Corporate Governance : A Synthesis of Theory, Research, and Practice

by Editor: H. Kent Baker; Editor: Ronald Anderson

• ISBN13: 9780470877951
• ISBN10: 0470877952
• Format: eBook
• Copyright: 2010-08-01
• Publisher: Wiley

Summary

A detailed look at the importance of corporate governance in today's business worldThe importance of corporate governance became dramatically clear at the beginning of the twenty-first century as a series of corporate meltdowns from managerial fraud, misconduct, and negligence caused a massive loss of shareholder wealth.As part of the Robert W. Kolb Series in Finance, this book provides a comprehensive view of the shareholder-manager relationship and examines the current state of governance mechanisms in mitigating the principal-agent conflict. This book also offers informed suggestions and predictions about the future direction of corporate governance. Relies on recent research findings to provide guidance through the maze of theories and concepts Uses a structured approach to put corporate governance in perspective Addresses essential issues related to corporate governance including the idea of principal-agent conflict, role of the board of directors, executive compensation, corporate monitoring, proxy contests and corporate takeovers, and regulatory interventionCorporate governance is an essential part of mainstream finance. If you need to gain a better understanding of this topic, look no further than this book.

Table of Contents

Background and Perspectives on Corporate Governance

History, Systems, Best Practices, and Empirical Evidence

An Overview of Corporate Governance

The Financial Determinants of American Corporate Governance: A Brief History

Corporate Governance Systems

Corporate Governance Best Practices

What's Wrong with Corporate Governance 'Best' Practices?

The Effect of Corporate Governance on Performance

International Corporate Governance Research

Separation of Ownership and Control

Agency Theory: Incomplete Contracting and Ownership Structure

Theories and Models of Corporate Governance

Unfettered Agents: The Role of Ethics in Corporate Governance

Internal Governance

Boards of Directors

Board Composition and Organization Issues

Board Diversity

Board Sub-Committees for Corporate Governance

Compensation, Ownership, and Turnover

Executive Compensation: Incentives and Externalities

Compensation Consultants and Executive Pay

Corporate Governance and Ownership Structure

The Effects of Management Turnover on Firm Performance

External Governance

Non-executive Shareholders

Corporate Monitoring by Blockholders

The Governance of Family Firms

Institutional and Other Shareholders

The Politics of Shareholder Activism

Non-equity Stakeholders

Executive Behavior: A Creditor Perspective on Managerial Ownership

Governance at Banking Institutions

Corporate Governance: Non-Equity Stakeholders

Proxy Contests and Markets

Proxy Contests

Corporate Takeovers and Restructurings

Corporate Takeovers and Wealth Creation

Accounting, Legal, and Regulator Intervention

Corporate Governance and Accountability

Governance Rules and Guidelines

Economic Aspects of Corporate Governance and Regulation

Answers to Chapter Discussion Questions

Index

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