Full Description
A globe-spanning group of leading law and finance scholars bring together cutting-edge research to comprehensively examine the challenges legislators face in regulating related party transactions in a socially beneficial way. Combining theoretical analysis of the foundations of efficient regulation with empirical and comparative studies, readers are invited to draw their own conclusions on which regulatory responses work best under differing circumstances. The careful selection of surveyed jurisdictions offers in-depth insight into a broad variety of regulatory strategies and their interdependence with socioeconomic and political conditions. This work should be read by scholars, policymakers, and graduate students interested in a critical, much-debated area of corporate governance.
Contents
The law and (some) finance of related party transactions: an introduction Luca Enriques and Tobias H. Tröger; Part I. Theoretical Framework and Policy Issues in Regulating RPTs: 1. Corporate control and the regulation of controlling shareholders Zohar Goshen and Assaf Hamdani; 2. Optimally restrained tunneling: the puzzle of controlling shareholders' 'generous' exploitation in bad-law jurisdictions Sang Yop Kang; 3. Powering preemptive rights with presubscription disclosure Jesse Fried; 4. MOM approval in a world of active shareholders Edward Rock; 5. Institutional investors as minority shareholders Assaf Hamdani and Yishay Yafeh; 6. Procedural and substantive review of related party transactions (RPTs): the case for non-controlling shareholder-dependent (NCS-dependent) directors Alessio M. Pacces; 7. Related party transactions and intragroup transactions Jens Dammann; 8. Related-party transactions in state-owned enterprises: tunneling, propping, and policy channeling Curtis Milhaupt and Mariana Pargendler; 9. Related party transactions in insolvency Kristin Van Zwieten; Part II. Regional- and Country-Specific Insights: 10. Related party transactions in East Asia Kon Sik Kim; 11. Related party transactions in Commonwealth Asia: complexity revealed Dan W. Puchniak and Umakanth Varottil; 12. Related party transactions: UK model Paul Davies; 13. Related party transactions in France: a critical assessment Geneviève Helleringer; 14. Germany's reluctance to regulate related party transactions Tobias H. Tröger; 15. Be careful what you wish for: how progress engendered regression in related party transaction regulation in Israel Amir Licht; 16. Enforcing rules on related party transactions in Italy: one securities regulator's challenge Marcello Bianchi, Luca Enriques and Mateja Milič; Bibliography; Index.
