exemption for transactions with wholly owned subsidiaries allows controlling shareholders to circumvent the rule extensively … shareholders and creditors. Hence, if the Commission choses to go down this route it might end up with a comprehensive regulation …

One of the measures foreseen in the Shareholder Rights Directive for enhancement of the rights of shareholders is the …

capital, the rules vest ultimate control of the business in those who provided the equity for the business, the shareholders …. But only all the shareholders acting unanimously have complete authority and discretion in relation to the company …'s affairs. This is in recognition of the fact that shareholders' personal interests are not always aligned and some measure of …

already in place, such as the Shareholders' Rights Directive, the Transparency Directive and the requirement to make a … corporate governance statement available to shareholders. But more needs to be done, and in the 2012 Action Plan the Commission … role in engaging shareholders in corporate governance issues will contribute positively to good corporate governance in …

shareholders. As a result, these directors have incentives to go along with controllers' wishes, or, at least, inadequate … that allows policymakers to produce the precise balance of power between controlling shareholders and public investors that …

rather than its merits. The ultimate shareholder primacy norm is that directors are agents of shareholders, and that … directors are under fundamental obligation to run the company in the interest of the shareholders. This article finds that … directors owed no such legal obligation to shareholders, that the confusion was based on the historical application of …

the protection of shareholders against shirking of the board members and the officers increased significantly. The … protection of minority shareholders against the expropriation of major shareholders remained unchanged. In light of these … suggests that other variables, like the presence of activist shareholders, might be much more influential than the development …