Corporate Governance: Values, Ethics and Leadership

ISBN-13: 9781472471604 / Angielski / Twarda / 2016 / 590 str.

Lawrence E. Mitchell

Opis

The study of corporate governance is a relatively modern development, with significant attention devoted to the subject only during the last fifty years. However, in recent years, awareness of issues and/or shortcomings in the governance of public and private, large and small, for-profit and not-for-profit organisations has become more widespread and, very often, almost instantaneous through social media. This has placed, and is placing, increasing pressure on company directors as they seek to guide their organisations through competitive maelstroms. Based on research interviews with company chairs in Australia, New Zealand, and the USA, this book considers the challenges faced by directors as they grapple with sometimes competing demands, such as morals and law, personal and corporate values, and the like, in the quest to ensure a successful operation. The book starts by considering the macro issues of values, ethics, culture, and leadership before moving to consider the microcosm of what actually happens in organisations and the challenges faced by directors. Throughout, the authors provide examples gleaned from their research. The book finally moves to presenting the concept of an ethics kaleidoscope which provides different lenses through which directors can consider issues with which they are faced as they strive to ensure both legality and morality in operations. It then closes with recommendations and tools designed to assist directors as they move forward. The Ethical Kaleidoscope will be of interest to corporate directors, executives, and shareholders, as well as students of corporate governance and ethics. In other words, it will be of interest to all those who are interested in leading a sustainable culture based on ethics in their organisations.

Spis treści

Contents: Introduction; Part I The Purpose of the Corporation: Corporate powers as powers in trust, A.A. Berle Jr; For whom are corporate managers trustees?, E. Merrick Dodd Jr; The end of history for corporate law, Henry Hansman and Reinier Kraakman; Our schizophrenic conception of the business corporation, William T. Allen. Part II The Board of Directors: Legal models of management structure in the modern corporation: officers, directors, and accountants, Melvin Aron Eisenberg; A team production theory of corporate law, Margaret M. Blair and Lynn A. Stout; Director primacy: the means and ends of corporate governance, Stephen M. Bainbridge. Part III Shareholders: Shareholders as proxies: the contours of shareholder democracy, Dalia Tsuk Mitchell; Hedge funds in corporate governance and corporate control, Marcel Kahan and Edward B. Rock; Sovereign wealth funds and corporate governance: a minimalist response to the new mercantilism, Ronald J. Gilson and Curtis J. Milhaupt. Part IV A Look at the Future?: Corporate governance in China: then and now, Cindy A. Schipani and Junhai Liu; Name index.

O autorze

Lawrence E. Mitchell is a Professor at The George Washington University Law School, USA