essay addresses whether dispersion of ownership in the United States can be explained by the U.S. having a strong corporate and securities legal regime. The essay concludes that dispersion of ownership cannot be so explained.
by Frank Allen Ferrell.
Ph.D.
8
Polo, Andrea. "Essays in corporate restructuring, reputation and law." Thesis, University of Oxford, 2012. http://ora.ox.ac.uk/objects/uuid:7785081d-93c5-4453-9cbf-021306430f17.
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This dissertation consists of three essays which examine topics at the intersection of law and finance. The first essay investigates the role of regulatory sanctions and reputational damage in financial markets. We study the impact of the announcement of enforcement of financial and securities regulation by the UK’s financial regulators on the market price of penalized firms. We find that reputational sanctions are very real: their stock price impact is on average almost 9 times larger than the financial penalties imposed. Furthermore, reputational losses are confined to misconduct that directly affects parties who trade with the firm (such as customers and investors). In the second essay we analyze the costs and benefits associated with secured creditor control in bankruptcy. We do it by studying the highly contested practice of UK pre-packs, where a deal to sell the business is agreed before publicly entering into bankruptcy. Contrary to widespread criticism that this procedure leads to collusion, we find no evidence of exploitation of conflict of interests and we find that it preserves the value of the business and maximizes recovery in circumstances in which a public announcement of bankruptcy would destroy value. In small businesses where secured creditors are concentrated the benefits of their control seem to outweigh the costs. Finally, in the last essay we examine whether mandatory shareholder voting prevents wealth destruction in corporate acquisitions. We study the UK setting where all large transactions must have shareholder approval. We observe that such Class 1 transactions always get consent. Nevertheless, there is a striking difference between the performance of acquirers between Class 1 and other transactions. The finding is most pronounced for transactions in a narrow neighbourhood of the size threshold, and is robust to a large set of controls for confounding effects.
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Harris, Rudessa. "Corporate Governance law reform in South Africa." Diss., University of Pretoria, 2016. http://hdl.handle.net/2263/60052.
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van, Zwieten Kristin. "The demise of corporate insolvency law in India." Thesis, University of Oxford, 2012. http://ora.ox.ac.uk/objects/uuid:b19387d6-1a57-4e60-b46b-ca2c7a469afe.
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The subject of this thesis is the operation of corporate insolvency law in post-colonial India. Indian corporate insolvency law has been widely condemned as dysfunctional, critics complaining of extreme delays and a series of associated harms to creditors in the disposal of formal proceedings. Surprisingly little is known, however, about why the law has ‘failed’ creditors in this way - why the law operates as it does. That is the question that motivates this thesis. The thesis reports the results of an in-depth study of the introduction and development of India’s two principal insolvency procedures for corporate debtors: liquidation (under the Companies Act 1956) and rescue (under the Sick Industrial Companies (Special Provisions) Act 1985, for industrial companies). The most significant contribution made by the thesis is the reporting of new evidence of the influence of judges on the development of these two insolvency procedures over time, drawn from an original analysis of a large body of Indian case law. This evidence suggests that the role of the courts (or more specifically, the role of judges) has been significantly underestimated in previous attempts to explain the demise of corporate insolvency law in post-colonial India.
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Kastrinou, Alexandra. "European corporate insolvency law : an analysis of the corporate rescue laws of France, Greece and the United Kingdom." Thesis, University of Leicester, 2010. http://hdl.handle.net/2381/9071.
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The thesis focuses on European corporate insolvency law by reference to the laws as developed of three different jurisdictions, namely France, Greece and the United Kingdom. The thesis is aimed at providing an analysis of the insolvency laws of the three jurisdictions, while the main focus is on the corporate rescue mechanisms that are available in the three jurisdictions. Although the thesis provides an overview of the historical background of the insolvency law regime in each of the three jurisdictions, it, particularly, focuses on reforms introduced within the last decade, namely from the early 2000s. The key concern of this research is to provide an account of the similarities of and differences between the French, Greek and the United Kingdom’s insolvency laws and with the use of comparative law to identify the strengths and weaknesses of each system and to assess the effectiveness of the reforms recently introduced in each jurisdiction. Although the thesis acknowledges the evolution of convergence between the insolvency law regimes of the three jurisdictions, it does not aspire to propose substantive harmonisation of cross-border insolvency. Furthermore, the thesis offers a conceptual analysis of the legal concept of corporate rescue, and identifies the underlying factors in relation to the insolvency and rescue laws of the three jurisdictions, such as their social, political and legal cultures. Additionally, the thesis provides an analysis of the role of certain key ‘actors’ which are affecting the outcome of rescue proceedings, such as the management of a distressed company, the courts, insolvency practitioners and creditors. The consideration of such contextual factors enables one not only to identify and understand the differences between the rescue laws of each jurisdiction but also to assess the influence of the insolvency laws of other jurisdictions, such as the United States, on the shaping of a corporate rescue culture in the three European states. By way of consideration of the wider European context the thesis also discusses the European Regulation on Insolvency Proceedings. This Regulation is of note as an indicator of European Union policy, which has been to harmonise conflict of laws procedures but to leave the member states to develop for themselves insolvency procedures that they consider to be most suitable.
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Nelson, James Michael. "Essays on corporate governance." Diss., The University of Arizona, 1999. http://hdl.handle.net/10150/288976.
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Despite a great deal of interest by institutional investors and others in the issue of corporate governance, there is surprisingly little empirical evidence linking governance practices with firm performance. This dissertation examines the link between corporate governance practices and firm performance, acknowledging the endogenous nature of the relationship. I begin by defining corporate governance as a set of constraints and incentives on managers and shareholders bargaining to determine how the value of the firm will be allocated. In chapter one, I examine an unbalanced panel of 1,721 firms from 1980 to 1995, which includes each firm's charter and bylaw provisions, existence of a poison pill, applicable state anti-takeover laws, and board composition data, combined with financial data from CRSP and Compustat. This chapter provides the stylized facts about corporate governance today and details how governance practices have evolved over time. It also provides an explanation as to why shareholders would be willing to adopt governance provisions that have the potential to constrain their future allocations of firm value. I document that firms adopting governance provisions requiring shareholder approval tend to out perform benchmark portfolios prior to adoption and firms adopting poison pills under perform benchmark portfolios prior to adoption. I find that firms tend to under-perform benchmark portfolios following the adoption of governance provisions that are potentially harmful to shareholders. I find no relationship between CEO age, tenure, or compensation surrounding governance changes. In chapter two, I investigate the relationship between corporate governance practices and firm performance by examining firms where the constraints imposed by the governance system are most likely to be binding, i.e., firms that have experienced significant declines in quarterly operating performance. My results suggest that firms covered by fair price charter amendments and/or state control share acquisition statutes take longer to recover from declines in operating performance. I also examine firms with significant negative shocks in quarterly earnings, and find the persistence of these shocks is greater in firms covered by a freeze out statute and the persistence is lower in firms covered by cash out statutes, findings consistent with some governance features constraining shareholder value.
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Mlambo, Chipo. "The influence of corporate failures and foreign law on South African corporate governance." Diss., University of Pretoria, 2016. http://hdl.handle.net/2263/60066.
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This dissertation discusses how South African Corporate Governance has been influenced by corporate failures and foreign law, through comparing international jurisdictions. The dissertation comprises of five chapters, beginning with an introductory Chapter One. The introductory chapter provides a background and sets out the research problem and questions to be answered as well as the methodology used in this study. Chapter Two introduces the concept of corporate governance and is divided into two parts. Part one focuses on principles of good corporate governance as set out by the King Report of 2002 and the Organisation of Economic Co-operation and Development principles of corporate governance. Part Two discusses the importance of corporate governance as it applies to organisations. Part Three considers the different models of corporate governance and where South Africa fits. Chapter three provides case study examples of corporate failures and corporate governance development in both the United Kingdom and the United States of America, to provide an understanding of the negative implications of failing to establish and adhere to corporate governance protocols. In Chapter Four examples are provided relating to corporate failures and corporate governance development in the South African context in particular. Finally Chapter Five summarises the research findings and concludes this dissertation. In addition to highlighting how corporate failures have influenced the development of corporate governance and how these together with foreign law have influenced corporate governance in South Africa, the study recommends that an African-centred approach to corporate governance be adopted in South Africa and the continent.Mini Dissertation (LLM)--University of Pretoria, 2016.
Mercantile Law
LLM
Unrestricted
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Sugawara, Masayuki. "Corporate criminal liability for manslaughter." Thesis, University of Bristol, 1999. http://hdl.handle.net/1983/dde0cfe7-338d-47c9-9b91-09a8f1b85408.
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In the late 1980s, a series of disasters was witness in the United Kingdom, such as the King's Cross Underground fire, the Piper Alpha disaster, the Clapham Junction Railway accident and the capsize of the ferry "Herald of Free Enterprise" at Zeebrugge. Although the following inquiries and reports highly criticised corporations for their poor management and organisation relevant to the risk of harm inherent in their activities, very few prosecutions for manslaughter have followed. Since the occurrence of these disasters, however, an increasing perception that deaths caused through corporate operations should comprise a category of corporate manslaughter has gradually become embedded in the public mind, and the publication on March 1996 of the Law Commission Paper dealing with corporate killing has brought about legal debates concerning how to hold corporations criminally liable for manslaughter. In addressing these legal issues, this thesis first traces the historical development of corporate criminal liability in English law and examines the current status of corporate liability for manslaughter. Then, it indicates practical and theoretical flaws from which most existing theories for corporate manslaughter suffer, and propounds a new theory of corporate liability for manslaughter by which both corporate and individual offenders can be held liable under the same conditions. Finally, it considers corporate defences and sentencing factors in the context of corporate manslaughter
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Okoye, Adaeze Chinweogo. "Re-defining corporate social responsibility as a legitimizing force for corporate power : to what extent can law and a law-jobs perspective contribute to corporate social responsibility?" Thesis, University of Hull, 2012. http://hydra.hull.ac.uk/resources/hull:7077.
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Pacces, Alessio Maria. "Featuring control power : corporate law and economics revisited /." Rotterdam : Erasmus Universiteit, 2008. http://aleph.unisg.ch/hsgscan/hm00217932.pdf.
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Xu, Ke. "Corporate governance in China : a 'law' unto itself." Thesis, Lancaster University, 2009. http://ethos.bl.uk/OrderDetails.do?uin=uk.bl.ethos.539643.
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Sanger, Andrew Gareth. "Corporate liability for violations of customary international law." Thesis, University of Cambridge, 2015. https://ethos.bl.uk/OrderDetails.do?uin=uk.bl.ethos.709310.
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Mackie, Colin P. N. "Corporate structures and environmental liability under EU law." Thesis, University of Aberdeen, 2013. http://digitool.abdn.ac.uk:80/webclient/DeliveryManager?pid=201704.
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Within the context of UK company law, this thesis proffers a robust solution to the problem of: (1) corporate shareholders utilising the limited liability attained from their shareholding in a subsidiary; and (2) group companies utilising the separate legal personality of an affiliated company, to avoid financial liability under EU environmental law. Analysis is confined to the framework of environmental liability implemented by the Environmental Liability Directive (the ‘ELD’). The ELD is based on the polluter-pays principle. This principle seeks, inter alia, to ensure that the person(s) responsible for environmental damage or the imminent threat of such damage bear the costs of remedying and preventing it. Perversely, two doctrines of UK company law may hinder this and may even incentivise UK companies to externalise their ELD-related costs to society. First, each company is treated as a separate legal person with its own rights and obligations, distinct from those of its shareholder(s). Secondly, under the doctrine of limited liability, when the assets of a company are exhausted, generally, the liability of the shareholder(s) is limited to the amount, if any, unpaid on the share(s) in the company held by them. It is concluded that UK group companies engaged in the most environmentally dangerous activities could be prevented from avoiding financial liabilities arising under the ELD by mandating that they deposit unencumbered assets into an Environmental Damage Trust Fund in favour of the relevant competent authority as security and where funds remained insufficient, attributing the remaining costs to any entity within the corporate group which participated in, or constrained the decision-making of the polluter in relation to the environmentally damaging activity. It is contended that the proposed framework may establish a network of: (1) self-monitoring companies within the corporate group; (2) companies from which funds may be obtained for the satisfaction of the financial liability. This may have two self-perpetuating effects: first, it may promote the prevention of environmental damage by incentivising potentially responsible group members, through the threat of financial liability, to monitor the activity of a high-risk group entity so as to ensure that the activity is conducted in a safe manner. Secondly, it may aid the private remediation of environmental damage by expanding the pool of funds available to meet the financial liability.
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McGaughey, Ewan. "Participation in corporate governance." Thesis, London School of Economics and Political Science (University of London), 2014. http://etheses.lse.ac.uk/3079/.
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Over the last thirty years there has been a remarkable functional convergence in the way companies are run. Behind directors, asset managers and banks usually participate the most in setting the ultimate direction of corporations, as they have assumed the role of stewardship over shareholder voting rights. At the same time, an increasing number of people’s livelihoods and old age now depend on the stock market, but these ultimate contributors to equity have barely any voice. Why has there been such a separation of contribution and participation? Two positive theses explain this convergence in corporate governance, one political, one economic. The first positive thesis is that laws which guarantee participation rights in investment chains (either for shareholders against directors, or for the ultimate contributors against institutional shareholders) were driven by a progressive democratic movement, but very incompletely compared to its social ideals. The second positive thesis is that when there have been no specific rights in law, the relative bargaining power of different groups determined the patterns of participation, whether the outcomes were reasonable or entirely arbitrary. In practice, the separation has grown between those who contribute to equity capital and those who participate in governance. These theses are preferable to existing narratives in political literature, and law and economics, which entail predictions of different forms of rational interest-driven institutional evolution. On the contrary, participation in corporate governance is largely unprincipled. The evidence is found in the historical development of participation rights in the UK, Germany and the US. Does the separation of contribution and participation matter? One normative thesis is derived from the historical evidence. It proposes that the separation of contribution and participation is a pressing concern, precisely because participation in corporate governance, as it stands, manifests no coherent principles. Asset managers and banks have gathered shareholder voting rights through no better reason than their peculiar market position as investment intermediaries. They have significant conflicts of interest when they exercise voting rights with other people’s money. They are able to use votes like any other selfperpetuating interest group would, because they are not effectively accountable to their natural beneficiaries: the ultimate investors. To ensure that the successes of modern corporate law are not unravelled, corporate governance should protect the principle of a symmetry between contribution and participation. This will mean that in the future, corporate governance becomes more economically efficient, sustainable, and just.
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Allan, Stuart. "The Corporate Manslaughter and Corporate Homicide Act 2007 or the Health and Safety (Offences) Act 2008 : corporate killing and the law." Thesis, University of Glasgow, 2016. http://theses.gla.ac.uk/7376/.
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This thesis examines the regulatory and legislative approach taken in the United Kingdom to deal with deaths arising from work related activities and, in particular, deaths that can be directly attributed to the behaviour of corporations and other organisations. Workplace health and safety has traditionally been seen in the United Kingdom as a regulatory function which can be traced to the very earliest days of the Industrial Revolution. With an emphasis on preventing workplace accidents and ill-health through guidance, advice and support, the health and safety legislation and enforcement regime which had evolved over the best part of two centuries was considered inadequate to effectively punish corporations considered responsible for deaths caused by their activities following a series of disasters in the late twentieth and early twenty-first centuries. To address this apparent inadequacy, the Corporate Manslaughter and Corporate Homicide Act 2007 was introduced creating the offence of corporate manslaughter and corporate homicide. Based on a gross breach of a relevant duty of care resulting in the death of a person, the Act effectively changed what had previously considered a matter of regulation, an approach that had obvious weaknesses and shortcomings, to one of crime and criminal law. Whether this is the best approach to dealing with deaths caused by an organisation is challenged in this thesis and the apparent distinction between ‘criminal’ and ‘regulatory’ offences is also examined. It was found that an amended Health and Safety at Work etc. Act 1974 to include a specific offence of corporate killing, in conjunction with the Health and Safety (Offences) Act 2008 would almost certainly have resulted in a more effective approach to dealing with organisations responsible for causing deaths as consequence of their activities. It was also found that there was no substantive difference between ‘regulatory’ and ‘criminal’ law other than the stigma associated with the latter, and that distinction would almost certainly disappear, at least in the context of worker safety, as a consequence of the penalties available following the introduction of the Health and Safety (Offences) Act 2008.
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Knutsson, Philip. "Piercing the corporate veil : limits of limited liability." Thesis, Stockholms universitet, Juridiska institutionen, 2018. http://urn.kb.se/resolve?urn=urn:nbn:se:su:diva-153357.
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Mokal, Rizwaan Jameel. "Consistency of principle in corporate liquidation." Thesis, University College London (University of London), 2002. http://ethos.bl.uk/OrderDetails.do?uin=uk.bl.ethos.270410.
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Kakubo, Mwanchela M. "Justifications for piercing the corporate veil." Master's thesis, University of Cape Town, 2011. http://hdl.handle.net/11427/13510.
Full textAbstract:
Includes bibliographical references.According to the decision in Salomon a company is recognised as a legal entity separate and distinct from its shareholders. Although this fundamental rule has had a considerable influence in company law worldwide, it cannot be absolute and, as such, must allow for exceptions where the courts may disregard the separate legal personality of the company. The general rule is that a court will pierce the corporate veil “only where special circumstances exist indicating that it is a mere façade concealing the true facts, so that the separate existence of the company is in some sense being abused or, at least, is not being maintained in the full sense, with the result that separates between the company and its members does not in fact exist. However the courts uniformly exercise significant discretion, and fail to offer a clear standard for veil piercing.”4 Besides company law, this research paper also considers other areas of law where this principle has been applied. These include labour law, criminal (corporate liability) and maritime law.
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Mongalo, Tshepo Herbert. "Corporate actions and the empowerment of non-shareholder constituencies." Doctoral thesis, University of Cape Town, 2015. http://hdl.handle.net/11427/16606.
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Includes bibliographical referencesCorporate law developments concerning the empowerment of non-shareholder constituencies in Anglo-American jurisdictions of the United States of America and the United Kingdom since the 1980s have been of very limited utility. Available literature and legal authorities in both those jurisdictions clearly illustrate the obsession of policy makers and the judiciary with normative statements of directorial responsibilities to non-shareholder constituencies without introducing the necessary and complimentary right of action for those constituencies. The reluctance to introduce such right of action appears to be motivated by the exaggerated fear of the potential for 'floodgates' of litigation. This reluctance to extend corporate law remedies to non-shareholder constituencies, particularly in public companies, clearly overlooks the importance of the supervision of the use of corporate power to minimize or eradicate directorial self-serving misconduct, rather than the exclusive protection of shareholders, as the primary purpose of corporate law remedies. The introduction of an extended corporate legal enforcement framework under the South African Companies Act of 2008 may be indicative of the feasibility of the right of action for non-shareholder constituencies. Since the applicable enforcement regime in corporate law is a function of the applicable normative theory, a broadly inclusive corporate legal enforcement framework cannot be based on the conventional shareholder-oriented theories of 'Shareholder Primacy Norm and 'the Enlightened Shareholder Value Approach.' It is, therefore, argued that the South African Companies Act, 2008, introduces the Actionable Enlightened Shareholder Value Approach which invariably necessitates, among other things, the extended meaning of 'the best interests of the company' as provided for under s 76(3)(b) of the Act. The Actionable Enlightened Shareholder Value Approach recognises that the primary purpose of corporate law remedies is not the exclusive protection of shareholders, but the supervision of the use of corporate power to minimize or prohibit directorial self-serving misconduct, which purpose benefits a broad range of corporate constituencies. That is why the legal enforcement framework under the South African Companies Act facilitates the empowerment of corporate constituencies beyond just shareholders; ensures the availability of broad range of remedies; gives the opportunity for corporate constituencies to apply for remedies in the public interest, with leave of the court; recognises that the protection of the company's legal interests can be undertaken by a broad range of corporate constituencies and, also generally, with leave of the court; and facilitates the ability to hold any person liable for loss or damage suffered as a result of the contravention of any provision of the Act by that person.
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Bengtsson, Björn. "Corporate Governance Kod i Sverige." Thesis, Kristianstad University College, Department of Business Administration, 2005. http://urn.kb.se/resolve?urn=urn:nbn:se:hkr:diva-3412.
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Jag valde att i min uppsats behandla den svenska Koden för bolagsstyrning
(Corporate Governance) och mitt syfte var att göra en jämförelse mellan Kodens
och Aktiebolagslagens regler för bolagsstyrning För att lyckas med detta har jag
använt mig av den traditionella juridiska metoden och utgått från den
rättsdogmatiska ansatsen.
Bolagen ska, enligt Koden, offentliggöra tid och plats för stämman i samband
med att tredje kvartalsrapporten lämnas. I god tid ska bolaget på sin hemsida
informera om aktieägarnas rätt att få ärende behandlat av stämman och Koden
har även noterat ett ökat internationellt ägande i svenskt näringsliv och därför
ska bolaget överväga om stämman ska simultantolkas. Även regeln om att man
ska kunna delta i bolagsstämma från annan ort underlättar för utländska ägare.
En av de stora nyheterna i Koden är att bolagen ska ha en valberedning med
uppgift att nominera kandidater till styrelsen, ge förslag till arvodering av
styrelsen, nominera revisor och föreslå arvode till revisorn. Bolagen ska även ha
ett revisionsutskott, med ansvar för kvalitetssäkra den finansiella
rapporteringen, och ett ersättningsutskott med ansvar för att bereda förslag till
principer för ersättningar och andra anställningsvillkor för bolagsledningen.
Utöver att stärka ägarnas position är informationsgivning Kodens nyckelord. På
bolagets hemsida ska en speciell plats skapas där all information som krävs
enligt Koden ska vara lätt tillgänglig.
Koden fokuserar starkt på den interna kontrollen och transparens i ekonomin som jag anser är förutsättningar för ett väl fungerande näringsliv. Min slutsats blir därför att Koden har en stor funktion att fylla.
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Fawcett, Jacob. "Corporate ideology and legal myth." Fairfax, VA : George Mason University, 2008. http://hdl.handle.net/1920/3420.
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Thesis (M.A.)--George Mason University, 2008.Vita: p. 105. Thesis director: Denise Albanese. Submitted in partial fulfillment of the requirements for the degree of Master of Arts in English. Title from PDF t.p. (viewed Mar. 17, 2009). Includes bibliographical references (p. 94-104). Also issued in print.
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Kerachi, Ali, and Robert Elm. "Corporate Fundraising : Relationbaserad marknadsföring." Thesis, Södertörn University College, School of Business Studies, 2006. http://urn.kb.se/resolve?urn=urn:nbn:se:sh:diva-868.
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Smith, Anne Marie. "The appraisal remedy in corporate law a comparative study." Thesis, University of Ottawa (Canada), 1989. http://hdl.handle.net/10393/5717.
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Tajarloo, Reza. "Avoidance of antecedent transactions in English corporate insolvency law." Thesis, University of Essex, 2005. http://ethos.bl.uk/OrderDetails.do?uin=uk.bl.ethos.423549.
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Monyamane, Sasha. "The place of corporate social responsibility in company law." Thesis, University of Strathclyde, 2000. http://ethos.bl.uk/OrderDetails.do?uin=uk.bl.ethos.367230.
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Cumming, Douglas, Igor Filatotchev, April Knill, David Mitchell Reeb, and Lemma Senbet. "Law, finance, and the international mobility of corporate governance." Palgrave Macmillan, 2017. http://dx.doi.org/10.1057/s41267-016-0063-7.
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We introduce the topic of this Special Issue on the "Role of Financial and Legal
Institutions in International Governance", with a particular emphasis on a
notion of "international mobility of corporate governance". Our discussion
places the Special Issue at the intersection of law, finance, and international
business, with a focus on the contexts of foreign investors and directors.
Country-level legal and regulatory institutions facilitate foreign ownership,
foreign directors, raising external financial capital, and international M&A
activity. The interplay between the impact of foreign ownership and foreign
directors on firm governance and performance depends on international
differences in formal/regulatory institutions. In addition to legal conditions,
informal institutions such as political connections also shape the economic
value of foreign ownership and foreign directors. We highlight key papers in the
literature, provide an overview of the new papers in this Special Issue, and offer
suggestions for future research.
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Katelouzou, Dionysia. "Hedge fund activism, corporate governance and corporate law : an empirical analysis across twenty-five countries." Thesis, University of Cambridge, 2013. https://www.repository.cam.ac.uk/handle/1810/244631.
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This study investigates the brand of shareholder activism hedge funds deploy by reference to a unique hand-collected dataset of 11 years’ activist hedge funds’ campaigns across 25 countries. The analysis has two core elements, one of which is to chart the emergence of hedge fund activism outside the United States and the other being to account why hedge fund activism has developed differently across the sample countries. Both issues have been to date only tangentially explored. This study is the first one to seek to determine the extent to which corporate law is a determinant of the hedge fund activism phenomenon using a fresh approach which combines theoretical and comparative legal analysis with empirical methods. While a single variable is unlikely to account for the emergence of hedge fund activism, the study describes hedge fund activism as a game of three sequential stages as a heuristic device and identifies market and legal parameters for each stage. To test the hypotheses advanced for the emergence of hedge fund the study draws upon the law and finance literature. For instance, to account to what extent the rights bestowed on shareholders by corporate law influence hedge fund activism the study uses the CBR shareholder rights index. The results indicate that the extent to which law matters depends on the stage which activism has reached. The study also puts hedge fund activism in its corporate governance context. Activist hedge funds’ interventions have been envisioned as a mechanism for ensuring effective control of managerial discretion. Opponents of hedge fund activism contend, however, that this new breed of activists has a dark side that raises various concerns. Activist hedge funds have been considered: as exacerbating short-termism; as being mainly aggressive to the incumbents; as bearing similarities to the 1980s-raiders; and as engaging in distorting equity decoupling techniques. The study presents new empirical data that shows that the perceived negative side-effects of hedge funds activism are greatly exaggerated: they are myths. Cumulatively, these findings question whether hedge fund activism warrants any type of legislative response so far as the goal of shareholder value maximization is succeeded.
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Ojogbo, Samuel E. "Corporate violations of human rights and the environment in developing markets : exploring the role of corporate law." Thesis, University of Nottingham, 2018. http://eprints.nottingham.ac.uk/51824/.
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This thesis addresses the problem of environmental degradation and human rights abuses by Multinational Corporations (MNCs) operating in developing markets, which has been attributed to the difficulty in regulating modern MNCs. Three main factors that create the environment for corporate impunity for human rights and environmental abuse in developing markets as identified by current scholarship are the mismatch between the modern corporate structure and the rules of corporate law, the insensitivity of the governments of developing markets to the plight of human rights victims, and the general lack of access to judicial and administrative remedies. However, even though the current corporate legal architecture is one of the factors that contribute to corporate human rights and environmental regulatory challenge, emerging regulatory initiatives that seek to address the problem do not consider corporate law reform as one of the options that could resolve the challenge. This thesis challenges the current scholarship and regulatory focus on remedial solution to the problem and investigates existing regimes. This investigation focuses on two areas. First, it focuses on international human rights law and international environmental law, and, secondly, on the legal and regulatory regimes concerned with the corporation, human rights and the environment in Nigeria and selected major developed market jurisdictions. The thesis identifies the current procedures for applying international norms to MNCs as the major problem with the international regimes, and the weak and inefficient enforcement infrastructure in Nigeria and other developing markets as the major problem with holding MNCs accountable for human rights and environmental abuses in developing markets. As a result, the thesis argues that the regulatory challenge could be addressed by focusing on MNC activities at the national level, and suggests a shift from the remedial focus of the current regimes to a preventative approach. The thesis proposes a review of the corporate legal architecture to incorporate the group that is most affected by corporate externalities into corporate boards because that is where the decisions that generate the abuses are made. The thesis concludes with a blueprint for the proposed structure which is aimed at promoting responsible human rights and environmental friendly decision-making as a means of injecting human rights responsibility into corporate decision making, and addressing the problem of corporate human rights and environmental abuses, especially in developing markets.
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Ramage, Sally. "A comparative analysis of corporate fraud." Thesis, University of Wolverhampton, 2007. http://hdl.handle.net/2436/14408.
Full textAbstract:
The law is stated as at July 2006, before the enactment of the United Kingdom Fraud Act 2006. This thesis covers ‘serious’ corporate fraud and not commonplace petty fraud. I examined corporate fraud, concentrating on a comparison of the United Kingdom’s fraud with that of two civil law neighbouring countries, France and Germany, both with high financial activity, and also with a few American states, common law systems like the English legal system. The objective of this study is to identify ways of combating fraud in the UK by enquiry and discovery as to how fraud occurs and how the two different legal systems- civil and common law- treat fraud. The study reveals factors contributing to corporate fraud and recommendations for combating corporate fraud. Exploring the concept of fraud, my findings are that corporate fraud is facing exponential increase, with the UK government beginning to acknowledge this. I examined the agencies that combat fraud in the states mentioned above including the UK. Although the UK is party to an impressive number of Treaties, which help to combat fraud, treaties dealing with terrorism, drug dealing, money laundering, and other organised crime, corporate fraud is still a serious problem. The conclusions can be summarised as follows. The UK could learn much from the French legal system and the way France prosecutes corporations as per Articles 132, 222, 432, 433 and 435 of the French Penal Code. Germany’s Criminal Code is equally comprehensive in its prescriptive definitions of frauds including corporate frauds as in chapters 8, 19, 2, 23, 24, 25, 26 and 30 of the German Criminal Code. The new UK’s non-codified general, core, offence of fraud, with fraud offences maintained in other statutes such as the Companies Act, likens the UK fraud regulation closer to the US’s with its Criminal Code and other statutes that deal with fraud. The UK has not yet caught up with the US Sarbanes-Oxley Act 2002 as regards electronic business systems’ rules. The USA’s federal prescriptive code for fraud offences is akin to the French and German criminal codes and these are found in US Federal Penal Code Title 18, Part 1, Chapter 47, sections 1020 to 1084. Legal privilege is fraud exempt in the United but not in France and Germany. Legal privilege in the UK is partly exempt for SFO investigations and mandatory money laundering reporting.
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Naidu, Jayanthi. "Reimagining the corporation : narratives of corporate social responsibility." Thesis, Queen Mary, University of London, 2008. http://qmro.qmul.ac.uk/xmlui/handle/123456789/1800.
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This thesis evaluates standard setting initiatives in corporate social responsibility or 'CSR' engagements. Chapter 1 establishes how standard setting initiatives are developed through narratives of CSR. In chapter 2, the thesis unpacks hard and soft CSR which is seen as the key step to unlock the possibilities of standard setting. By showing that there is a nexus between hard and soft CSR, the regulatory divide is bridged. From here, CSR is seen to consist of internal and external narratives. When the narratives merge, standard setting can evolve in a coherent and meaningful way. In developing internal narratives, chapters 3 and 4 evaluate the normative-theoretical underpinnings of the corporation and examine how it can sustain the notion of the socially responsible corporation. The corporation is bounded by institutional roots, political limitations and legal parameters. The theoretical make up of the corporation, informed by historical insight, shows that the corporation is a real institution, capable of absorbing values from the community within which it operates and provides something back as a community member. External narratives are then discussed in chapters 5 and 6 in order to create a framework for the CSR actors to work together. Standards tend to be anchored within various brackets, including state borders and beyond, between public and private notions of authority as well as positive and negative aspects of responsibility. The rule of law holds the key towards providing legitimacy to these standards. Ultimately, chapter 7 looks at convergence in standards through the rigours of good decision making. A call for procedural integration is made through an administrative base which will be able to draw out a common language between the actors. Calibrating the internal and external narratives reveals the evolving nature of standards which attempt to reimagine the corporation as an institution of responsibility.
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Chakanika, Andrew. "Corporate governance in South Africa progress and challenges." Master's thesis, University of Cape Town, 2013. http://hdl.handle.net/11427/4586.
Full textAbstract:
Includes abstract.Includes bibliographical references.
South Africa is one of the fastest emerging economies of the world and this rapid economic growth has been largely attributed to the adoption of the King codes and the various corporate governance structures. Against this background, this dissertation will begin by discussing the major changes that have been made from the King II report to the King III report. The driving forces behind this dissertation are contained in chapters three and four as these chapters will seek to ascertain some of the major progresses and challenges that have been scored in the area of corporate governance.
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Chennels, Jack Francis Erskine. "Corporate governance and labour relations: a sustainable partnership." Master's thesis, University of Cape Town, 2014. http://hdl.handle.net/11427/12890.
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Escobar, Rozas Freddy. "Corporate contracts and legal evolution." THĒMIS-Revista de Derecho, 2018. http://repositorio.pucp.edu.pe/index/handle/123456789/123842.
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In any contractual operation, risks are presented, which have a significant cost in economic operations. In view of this, the parties, in exercise of their contractual freedom, regulate the allocation of risks in the most appropriate way to their needs, seeking efficiency. In this article, the author explains the importance of risks in contractual operations, the reason for the modification of legal provisions of risk allocation, and why contracts should be interpreted literally.En toda operación contractual, se presentan riesgos, los cuales tienen un costo significativo en las operaciones económicas. Ante ello, las partes, en ejercicio de su libertad contractual, regulan la asignación de los riesgos de la forma más acorde a su necesidad, buscando la eficiencia. En el presente artículo, el autor explica la relevancia de los riegos en las operaciones contractuales, la razón de la modificación de las disposiciones legales de asignación de riesgo y por qué los contratos deben interpretarse literalmente.
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Le, Roux Lu. "In the name of the company : an analysis of the provision and effect of section 21 of the Companies Act 71 of 2008." Diss., University of Pretoria, 2020. http://hdl.handle.net/2263/77305.
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A company acquires a legal personality upon incorporation and registration, before which it does not have the required capacity to enter into a valid contract. However, the promoter of a company may have to enter into an agreement on behalf of, or for the benefit of the company to be formed, either for the incorporation or for the future business of the company. Such a pre-incorporation contract often becomes a source of trouble and causes dispute over the validity or the legal consequences of the contract.
Laws in common law jurisdictions and civil law jurisdictions make various provisions for pre-incorporation contracts. Ratification by the company, once formed, of the pre-incorporation contract made by the promoter, is possible in some jurisdictions but not in the others. Third parties that enter into the pre-incorporation contract also face different scenarios in different jurisdictions.
This mini dissertation analyses the South African law that governs the pre-incorporation contracts, and compares it with the laws of a few common law and civil law jurisdictions, particularly that of China. The purpose of the study is to examine the effect and legal consequence of the pre-incorporation contract in South Africa and China, and to evaluate whether the law of South Africa provides sufficient certainty and protection to the parties involved in the pre-incorporation contract compared with that of China.Mini Dissertation (LLM)--University of Pretoria, 2020.
Mercantile Law
LLM
Unrestricted
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Zhao, Qin. "Corporate control, a comparative examination of corporate law in Canada and the People's Republic of China." Thesis, National Library of Canada = Bibliothèque nationale du Canada, 1999. http://www.collectionscanada.ca/obj/s4/f2/dsk1/tape9/PQDD_0018/MQ49477.pdf.
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Becker, Cleo. "What is the role of corporate governance as a sub-species of corporate law in the level of corporate risk taking?" Master's thesis, University of Cape Town, 2009. http://hdl.handle.net/11427/4554.
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The Aim of this paper is to highlight the possible causes of the current global financial crisis; both legal and regulatory, and to examine how corporate governance, as a sub-species of corporate law can be used to curb excessive risk taking. This paper will examine the failure of current corporate law and regulation to curb excessive risk taking behaviour and present proposals for reform of the existing system. This necessitates comparison between South Africa, the U.S.A (particularly the State of Delaware) and the United Kingdom, where the crisis has lead to recent legislative and regulatory reforms.
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Rühmkorf, Andreas. "The promotion of corporate social responsibility in English private law." Thesis, University of Sheffield, 2013. http://etheses.whiterose.ac.uk/4349/.
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The thesis rests on the argument that the literature on Corporate Social Responsibility (CSR) and the law has, so far, largely neglected the contribution that private law makes or could make to the promotion of CSR. The primary research question of this thesis is therefore to analyse the extent to which English private law already promotes and/or could better promote CSR. Based on the analysis of four substantive areas of private law (company law and corporate governance, contract law, consumer law and tort law), one of the overall contributions of this thesis is to demonstrate that private law plays an important role in the regulatory framework of CSR. Whilst this analysis shows that there are limitations in the promotion of CSR in English private law, it is argued that private law already makes an important contribution to the promotion of CSR. Moreover, it could make an even better contribution if some of its limitations were addressed. The analysis in the substantive chapters demonstrates the different ways in which private law promotes CSR: First, CSR is, at least in part, law. Secondly, private law provides mechanisms to incorporate and to enforce CSR commitments. Thirdly, private law contributes to hybrid regulatory approaches to CSR, i.e. systems where different forms of regulation such as private law, public law and soft law standards interact. The thesis demonstrates that the effectiveness of the regulatory system in promoting CSR can be enhanced by regulation through public and criminal law of companies in their home state, in combination with national private law. However, if private law were to make an even better contribution then some changes would be needed to the areas of private law analysed in the substantive chapters. The thesis will therefore conclude with a list of substantive recommendations for changes to English private law.
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Varela, David F. "The federal system and corporate law: the case of Delaware." Thesis, McGill University, 1989. http://digitool.Library.McGill.CA:80/R/?func=dbin-jump-full&object_id=55686.
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Kuntz, Marie [Verfasser]. "Conceptualising Transnational Corporate Groups for International Criminal Law / Marie Kuntz." Baden-Baden : Nomos Verlagsgesellschaft mbH & Co. KG, 2017. http://d-nb.info/1160479410/34.
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Vella, John. "Avoidance, characterisation and interpretation in tax, corporate and financial law." Thesis, University of Cambridge, 2007. https://ethos.bl.uk/OrderDetails.do?uin=uk.bl.ethos.707899.
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Burdette, David Alan. "A framework for corporate insolvency law reform in South Africa." [Pretoria : s.n.], 2002. http://upetd.up.ac.za/thesis/available/etd-11192002-142456.
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Haddadin, Fadi. "Critique of shareholder status in Jordanian corporate law : a comparative approach." Thesis, National Library of Canada = Bibliothèque nationale du Canada, 2000. http://www.collectionscanada.ca/obj/s4/f2/dsk2/ftp03/MQ64279.pdf.
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Hebert, Jasmine. "Homicide Waiting to Happen: Sacrifice and Corporate Manslaughter Law in the UK." Thesis, Université d'Ottawa / University of Ottawa, 2018. http://hdl.handle.net/10393/37298.
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The original purpose or motive of the sacrifice, rooted in ceremonious or religious acts, was as a gift to a centralized power that ensured a common good or prosperity. In modern capitalist society, sacrifice is about “a willingness to sacrifice short-term gains for long-term gains” (Keenan 2005: 11) of freedom and fortune. What is concealed in this propaganda is that true freedom and prosperity is mostly restricted to a few exceedingly privileged and powerful individuals – and every year, these ‘short-term’ sacrifices include the millions of lives of the disciplined and altruistic workers that the system supposedly admires. Within this context, in recent years a growing recognition of the social and economic harms that corporations are capable of causing, specifically against workers and members of the public, led to the development of laws in several countries aimed at corporate manslaughter and corporate criminal liability. However, despite these legal advancements, the law continues to fail at protecting the victims of corporate harm and wrongdoing, and to adequately hold corporations and their actors accountable for their crimes. This research asks the following question: what role does corporate manslaughter law play in the reproduction of sacrifice and, in the process, violence and capitalist hegemony? This is done by interrogating the introduction and enforcement of corporate manslaughter law in the United Kingdom and the struggle for corporate criminal accountability from the socio-historical perspective of advanced neoliberal capitalism. Employing a theoretical lens that draws together literatures on sacrifice, law, and violence, this research shows that the law (re)produces particular understandings of sacrifice and violence that benefit the powerful, therein normalizing death and dying at work as the natural and largely unavoidable costs of modern employment relations. The research concludes that, to better address the systemic violence faced by workers, we must consider a restructuring of the legal enterprise and the ‘common sense’ understandings of sacrifice, violence, and harm that accompany it.
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Grahovar, Marina, and Martina Åkesson. "A Common Corporate Governance Code - Mission Impossible?" Thesis, Kristianstad University College, Department of Business Administration, 2005. http://urn.kb.se/resolve?urn=urn:nbn:se:hkr:diva-3239.
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The corporate governance codes are a way of creating trust for companies in national financial markets. The problem with implementing different codes within the European Union has lead to that the trust has been increased for the companies within the different countries but not internationally, within the European Union. This means that investors will have to look into each country code to decide if a company existing in a financial marketplace can be trusted. A resolution for creating trust internationally could be to create a common code for the European Union. Therefore the aim of our research is through a comparison of different corporate governance codes and institutional systems analyse what similarities and differences the codes and the systems have with each other and through our conclusions make a judgement if it is possible to unite the codes into one common code in the European Union.
To reach our aim we made three different analyses. In the first analysis we compared four European corporate governance codes (the British, German, Spanish and Swedish) and concluded in which areas we thought the codes could be united. In our second analysis we compared the institutional systems in each of these four countries and concluded the main characteristics of each system that could influence the corporate governance codes. In our third analysis we tried to explain the differences in the codes by the differences in the institutional systems and through the comparison conclude in which parts the codes could be united and in which parts not.