Corporate Governance Matters : A Closer Look at Organizational Choices and Their Consequences

by Larcker, David; Tayan, Brian

• ISBN13: 9780132180269
• ISBN10: 013218026X
• Edition: 1st
• Format: Hardcover
• Copyright: 2011-04-14
• Publisher: Pearson Prentice Hall

Summary

This comprehensive reference presents all the knowledge, models, and frameworks needed to implement and sustain superior corporate governance. Writing for directors, officers, and other stakeholders, two leading experts synthesize current research, covering compensation, CEO labor markets, board structure, succession, risk, international governance, reporting, audit, institutional and activist investors, governance ratings, and much more.

Author Biography

David Larcker is James Irvin Miller Professor of Accounting at the Graduate School of Business of Stanford University; Director of the Corporate Governance Research Program; Senior Faculty, Arthur and Toni Rembe Rock Center for Corporate Governance. David’s research focuses on executive compensation, corporate governance, and managerial accounting. He has published many research papers and is frequently quoted in both the popular and business press. He received his BS and MS in engineering from the University of Missouri-Rolla and his PhD in business from the University of Kansas. He previously was on the faculty of the Kellogg Graduate School of Management at Northwestern University and The Wharton School at the University of Pennsylvania. Professor Larcker presently serves on the Board of Trustees for the Wells Fargo Advantage Funds.

 

Brian Tayan is a member of the Corporate Governance Research Program at the Stanford Graduate School of Business. He has written broadly on the subject of corporate governance, including case studies and other materials on boards of directors, succession planning, executive compensation, financial accounting, and shareholder relations. Previously, Brian worked as a financial analyst at Stanford University’s Office of the CEO and as an investment associate at UBS Private Wealth Management. He received his MBA from the Stanford Graduate School of Business and his BA from Princeton University.

 

Together, Larcker and Tayan have co-authored many case studies and articles on governance.

 

Additional resources and supporting material for this book are available at:

Stanford Graduate School of Business

The Corporate Governance Research Program

www.gsb.stanford.edu/cgrp/

 

Table of Contents

Preface	p. xv
Introduction to Corporate Governance	p. 1
International Corporate Governance	p. 23
Board of Directors: Duties and Liability	p. 67
Board of Directors: Selection, Compensation, and Removal	p. 93
Board of Directors: Structure and Consequences	p. 127
Organizational Strategy, Business Models, and Risk Management	p. 169
Labor Market for Executives and CEO Succession Planning	p. 203
Executive Compensation and Incentives	p. 237
Executive Equity Ownership	p. 287
Financial Reporting and External Audit	p. 325
The Market for Corporate Control	p. 361
Institutional Shareholders and Activist Investors	p. 393
Corporate Governance Ratings	p. 433
Summary and Conclusions	p. 459
Index	p. 467
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