This paper contrasts the recent European initiatives on regulating corporate groups with alternative approaches to the phenomenon. In doing so it pays particular regard to the German codified law on corporate groups as the polar opposite to the piecemeal approach favored by E.U. legislation. It...

This paper analyses the German corporate law reform's effect on the publicly listed companies' ownership and performance. First, theoretically plausible implications of the most important laws that were issued 1990-2009 are provided, then an empirical analysis using 1997-2008 panel data...

Due to globalization and the process of desintermediation, the German capital market is currently undergoing far-reaching, structural changes. Among others, the German legislature passed a number of amendments to the Joint Stock Company Act and the Commercial Code in reaction to deficiencies in...

The role of outside directors is one of the key features in the transatlantic corporate governance debate. As their importance rises, their liability is also attracting attention. Since there are only a few cases internationally in which outside directors of listed companies have been held...

As attention moves rapidly towards comparative approaches, the research and teaching of company law has somehow lagged behind. The overall purpose of this book is therefore to fill a gap in the literature by identifying whether conceptual differences between countries exist. Rather than...

The fiduciary duty of members of a business association has its origins in partnership law. The unlimited liability to which partners are exposed requires a relationship of mutual loyalty and trust in order to ensure that membership rights such as the right to represent the partners, the right...

This paper discusses the German conflict of law rules as they apply to companies (ie, the private international law of companies in Germany). Amongst others, it addresses the connecting factor, the scope of the lex societatis, outreach statutes and the possibility of reincorporations in German...

Corporate Governance has developed immensely in the last decades mainly due to the negative effects on shareholders's of management decisions leading to a continuous conflict to be solved by the policymakers and academics. After the publication of the Cadbury Report, we noticed an increase...