Die Haftung der Directors und Officers als Verhaltenssteuerung im amerikanischen Recht

Abstract

»Liability as Incentive. U.S. Director and Officer Liability as a Model for Germany?« U.S. director and officer liability – an intolerable threat? This verdict too often prevents a closer analysis. But is it a myth? How does the specter of liability impact leadership and oversight at U.S. companies? And how could the U.S. experience inform, e.g., experiments with the business judgment rule, class actions and corporate criminal liability in Germany? The author, a New York corporate lawyer, offers surprising findings ranging from corporate to criminal law that German corporate governance might do well to heed.