Corporate Governance Theories, Principles and Practice

by Farrar, John

• ISBN13: 9780195551457
• ISBN10: 0195551451
• Edition: 3rd
• Format: Paperback
• Copyright: 2008-06-23
• Publisher: Oxford University Press

Summary

Corporate Governance is a fully-updates, comprehensive study of the law and practice of corporate governance in an international setting but with particular reference to Australia and New Zealand.

Table of Contents

Basic Concepts

The Concept of Corporate Governance

A Brief Thematic History of Corporate Governance

The Concept of the Corporation

The Concept of Corporate Control and its Relevance

The Corporation, its Constitution, and Legal Actions: Questions of Risk, Authority, and Liability

The Legal Core

Division of Power Between the Board of Directors and the General Meeting

Meetings

The Legal Role of the Board of Directors, Delegation and Reliance and Duties Below the Board Level

Definition of Director and Officer: Appointment, Retirement and Removal of Directors

Duties of Directors and Officers: Overview

The Basic Duties to Act in Good Faith in the Best Interest of the Company and for a Proper Purpose

The Duty to Avoid Self-Dealing

Duties of Care and the Business Judgment Rule

Directors' Duties and Corporate Governance in Troubled Companies

Shareholder Rights and Duties

Relieving and Protecting Directors

Holding Directors Accountable: Remedies of the Company

Holding Directors Accountable: Minority Shareholder Remedies

Disclosure and the Role of the Auditor and Audit Committee in Corporate Governance

The Australian Securities and Investments Commission and Statutory Penalty Regime, and the Disqualification of Directors in Australia and New Zealand

Use and Abuse of Corporate Groups

Insider Trading

Investigation of Serious Fraud

The Self-Regulation Penumbra

Key Relationships: Chairperson, Managing Director/CEO, Company Secretary and the Board

Determining the Appropriate Roles of the Board and Management

The role of Institutional Investors in Corporate Governance

Systems of Self-Regulation

Contemporary Issues in Corporate Governance Current Issues in Corporate Governance of Listed Public Companies

Corporate Governance and the Judges Introduction

Corporate Governance in Small and Medium - sized Enterprises

Corporate Governance in Not for Profits

Corporate Governance in Corporatized Enterprises

Business Ethics

The Role of Corporate Social Responsibility, citizenship and Sustainability in Modern Corporate Governance

Case Studies in Corporate Governance

The Impacts of Globalization

Comparative Corporate Governance Systems: An overview

The Globalization of Corporate Governance

Thinking New Thoughts on Corporate Governance

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