This paper critically examines the conventional view that the lack of fiduciary duty protections for corporate shareholders in civil law systems explains crucial differences in corporate structure and finance. It questions the thesis that the structure of civil law systems militates against the...

Corruption has been identified as a significant issue in telecommunications, seen in bribery and nepotism over many years, raising questions as to whether there are comparable problems with the Internet. Complex systems of Internet governance have excluded the issue, failing to put in place any...

The leximetric research on shareholder protection can contribute to core questions of comparative company law. For example, such research may be able to show whether or not there is a trend to increase shareholder power across countries. It can also provide us with tools to confirm or challenge...

The business corporation is one of the greatest organizational inventions. But it creates risks for both shareholders and third parties. To mitigate these risks, legislators, judges, and corporate lawyers have tried to learn from experiences in other jurisdictions and adapt their regulatory...

Three problems pose severe challenges to identify the impact of corporate social responsibility (CSR) on firm value and performance. These are construct validity, limited data, and endogeneity. To deal with them we use a broad composite measure of CSR and panel data with firm fixed and random...

After the financial crisis, there has been considerable debate about the role of corporations in society. It has become broadly accepted that corporations - particularly the world's largest publicly traded corporations – need to be governed with respect for the society and the environment....

An important issue in evaluating corporate governance is how to measure it. In prior work on emerging markets, we have advocated measuring firm-level governance using country-specific indices, tailored to each country's laws and institutions. An alternate approach, used in commercial indices, is...

The COVID-19 pandemic has brought new attention to the period between signing and closing in M&A transactions. Transactional planners heavily negotiate the provisions that govern the behavior of the parties during this window, not only to allocate risk between the buyer and seller, but also to...

Climate change is a quintessential market failure. Individual companies do not have economic incentives to reduce their carbon emissions and therefore produce more emissions than is socially desirable. However, according to a theory that is gaining increasing support among academics and market...

This paper discusses why a “corporate governance movement” that commenced in the United States in the 1970s became an entrenched feature of American capitalism and describes how the chronology differed in a potentially crucial way for banks. The paper explains corporate governance's...