The Recurrent Crisis In Corporate Governance

Taking a close look at American corporate governance, the authors show what is missing in today's corporate governance, and support a case for activating the board of directors to put new controls on management and take responsibility for the result.

This book raises questions about a hallmark mechanism of corporate governance – the use of codes of practice. It undertakes a critical examination of the origins and development of the UK code of corporate governance, which influenced codes devised around the world and practices of organisations well beyond the world of corporations listed on stock exchanges. Much lauded as a model of good governance, its core principles have persisted for almost 30 years. Yet during that time repeated crises in corporate governance have arisen, suggesting that it has not fully addressed the problem it was meant to solve. This book will be valuable reading for scholars working on business ethics, corporate governance, and business history.

The years from 2000 to 2010 were bookended by two major economic crises. The bursting of the dotcom bubble and the extended bear market of 2000 to 2002 prompted Congress to pass the Sarbanes-Oxley Act, which was directed at core aspects of corporate governance. At the end of the decade came the bursting of the housing bubble, followed by a severe credit crunch, and the worst economic downturn in decades. In response, Congress passed the Dodd-Frank Act, which changed vast swathes of financial regulation. Among these changes were a number of significant corporate governance reforms. Corporate Governance after the Financial Crisis asks two questions about these changes. First, are they a good idea that will improve corporate governance? Second, what do they tell us about the relative merits of the federal government and the states as sources of corporate governance regulation? Traditionally, corporate law was the province of the states. Today, however, the federal government is increasingly engaged in corporate governance regulation. The changes examined in this work provide a series of case studies in which to explore the question of whether federalization will lead to better outcomes. The author analyzes these changes in the context of corporate governance, executive compensation, corporate fraud and disclosure, shareholder activism, corporate democracy, and declining US capital market competitiveness.

'The governance needle now swings to and fro like a windscreen wiper, no longer fast upon the goal of shareholder primacy and wealth maximization. "The aim of this volume is to introduce the new ideas animating. . . governance in the post-financial crisis world." This book does a superb job of accomplishing that objective. Probing discussions of sustainability, stakeholder models, globalization, ethical behavior, soft law, independent directors, and family capitalism coalesce around the antipode toward which the windscreen wiper increasingly swings, and not which "may be" but will be "the shape of things to come".' - Douglas M. Branson, University of Pittsburgh, US

Offering a fresh look at the commonly accepted view of what constitutes good governance, Donald Nordberg explores the contexts of board decisions and draws upon his academic research and years of business and financial journalism in Europe, North America and Asia to provide a distinctive and pertinent contribution to the literature on corporate governance. The book: - Features 21 detailed case studies, drawn from international examples, to prompt discussion and analysis - Provides topical, up-to-date examples and evidence - Gives attention to the important question "What next for Corporate Governance?" Supporting features include: Case Study questions; "Agenda Point" boxes to provide further analysis and consideration on topical issues; Further readings; Companion Website, featuring online resources.

Over the last two decades there has been a notable increase in the number of corporate governance codes and principles, as well as a range of improvements in structures and mechanisms. Despite this, corporate governance failed to prevent a widespread default of fiduciary duties of corporate boards and managerial responsibilities in the finance industry, which contributed to the 2007–10 global financial crisis. This book brings together leading scholars from North America, Europe, Asia-Pacific and the Middle East to provide fresh and critical analytical insights on the systemic failures of corporate governance linked to the global financial crisis. Contributors draw from a range of disciplines to demonstrate the severe limitations of the dominant corporate governance framework and its associated market-oriented approach. They provide suggestions on how the governance problems could be tackled to prevent or mitigate any future financial crisis and explore new directions for post-crisis corporate governance research and reforms.

Since her political independence from the British government in 1960, Nigeria has gone through different phases in the effort to develop the corporate sector. The intention was to drive the economy through corporate enterprises; however, the absence of effective corporate governance structure and conducive investment environment has no doubt been a source of concern for investors and successive governments. Meticulously researched and organized, this book takes the global view on corporate governance to provide insight into the corporate governance conundrum in Nigeria. Against the background of international standard, Author, Olusola A. Akinpelu proposes a number of reforms to the existing governance structure and delves into the history of corporate development from the 1960s through the present. In addition, Akinpelu offers an in-depth analysis of the philosophical foundations for corporate governance and compiles the theories, models, statutes, reforms, international standards, guidelines, and legal cases on corporate governance in the United Kingdom, Germany, the United States of America, and elsewhere to show how no country is completely immune from corporate collapse. A timely work, Corporate Governance Framework in Nigeria will interest students of business economics, business law, legal practitioners, and researchers in the field of corporate governance. An excellently well written book on all important subject of socio-economic value and relevance. - Guoleba Seri (Esq), Chairman/CEO, Seri Associates, LLC, NY. Founder and President/CEO, African Chambers of Commerce, United States.