The Oxford Handbook of Corporate Law and Governance

Abstract

This handbook offers a comparative and functional overview of corporate law and governance. It examines the shift from corporate law to corporate governance — from a largely legal emphasis to one that focuses on the corporation’s inputs, outputs and how they are managed and, ultimately, the ways in which governance interacts with other institutional elements that comprise a capitalist system. It also discusses the conventional goals and mechanisms of corporate governance, along with their limitations when applied to banks; the roles and functions of the board of directors, how boards fail, and the reforms that have been tried to improve their performance; how mergers and acquisitions are regulated; and the functions of corporate accounting and financial reporting worldwide. Other chapters deal with the ‘corporate law’ issues involved in the regulation of takeovers; the relationship between corporate governance and employment relations; fundamental issues of corporate insolvency law; legal and policy issues relating to transactions between a corporation and one of its ‘related parties’; current trends in the regulation and practice of executive remuneration; corporate governance in closely held corporations; and economic benefits and costs of external and internal asset partitioning in corporations.