scholarly journals Editorial

2018 ◽  
Vol 14 (2) ◽  
pp. 4-5 ◽  
Author(s):  
Vincenzo Bavoso
Keyword(s):  
Executive Compensation ◽  
Board Of Directors ◽  
Financial Distress ◽  
Commercial Banks ◽  
Power Structure ◽  
Corporate Law ◽  
Recent Issue ◽  
Corporate Board ◽  
Interlocking Directorates ◽  
Corporate Networks

The recent issue of the journal “Corporate Board: Role, Duties and Composition” is devoted to the issues of interlocking directorates, corporate governance, social network analysis, corporate networks, power structure, financial distress, sustainability, liquidation, corporate law, decision making, cognitive science, behavioural finance, executive compensation, firm performance, commercial banks, board of directors etc.

A Behavioral Perspective on Corporate Law and Corporate Governance

2015 ◽  
Author(s):  
Jaap Winter
Keyword(s):  
Corporate Governance ◽  
Executive Compensation ◽  
Board Of Directors ◽  
Corporate Law ◽  
The Core ◽  
Compensation Systems ◽  
The Board Of Directors ◽  
Performance Based Pay ◽  
Rule Making ◽  
Behavioral Perspective

This chapter examines corporate law and governance from a behavioral perspective. It begins with an overview of the growing body of behavioral knowledge and its impact on the core assumptions of the agency theory. It then goes on to consider a number of specific areas of corporate law and governance where behavioral perspectives are particularly relevant, with particular emphasis on rule making. The chapter also explores how the board of directors performs, along with modern executive compensation systems, often in the form of performance-based pay. Finally, the chapter turns to the interaction between executives, non-executives, and (institutional) investors in corporate governance.

scholarly journals Editorial: Geographical insights of the corporate governance research

2021 ◽  
Vol 18 (4) ◽  
pp. 4-6
Author(s):  
Alexander Kostyuk
Keyword(s):  
Corporate Governance ◽  
Stock Market ◽  
Mergers And Acquisitions ◽  
Executive Compensation ◽  
Board Of Directors ◽  
International Comparison ◽  
Corporate Ownership ◽  
Recent Issue ◽  
The Board Of Directors ◽  
And Control

The recent issue of Corporate Ownership and Control journal contains both empirical and review papers describing the wide variety of corporate governance issues from the board of directors and executive compensation to mergers and acquisitions, stock market and institutional investors. The geographical representation of the papers provides an excellent opportunity for international comparison.

Corporate Law Rules in Emergency Times Across Europe

2020 ◽  
Vol 17 (3-4) ◽  
pp. 274-317
Author(s):  
Angelo Borselli ◽  
Ignacio Farrando Miguel
Keyword(s):  
Board Of Directors ◽  
Corporate Law ◽  
European Level ◽  
New Normal ◽  
Corporate Liquidity ◽  
The Board Of Directors ◽  
Major Reform ◽  
Emergency Measures

This paper explores corporate law rules adopted in some European states amidst the COVID-19 pandemic, in order to track the major reform trends and consider how corporate law in Europe has adjusted to the emergency. The analysis focuses primarily on the U.K., Germany, France, Italy and Spain; occasionally, depending also on the relevant rules actually introduced by the states, other systems are considered as well. The paper groups the emergency measures into three main categories that include rules aimed at facilitating shareholders’ meetings and meetings of the board of directors, rules relaxing directors’ duties and liability and giving directors some leeway as companies face unprecedented challenges and uncertainties, and rules designed to support corporate liquidity. The analysis shows that while some points of similarity exist among the emergency rules considered, there are nevertheless numerous differences in their nature, scope, technicalities, and also timing. These differences emphasize a lack of coordination at the European level. The discussion also sheds light on the potential of some emergency measures to call traditional corporate law rules into question and last in what will be the new normal after the crisis.

scholarly journals The Impact of Corporate Governance Characteristics on the of Financial Distress

2016 ◽  
Vol 3 (2) ◽  
pp. 162
Author(s):  
Mahdi Filsaraei ◽  
Reza Jarrahi Moghaddam
Keyword(s):  
Corporate Governance ◽  
Board Of Directors ◽  
Financial Distress ◽  
Financial Statements ◽  
Multivariate Regression Analysis ◽  
Company Stock ◽  
Governance Indicators ◽  
The Board Of Directors ◽  
Qualified Audit Opinion ◽  
The Impact

Given the importance of corporate governance for increasing the monitoring of company operations, i.e., reducing information asymmetry and increasing control over operations, in this study, we investigate some indicators of corporate governance and financial distress as one of the most important criteria in the decisions of the users of financial statements. Corporate governance Indicators that have been mentioned in this study, including the independence of the board of directors (the ratio of non-executive members), institutional investors and duality of CEO and Chairman of the Board of Directors. This study is applied research and the required information is gathered from financial statements of listed companies on the TSE. Using a sample of 82 company stock during the period 2010-2014 and multivariate regression analysis, the results of the analysis of information gathered indicates that institutional ownership reduces the financial distress. However, there was no significant relationship between board independence (proportion of outside board members) and the duality of CEO and Chairman of the Board with the financial distress. The results also indicate that financial leverage and a qualified audit opinion increases financial distress and firm size and management performance reduces it.

scholarly journals Financial Twilight Re-Appraisal: Ending the Judicially Created Quagmire of Fiduciary Duties to Creditors

2017 ◽  
Vol 78 (2) ◽  
Author(s):  
Anil Hargovan ◽  
Timothy M. Todd
Keyword(s):  
Risk Taking ◽  
Financial Distress ◽  
The United States ◽  
Corporate Law ◽  
Fiduciary Duty ◽  
Fiduciary Duties ◽  
Financial Interests ◽  
The Common ◽  
Corporate Rescue ◽  
Judicial Recognition

Directors owe fiduciary duties of care and loyalty to their corporations, and by extension to their shareholders. When a corporation approaches or enters insolvency, however, courts have recently found that the fiduciary duty calculus may change. Recognizing that creditors have financial interests similar to those of shareholders at or near insolvency, courts in several countries have extended fiduciary duty protection to creditors on equitable grounds. This trend has led to a state of flux and uncertainty in corporate law. Consequently, courts and commentators are battling to fully comprehend the controversial subject of director fiduciary duties to creditors in various jurisdictions. Due to this jurisprudential flux, unresolved issues include, for example, the core notion that the duty arises when the company enters into an “ill-defined sphere” known as the “zone” or “vicinity” of insolvency. The law is remarkably short of specific judicial guidance as to how directors who engage in commercial risk-taking with a view to corporate rescue should discharge their duties without harming the interests of creditors. Indeed, the debate continues even on the critical doctrinal question of whether such a duty is even needed.This Article uses corporate law in both the United States and Australia as emblematic of the real practical concerns inherent in the expansion of fiduciary duties. Consequently, the Article argues that the judicial recognition of directors’ fiduciary duties to creditors when at or near insolvency is objectionable, both from a policy and a doctrinal standpoint, and that any further attempt to develop the common law in this regard should be jettisoned in favor of reliance upon the existing, or modified, statutory regime aimed at creditor protection during times of financial distress. 

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