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基本説明
It provides an interdisciplinary analysis of the emerging board-centered system of corporate governance. The book draws on legal analysis, behavioral insights into how individuals and groups make dicisions, and management studies.
Full Description
This is an open access title. It is available to read and download as a free PDF version on Oxford Academic and is made available under a Creative Commons Attribution-NonCommercial-NoDerivatives 4.0 International licence.
Forty years ago, managerialism dominated corporate governance. In both theory and practice, a team of senior managers ran the corporation with little or no interference from other stakeholders. Shareholders were essentially powerless and typically quiescent. Boards of directors were little more than rubber stamps. Today, the corporate governance landscape looks vastly different. The fall-out from the post-Enron scandal and implementation of the Sarbanes-Oxley Act have resulted in shareholder activism becoming more widespread, while many observers call for even greater empowerment. The notion that the board of directors is a mere pawn of top management is increasingly invalid, and as a result, modern boards of directors typically are smaller than their antecedents, meet more
Contents
Stephen Bainbridge, the leading authority on the Director Primacy model of corporate governance, restates, revises, and expands the theory
