Taking a normative approach this paper identifies and develops basic principles for the good governance of central banks, namely independence, democratic accountability and transparency. In doing so the paper focuses on the arrangements surrounding the primary task of a central bank, i.e. the...

By the end of the twentieth century, the then-dominant literature on “law and finance” assumed that concentrated ownership was a product of deficient legal systems that did not sufficiently protect outside investors. At the same time, commentators posited that the competitive pressures of...

Dozens of judicial opinions have held that shareholders own corporations, that directors are agents of shareholders, and even that directors are trustees of shareholders' property. Yet, until now, it has never been proven. These doctrines rest on unsubstantiated assumptions. In this book the...

Artificial Intelligence (hereafter: AI) is transforming our everyday life in many important respects. The corporate realm is no exception. Many corporations cannot avoid facing the variety of issues raised by the increasing importance that AI plays within firms. Can an AI-based system be...

Corporate law and corporate governance are often called upon to address problems in international and transnational contexts. Financial markets are global and the problems in those markets are often similar, if not identical, even though the capital market structure across jurisdictions differs...

A number of lawyers associated with President Donald Trump, within and outside of his administration, have faced ethical challenges. While the ethical issues for President Trump's personal lawyer Michael Cohen have grabbed the most headlines, actions of Acting U.S. Attorney General Matthew...

This article outlines the developments and challenges involved in introducing a new securities market in Cambodia, a developing country with a relatively open economy but some significant government-linked enterprises as well as family-linked firms. They operate in an environment characterized...

Directors wield increasing influence in corporate America, making pivotal decisions regarding corporate affairs and management. A robust literature recognizes directors' important role and examines their incentives and performance. In particular, scholars have worried that “busy...

It is trite law that a director is a fiduciary to his or her company and must act in the interests of the company. However, identifying the “interests of the company” is not so straightforward. Different theories of the nature of the company and different stakeholders interested in the...